10-Q 1 d10q.htm FORM 10-Q Form 10-Q
Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 10-Q

 

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly Period Ended September 30, 2003

 

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Transition Period from                                  to                                     

 

Commission File No. 1-11778   I.R.S. Employer Identification No. 98-0091805

 

ACE LIMITED

(Incorporated in the Cayman Islands)

 

ACE Global Headquarters

17 Woodbourne Avenue

Hamilton HM 08

Bermuda

 

Telephone 441-295-5200

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

YES  þ    NO  ¨

 

Indicate by check mark whether registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

 

YES  þ    NO  ¨

 

The number of registrant’s Ordinary Shares ($0.041666667 par value) outstanding as of November 10, 2003 was 279,076,892.

 



Table of Contents

ACE LIMITED

 

INDEX TO FORM 10-Q

 

         Page No.

Part I.       FINANCIAL INFORMATION     

Item 1.

  Financial Statements:     
   

Consolidated Balance Sheets
September 30, 2003 (Unaudited) and December 31, 2002

   3
   

Consolidated Statements of Operations (Unaudited)
Three and Nine Months Ended September 30, 2003 and 2002

   4
   

Consolidated Statements of Shareholders’ Equity (Unaudited)
Nine Months Ended September 30, 2003 and 2002

   5
   

Consolidated Statements of Comprehensive Income (Unaudited)
Nine Months Ended September 30, 2003 and 2002

   7
   

Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended September 30, 2003 and 2002

   8
   

Notes to Interim Consolidated Financial Statements (Unaudited)

   9

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

   33

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

   60

Item 4.

 

Controls and Procedures

   61

Part II.

  OTHER INFORMATION     

Item 1.

  Legal Proceedings    62

Item 5.

  Other Information    62

Item 6.

  Exhibits and Reports on Form 8-K    62

 

 

2


Table of Contents

ACE LIMITED

PART I    FINANCIAL INFORMATION

 

Item 1.    Financial Statements

 

ACE LIMITED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

    

September 30

2003


   

December 31

2002


 
     (Unaudited)        
     (in thousands of U.S. dollars,
except share and per share data)
 

Assets

                

Investments and cash

                

Fixed maturities, at fair value (amortized cost — $16,712,551 and $13,790,742)

   $ 17,412,949     $ 14,419,741  

Equity securities, at fair value (cost — $371,492 and $442,266)

     459,529       411,031  

Securities on loan, at fair value (amortized cost/cost — $548,778 and $285,569)

     596,449       292,973  

Short-term investments, at fair value

     2,519,956       1,884,760  

Other investments (cost — $625,498 and $621,715)

     664,705       652,048  

Cash

     431,121       663,355  
    


 


Total investments and cash

     22,084,709       18,323,908  

Accrued investment income

     247,764       216,941  

Insurance and reinsurance balances receivable

     2,821,444       2,653,990  

Accounts and notes receivable

     181,367       250,956  

Reinsurance recoverable

     14,032,408       13,991,453  

Deferred policy acquisition costs

     998,423       831,580  

Prepaid reinsurance premiums

     1,370,097       1,721,267  

Funds withheld

     309,263       300,106  

Value of reinsurance business assumed

     345,336       367,275  

Goodwill

     2,710,830       2,716,860  

Deferred tax assets

     1,102,612       1,287,983  

Other assets

     1,030,245       788,618  
    


 


Total assets

   $ 47,234,498     $ 43,450,937  
    


 


Liabilities

                

Unpaid losses and loss expenses

   $ 25,637,136     $ 24,315,182  

Unearned premiums

     6,243,098       5,585,524  

Future policy benefits for life and annuity contracts

     479,291       442,264  

Funds withheld

     247,473       214,535  

Insurance and reinsurance balances payable

     1,874,466       1,870,264  

Contract holder deposit funds

     75,957       89,843  

Securities lending collateral

     607,555       301,016  

Accounts payable, accrued expenses and other liabilities

     1,300,538       1,514,972  

Dividends payable

     52,912       47,724  

Short-term debt

     145,980       145,940  

Long-term debt

     1,749,136       1,748,937  

Trust preferred securities

     475,000       475,000  
    


 


Total liabilities

     38,888,542       36,751,201  
    


 


Commitments and contingencies

                

Mezzanine equity

     —         311,050  
    


 


Shareholders’ equity

                

Preferred Shares ($1.00 par value, 2,300,000 shares authorized, issued and outstanding)

     2,300       —    

Ordinary Shares ($0.041666667 par value, 500,000,000 shares authorized; 278,480,910 and 262,679,356 shares issued and outstanding)

     11,603       10,945  

Additional paid-in capital

     4,727,307       3,781,112  

Unearned stock grant compensation

     (64,059 )     (42,576 )

Retained earnings

     3,000,430       2,199,313  

Deferred compensation obligation

     18,967       18,631  

Accumulated other comprehensive income

     668,375       439,892  

Ordinary Shares issued to employee trust

     (18,967 )     (18,631 )
    


 


Total shareholders’ equity

     8,345,956       6,388,686  
    


 


Total liabilities, mezzanine equity and shareholders’ equity

   $ 47,234,498     $ 43,450,937  
    


 


 

See accompanying notes to the interim consolidated financial statements

 

3


Table of Contents

ACE LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

For the three and nine months ended September 30, 2003 and 2002

(Unaudited)

 

     Three Months Ended
September 30


    Nine Months Ended
September 30


 
     2003

    2002

    2003

    2002

 
     (in thousands of U.S. dollars, except per share data)  

Revenues

                                

Gross premiums written

   $ 3,450,912     $ 3,528,725     $ 10,968,594     $ 9,575,826  

Reinsurance premiums ceded

     (1,144,781 )     (1,305,938 )     (3,326,418 )     (3,491,633 )
    


 


 


 


Net premiums written

     2,306,131       2,222,787       7,642,176       6,084,193  

Change in unearned premiums

     91,394       (297,208 )     (866,527 )     (1,223,098 )
    


 


 


 


Net premiums earned

     2,397,525       1,925,579       6,775,649       4,861,095  

Net investment income

     214,689       199,740       633,048       600,679  

Other income (expense)

     (3,088 )     (14,032 )     (8,516 )     (21,301 )

Net realized gains (losses)

     57,556       (235,282 )     124,028       (400,884 )
    


 


 


 


Total revenues

     2,666,682       1,876,005       7,524,209       5,039,589  
    


 


 


 


Expenses

                                

Losses and loss expenses

     1,518,478       1,327,792       4,260,690       3,141,886  

Life and annuity benefits

     44,524       59,697       136,582       106,004  

Policy acquisition costs

     344,066       253,013       973,242       685,016  

Administrative expenses

     293,355       250,668       840,315       677,597  

Interest expense

     44,348       48,679       132,958       146,633  
    


 


 


 


Total expenses

     2,244,771       1,939,849       6,343,787       4,757,136  
    


 


 


 


Income (loss) before income tax

     421,911       (63,844 )     1,180,422       282,453  

Income tax expense (benefit)

     66,946       (7,334 )     207,545       37,258  
    


 


 


 


Net income (loss)

   $ 354,965     $ (56,510 )   $ 972,877     $ 245,195  
    


 


 


 


Basic earnings (loss) per share

   $ 1.25     $ (0.24 )   $ 3.53     $ 0.87  
    


 


 


 


Diluted earnings (loss) per share

   $ 1.22     $ (0.24 )   $ 3.46     $ 0.84  
    


 


 


 


 

See accompanying notes to the interim consolidated financial statements

 

4


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ACE LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

For the nine months ended September 30, 2003 and 2002

(Unaudited)

 

     2003

    2002

 
     (in thousands of U.S. dollars)  

Preferred Shares

                

Balance — beginning of period

   $ —       $ —    

Shares issued

     2,300       —    
    


 


Balance — end of period

     2,300       —    
    


 


Ordinary Shares

                

Balance — beginning of period

     10,945       10,828  

Shares issued

     563       36  

Exercise of stock options

     110       81  

Issued under Employee Stock Purchase Plan (ESPP)

     12       10  

Cancellation of shares

     (27 )     (18 )
    


 


Balance — end of period

     11,603       10,937  
    


 


Additional paid-in capital

                

Balance — beginning of period

     3,781,112       3,710,698  

Ordinary Shares issued

     47,628       36,509  

Exercise of stock options

     36,394       40,642  

Ordinary Shares issued under ESPP

     7,332       7,462  

Cancellation of Ordinary Shares

     (21,320 )     (15,179 )

Preferred Shares issued, net

     554,587       —    

Conversion of Mezzanine equity, net

     310,465       —    

Tax benefit on employee stock options

     11,109       —    
    


 


Balance — end of period

     4,727,307       3,780,132  
    


 


Unearned stock grant compensation

                

Balance — beginning of period

     (42,576 )     (37,994 )

Stock grants awarded

     (47,112 )     (39,106 )

Stock grants forfeited

     3,687       7,830  

Amortization

     21,942       21,880  
    


 


Balance — end of period

     (64,059 )     (47,390 )
    


 


Retained earnings

                

Balance — beginning of period

     2,199,313       2,321,576  

Net income

     972,877       245,195  

Dividends declared on Ordinary Shares

     (150,650 )     (128,491 )

Dividends declared on Mezzanine equity

     (9,773 )     (19,246 )

Dividends declared on Preferred Shares

     (11,337 )     —    
    


 


Balance — end of period

     3,000,430       2,419,034  
    


 


Deferred compensation obligation

                

Balance — beginning of period

     18,631       16,497  

Net change in period

     336       2,133  
    


 


Balance — end of period

   $ 18,967     $ 18,630  
    


 


 

See accompanying notes to the interim consolidated financial statements

 

5


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ACE LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (cont’d)

For the nine months ended September 30, 2003 and 2002

(Unaudited)

 

     2003

    2002

 
     (in thousands of U.S. dollars)  

Accumulated other comprehensive income

                

Net unrealized appreciation (depreciation) on investments

                

Balance — beginning of period

   $ 476,411     $ 136,916  

Change in period, net of income tax

     211,335       182,553  
    


 


Balance — end of period

     687,746       319,469  
    


 


Minimum pension liability

                

Balance — beginning of period

     —         —    

Change in period, net of income tax

     (40,054 )     —    
    


 


Balance — end of period

     (40,054 )     —    
    


 


Cumulative translation adjustment

                

Balance — beginning of period

     (36,519 )     (35,317 )

Change in period, net of income tax

     57,202       653  
    


 


Balance — end of period

     20,683       (34,664 )
    


 


Accumulated other comprehensive income

     668,375       284,805  
    


 


Ordinary Shares issued to employee trust

                

Balance — beginning of period

     (18,631 )     (16,497 )

Net change in period

     (336 )     (2,133 )
    


 


Balance — end of period

     (18,967 )     (18,630 )
    


 


Total shareholders’ equity

   $ 8,345,956     $ 6,447,518  
    


 


 

See accompanying notes to the interim consolidated financial statements

 

6


Table of Contents

ACE LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the nine months ended September 30, 2003 and 2002

(Unaudited)

 

     2003

    2002

 
     (in thousands of U.S. dollars)  

Net income

   $ 972,877     $ 245,195  

Other comprehensive income

                

Net unrealized appreciation (depreciation) on investments

                

Unrealized appreciation (depreciation) on investments

     300,900       227,651  

Reclassification adjustment for net realized (gains) losses included in net income

     (61,088 )     42,654  
    


 


       239,812       270,305  

Cumulative translation adjustment

     81,594       4,150  

Minimum pension liability

     (62,081 )     —    
    


 


Other comprehensive income, before income tax

     259,325       274,455  

Income tax expense related to other comprehensive income items

     (30,842 )     (91,249 )
    


 


Other comprehensive income

     228,483       183,206  
    


 


Comprehensive income

   $ 1,201,360     $ 428,401  
    


 


 

See accompanying notes to the interim consolidated financial statements

 

7


Table of Contents

ACE LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine months ended September 30, 2003 and 2002

(Unaudited)

 

     2003

    2002

 
     (in thousands of U.S. dollars)  

Cash flows from operating activities

                

Net income

   $ 972,877     $ 245,195  

Adjustments to reconcile net income to net cash flows from (used for) operating activities:

                

Net realized (gains) losses

     (124,028 )     400,884  

Amortization of premium/discounts on fixed maturities

     66,554       28,364  

Deferred income taxes

     157,451       9,089  

Unpaid losses and loss expenses

     1,205,295       866,239  

Unearned premiums

     532,220       1,639,827  

Future policy benefits for life and annuity contracts

     37,027       36,311  

Insurance and reinsurance balances payable

     (177,348 )     411,633  

Accounts payable, accrued expenses and other liabilities

     (134,845 )     (133,797 )

Insurance and reinsurance balances receivable

     (84,468 )     (670,472 )

Reinsurance recoverable

     (40,955 )     (490,922 )

Deferred policy acquisition costs

     (139,155 )     (135,932 )

Prepaid reinsurance premiums

     383,815       (423,506 )

Funds withheld, net

     27,656       71,901  

Value of reinsurance business assumed

     21,939       (84,377 )

Other

     (64,898 )     (178,530 )
    


 


Net cash flows from operating activities

   $ 2,639,137     $ 1,591,907  
    


 


Cash flows from investing activities

                

Purchases of fixed maturities

   $ (14,490,369 )   $ (12,751,573 )

Purchases of equity securities

     (75,464 )     (154,835 )

Sales of fixed maturities

     11,099,741       11,468,572  

Sales of equity securities

     107,873       110,377  

Maturities of fixed maturities

     94,612       249,426  

Net realized gains (losses) on investment derivatives

     18,502       (117,580 )

Other

     (60,469 )     (102,411 )

Settlement of an acquisition-related lawsuit

     —         54,380  
    


 


Net cash flows used for investing activities

   $ (3,305,574 )   $ (1,243,644 )
    


 


Cash flows from financing activities

                

Dividends paid on Ordinary Shares

   $ (145,462 )   $ (122,846 )

Dividends paid on Mezzanine equity

     (9,773 )     (19,246 )

Dividends paid on Preferred Shares

     (11,337 )     —    

Net proceeds from issuance of Preferred Shares

     556,887       —    

Net proceeds from (repayment of) short-term debt

     40       (275,128 )

Proceeds from exercise of options for Ordinary Shares

     36,504       40,723  

Proceeds from Ordinary Shares issued under ESPP

     7,344       7,472  

Repayment of trust preferred securities

     —         (400,000 )

Net proceeds from long-term debt

     —         399,155  
    


 


Net cash flows from (used for) financing activities

   $ 434,203     $ (369,870 )
    


 


Net decrease in cash

     (232,234 )     (21,607 )

Cash — beginning of period

     663,355       671,381  
    


 


Cash — end of period

   $ 431,121     $ 649,774  
    


 


 

See accompanying notes to the interim consolidated financial statements

 

8


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

1.    General

 

The interim unaudited consolidated financial statements, which include the accounts of the Company and its subsidiaries, have been prepared in accordance with accounting principles generally accepted in the United States of America and, in the opinion of management, reflect all adjustments (consisting of normally recurring accruals) necessary for a fair presentation of results for such periods. The results of operations and cash flows for any interim period are not necessarily indicative of results for the full year. These financial statements should be read in conjunction with the consolidated financial statements, and related notes thereto, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2002.

 

ACE Limited (ACE or the Company) is a holding company incorporated with limited liability under the Cayman Islands Companies Law and maintains its business office in Bermuda. The Company, through its various subsidiaries, provides a broad range of insurance and reinsurance products to insureds worldwide. ACE operates through four business segments: Insurance — North American, Insurance — Overseas General, Global Reinsurance and Financial Services. These segments are described in Note 15.

 

The following table summarizes the Company’s gross premiums written by geographic region for the nine months ended September 30, 2003 and 2002. Allocations have been made on the basis of location of risk.

 

Nine Months Ended


   North
America


    Europe

    Australia
& New
Zealand


    Asia
Pacific


    Latin
America


 

September 30, 2003

   64 %   22 %   3 %   7 %   4 %

September 30, 2002

   64 %   22 %   2 %   8 %   4 %

 

2.    New accounting pronouncements

 

In July 2003, the Accounting Standards Executive Committee issued Statement of Position 03-1, “Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts” (SOP 03-1). This Statement of Position provides guidance on accounting and reporting by insurance enterprises for certain nontraditional long-duration contracts and for separate accounts and is effective for financial statements for fiscal years beginning after December 15, 2003. At the date of initial application of this SOP, the Company is required to make various determinations, such as qualification for separate account treatment, classification of securities in separate account arrangements, significance of mortality and morbidity risk, adjustments to contract holder liabilities, and adjustments to estimated gross profits as defined in SFAS No. 97, “Accounting and Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale of Investments”. The Company is currently evaluating the impact of adoption of SOP 03-1 on its consolidated financial statements.

 

In May 2003, Financial Accounting Standards Board (FASB) issued FAS No. 150, “Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity” (FAS 150), which establishes standards for classifying and measuring certain financial instruments with characteristics of both liabilities and equity. FAS 150 requires the classification of a financial instrument that is within its scope as a liability (or an asset in some circumstances). The adoption of FAS No. 150 did not impact the Company’s consolidated financial statements.

 

In April 2003, FASB issued FAS No. 149, “Amendment of Statement 133 on Derivative Instruments and Hedging Activities” (FAS 149), which amends and clarifies financial accounting and reporting for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as

 

9


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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

derivatives) and for hedging activities under FAS No. 133. FAS 149 is effective for contracts entered into or modified after June 30, 2003 and for hedging relationships designated after June 30, 2003. The adoption of FAS 149 did not have a material impact on the Company’s consolidated financial statements.

 

In January 2003, FASB issued FASB Interpretation No. 46, “Consolidation of Variable Interest Entities” (FIN 46), which requires consolidation of all variable interest entities (VIE) by the primary beneficiary, as these terms are defined in FIN 46. In addition, it requires expanded disclosure for all VIEs. FIN 46 is effective immediately for VIEs created after January 31, 2003. On October 9, 2003, FASB deferred the effective date of FIN 46 for VIEs that existed prior to February 1, 2003, until the end of the first interim or annual period ending after December 15, 2003. Based on the guidance and interpretations issued to date, the Company does not expect the adoption of FIN 46 to have a material impact on its consolidated financial statements.

 

In December 2002, FASB issued FAS No. 148, “Accounting for Stock-Based Compensation-Transition and Disclosure” (FAS 148). FAS 148 provides alternative methods of transitioning for a voluntary change to the fair-value based method of accounting for stock-based employee compensation. FAS 148 amends the disclosure requirements of FAS No. 123 (FAS 123) to require prominent disclosures in both annual and interim financial statements about the method of accounting for stock-based compensation and the effect of the method used on reported results. The Company continues to account for stock-based compensation plans in accordance with Accounting Principles Board Opinion No. 25 (APB 25).

 

Following is a summary of options issued and outstanding for the three and nine months ended September 30, 2003 and 2002:

 

     Year of
Expiration


   Average
Exercise
Price


   Options for
Ordinary
Shares


    Year of
Expiration


   Average
Exercise
Price


   Options for
Ordinary
Shares


 
    

Three Months Ended

September 30, 2003


   

Three Months Ended

September 30, 2002


 

Balance — beginning of period

               20,444,862                 19,611,437  

Options granted

   2013    $ 32.86    203,000     2012    $ 32.13    171,200  

Options exercised

   2003-2010    $ 33.12    (560,738 )   2003-2011    $ 30.26    (167,613 )

Options forfeited

   2009-2013    $ 37.74    (249,800 )   2008-2012    $ 36.42    (143,622 )
                

             

Balance — end of period

               19,837,324                 19,471,402  
                

             

    

Nine Months Ended

September 30, 2003


   

Nine Months Ended

September 30, 2002


 

Balance — beginning of period

               19,312,287                 17,070,630  

Options granted

   2013    $ 28.02    3,686,962     2012    $ 42.97    5,037,742  

Options exercised

   2003-2011    $ 33.86    (2,632,109 )   2003-2011    $ 41.13    (1,957,522 )

Options forfeited

   2003-2013    $ 38.66    (529,816 )   2006-2012    $ 32.11    (679,448 )
                

             

Balance — end of period

               19,837,324                 19,471,402  
                

             

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

The following table outlines the Company’s net income available to holders of Ordinary Shares and diluted earnings per share for the three and nine months ended September 30, 2003 and 2002, had the compensation cost been determined in accordance with the fair value method recommended in FAS 123.

 

     Three Months Ended     Nine Months Ended  
     September 30

    September 30

 
     2003

    2002

    2003

    2002

 
     (in thousands of U.S. dollars, except per share data)  

Net income (loss) available to holders of Ordinary Shares:

                                

As reported

   $ 343,751     $ (62,926 )   $ 948,204     $ 225,949  

Add: Stock-based compensation expense included in reported net income, net of income tax

   $ 5,401     $ 4,301     $ 18,105     $ 17,259  

Deduct: Compensation expense, net of income tax

   $ (13,070 )   $ (12,809 )   $ (39,898 )   $ (43,359 )

Pro forma

   $ 336,082     $ (71,434 )   $ 926,411     $ 199,849  

Basic earnings (loss) per share:

                                

As reported

   $ 1.25     $ (0.24 )   $ 3.53     $ 0.87  

Pro forma

   $ 1.22     $ (0.27 )   $ 3.45     $ 0.77  

Diluted earnings (loss) per share:

                                

As reported

   $ 1.22     $ (0.24 )   $ 3.46     $ 0.84  

Pro forma

   $ 1.19     $ (0.27 )   $ 3.38     $ 0.74  

 

The fair value of the options issued is estimated on the date of grant using the Black-Scholes option-pricing model, with the following weighted-average assumptions used for grants for the three months ended September 30, 2003 and 2002, respectively: dividend yield of 2.32 percent and 2.20 percent, expected volatility of 30.75 percent and 34.67 percent, risk free interest rate of 2.76 percent and 3.32 percent. The following weighted-average assumptions were used for the nine months ended September 30, 2003 and 2002, respectively: dividend yield of 2.45 percent and 1.41 percent, expected volatility of 32.67 percent and 35.26 percent, risk free interest rate of 2.35 percent and 4.04 percent. The expected life for both years is four years and the forfeiture rate is 5 percent and 7 percent for 2003 and 2002, respectively.

 

3.    Goodwill

 

FAS No. 142, “Goodwill and Other Intangible Assets” (FAS 142) primarily addresses the accounting for goodwill and intangible assets subsequent to their acquisition. All goodwill recognized in the Company’s consolidated balance sheet at January 1, 2002 was assigned to one or more reporting units. FAS 142 requires that goodwill in each reporting unit be tested for impairment annually. Based on a profitability review performed in 2003, it was determined that two majority owned warranty program administration companies were not currently profitable. As a result of that review, updated forecasts supported indications that these companies would not under current market conditions achieve sufficient contract sales volumes to generate and sustain future profitable results. As a consequence of these revised expectations, the Company recognized a goodwill impairment loss of $6 million during the first quarter of 2003.

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

4.    Reinsurance

 

The Company purchases reinsurance to manage various exposures including catastrophe risks. Although reinsurance agreements contractually obligate the Company’s reinsurers to reimburse it for the agreed-upon portion of its gross paid losses, they do not discharge the primary liability of the Company. The amounts for net premiums written and net premiums earned in the statements of operations are net of reinsurance. Direct, assumed and ceded amounts for these items for the three and nine months ended September 30, 2003 and 2002 are as follows:

 

     Three Months Ended
September 30


    Nine Months Ended September
30


 
     2003

    2002

    2003

    2002

 
     (in thousands of U.S. dollars)  

Premiums written

                                

Direct

   $ 2,798,564     $ 2,731,725     $ 8,651,950     $ 7,194,180  

Assumed

     652,348       797,000       2,316,644       2,381,646  

Ceded

     (1,144,781 )     (1,305,938 )     (3,326,418 )     (3,491,633 )
    


 


 


 


Net

   $ 2,306,131     $ 2,222,787     $ 7,642,176     $ 6,084,193  
    


 


 


 


Premiums earned

                                

Direct

   $ 2,957,712     $ 2,225,720     $ 8,558,501     $ 6,068,443  

Assumed

     701,051       721,531       1,875,242       1,809,927  

Ceded

     (1,261,238 )     (1,021,672 )     (3,658,094 )     (3,017,275 )
    


 


 


 


Net

   $ 2,397,525     $ 1,925,579     $ 6,775,649     $ 4,861,095  
    


 


 


 


 

The composition of the Company’s reinsurance recoverable at September 30, 2003 and December 31, 2002, is as follows:

 

     September 30
2003


    December 31
2002


 
     (in thousands of U.S. dollars)  

Reinsurance recoverable on paid losses and loss expenses

   $ 1,297,471     $ 1,363,247  

Bad debt reserve on paid losses and loss expenses

     (384,642 )     (377,804 )

Reinsurance recoverable on future policy benefits

     14,170       8,846  

Reinsurance recoverable on unpaid losses and loss expenses

     13,656,234       13,558,623  

Bad debt reserve on unpaid losses and loss expenses

     (550,825 )     (561,459 )
    


 


Net reinsurance recoverable

   $ 14,032,408     $ 13,991,453  
    


 


 

The Company evaluates the financial condition of its reinsurers and potential reinsurers on a regular basis and also monitors concentrations of credit risk with reinsurers. The provision for unrecoverable reinsurance is required principally due to the failure of reinsurers to indemnify ACE, primarily because of disputes under reinsurance contracts and insolvencies. Provisions have been established for amounts estimated to be uncollectible.

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Following is a breakdown of the Company’s reinsurance recoverable on paid losses at September 30, 2003 and December 31, 2002:

 

     September 30, 2003

    December 31, 2002

 

Category


   Amount

   Bad Debt
Reserve


   % of Total
Reserve


    Amount

   Bad Debt
Reserve


   % of Total
Reserve


 
     (in millions of U.S. dollars)  

General collections

   $ 765    $ 46    6.0 %   $ 848    $ 43    5.1 %

Other

     532      339    63.7 %     515      335    65.0 %
    

  

  

 

  

  

Total

   $ 1,297    $ 385    29.7 %   $ 1,363    $ 378    27.7 %
    

  

  

 

  

  

 

The general collections category represents amounts in the process of collection in the normal course of business. These are balances which the Company has no indication of dispute or credit-related issues. The Company provides bad debt reserves based primarily on the application of historical loss experience to credit categories.

 

The other category includes amounts recoverable that are in dispute or are from companies, which are in supervision, rehabilitation or liquidation. The Company’s estimation of this reserve considers the credit quality of the reinsurer and whether the Company has received collateral or other credit protections such as parental guarantees.

 

5.    Commitments, contingencies and guarantees

 

The Company invests in private equity partnerships with a carrying value of $83 million included in other investments. In connection with these investments, the Company has commitments that may require funding of up to $74 million over the next several years.

 

The Company’s insurance subsidiaries are subject to claims litigation involving disputed interpretations of policy coverages and, in some jurisdictions, direct actions by allegedly-injured persons seeking damages from policyholders. These lawsuits, involving claims on policies issued by our subsidiaries which are typical to the insurance industry in general and in the normal course of business, are considered in the Company’s loss and loss expense reserves. In addition to claims litigation, the Company and its subsidiaries are subject to lawsuits and regulatory actions in the normal course of business that do not arise from or directly relate to claims on insurance policies. This category of business litigation typically involves, inter alia, allegations of underwriting errors or misconduct, employment claims, regulatory activity or disputes arising from business ventures. While the outcomes of the business litigation involving the Company cannot be predicted with certainty at this point, the Company is disputing, and will continue to dispute, allegations against it that are without merit. The Company believes that the ultimate outcomes of matters in this category of business litigation will not have a material adverse effect on the financial condition, future operating results or liquidity of the Company, although an adverse resolution of a number of these items could have a material adverse effect on the Company’s results of operations in a particular quarter or fiscal year.

 

The Company provides and reinsures financial guaranties issued to support public and private borrowing arrangements. Financial guaranty insurance provides an unconditional and irrevocable guaranty that indemnifies the insured against non-payment of principal and interest on an insured debt obligation when due. The Company’s potential liability in the event of non-payment by the issuer of the insured obligation is represented by its proportionate share of the aggregate outstanding principal and interest payable (insurance in force) on such insured obligation. In synthetic transactions, the Company guarantees payment obligations of counterparties under credit default swaps. The Company does not record a carrying value for future installment premiums on

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

financial guaranties as they are recognized over the term of the contract. The net par outstanding exposure as at September 30, 2003 and December 31, 2002, of financial guaranty aggregate insured portfolios was $86 billion and $82 billion respectively, which includes credit default swap exposures of $23 billion and $21 billion, respectively.

 

6.    Credit facilities

 

In April 2003, the Company renewed, at substantially the same terms, its $500 million, 364-day revolving credit facility. This facility, together with the Company’s $250 million, five-year revolving credit facility, which was last renewed in May 2000, is available for general corporate purposes and each of the facilities may also be used as commercial paper back up. The five-year facility also permits the issuance of letters of credit (LOCs). At September 30, 2003, the outstanding LOCs issued under these facilities was $64 million. There were no other drawings or LOCs issued under these facilities.

 

At September 30, 2003, ACE Guaranty Corp. was party to a non-recourse credit facility which provides up to $175 million specifically supporting the company’s municipal portfolio and designed to provide rating agency qualified capital to support ACE Guaranty Corp.’s claims paying resources. During 2002, the facility’s expiry date was extended to November 2009. ACE Guaranty Corp. has not borrowed under this credit facility. In May 2003, ACE Guaranty Corp. entered into a $140 million, 364-day revolving credit facility that is available for general corporate purposes. ACE Guaranty Corp. has not borrowed under this credit facility.

 

In September 2003, the Company arranged a $500 million unsecured, one-year LOC facility for general business purposes, including the issuance of insurance and reinsurance letters of credit. This facility replaced an existing $500 million LOC facility, which was last renewed in September 2002. Usage under this facility was $264 million at September 30, 2003.

 

In September 2003, the Company also arranged a $500 million secured, three-year LOC facility for general business purposes, including the issuance of insurance and reinsurance letters of credit. This facility replaced an existing $350 million LOC facility, which was last renewed in September 2002. Usage under this facility was $283 million at September 30, 2003.

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

7.    Debt

 

The following table outlines the Company’s debt at September 30, 2003 and December 31, 2002.

 

    

September 30

2003


  

December 31

2002


     (in millions of U.S. dollars)

Short-term debt

             

ACE INA commercial paper

   $ 146    $ 146
    

  

Long-term debt

             

ACE INA Notes due 2004

   $ 400    $ 400

ACE INA Notes due 2006

     300      300

ACE Limited Senior Notes due 2007

     499      499

ACE US Holdings Senior Notes due 2008

     250      250

ACE INA Subordinated Notes due 2009

     200      200

ACE INA Debentures due 2029

     100      100
    

  

     $ 1,749    $ 1,749
    

  

Trust Preferred Securities

             

Capital Re LLC Monthly Income Preferred Securities due 2044

   $ 75    $ 75

ACE INA Trust Preferred Securities due 2029

     100      100

ACE INA Capital Securities due 2030

     300      300
    

  

     $ 475    $ 475
    

  

 

8.    Mezzanine equity

 

In 2000, the Company publicly offered and issued 6,221,000 FELINE PRIDES for aggregate net proceeds of $311 million. Each FELINE PRIDE initially consisted of a unit referred to as an Income PRIDE. Each Income PRIDE consisted of (i) one 8.25 percent Cumulative Redeemable Preferred Share, Series A, liquidation preference $50 per share, and (ii) a purchase contract pursuant to which the holder of the Income PRIDE agreed to purchase from the Company, on May 16, 2003, $311 million of Ordinary Shares at the applicable settlement rate. On May 16, 2003, the Company issued approximately 11.8 million Ordinary Shares, in satisfaction of the purchase contracts underlying its FELINE PRIDES. In consideration, on June 16, 2003, all of its 8.25 percent Cumulative Redeemable Preferred Shares, Series A, were redeemed at a rate representing an issuance of 1.8991 Ordinary Shares per preferred share.

 

9.    Preferred shares

 

On May 30, 2003, the Company sold in a public offering 20 million depositary shares, each representing one-tenth of one of its 7.80 percent Cumulative Redeemable Preferred Shares, for $25 per depositary share. Underwriters exercised their over-allotment option, which resulted in the issuance of an additional three million depositary shares. Gross proceeds from the sale of the Preferred Shares were $575 million and related expenses were $18 million.

 

The shares have an annual dividend rate of 7.80 percent with the first quarterly dividend paid on September 1, 2003. The shares will not be convertible into or exchangeable for the Company’s Ordinary Shares. The Company may redeem these shares at any time after May 30, 2008 at a redemption value of $25.00 per depositary share or at any time under certain limited circumstances.

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

10.    Defined benefit plans

 

In accordance with FAS No. 87, “Employers’ Accounting for Pensions”, the Company was required to record a minimum pension liability for underfunded plans representing the excess of the unfunded accumulated benefit obligation over the fair value of trust assets and previously recorded pension cost liabilities. The minimum pension liability is included in accounts payable, accrued expenses and other liabilities and in accumulated other comprehensive income. The principal cause of the accrual for additional minimum pension liability was a decline in the value of equity securities held by the pension trusts in Europe.

 

11.    Restricted stock awards

 

Under the Company’s long-term incentive plans, 1,707,389 restricted Ordinary Shares were awarded during the nine months ended September 30, 2003, to officers of the Company and its subsidiaries. These shares vest at various dates through September 2007.

 

At the time of grant the market value of the shares awarded under these grants is recorded as unearned stock grant compensation and is presented as a separate component of shareholders’ equity. The unearned compensation is charged to income over the vesting period.

 

In addition, during the period, 11,165 restricted Ordinary Shares were awarded to outside directors under the terms of the 1995 Outside Directors Plan. These shares vest in May 2004.

 

12.    Earnings (loss) per share

 

The following table sets forth the computation of basic and diluted earnings (loss) per share.

 

     Three Months Ended
September 30


    Nine Months Ended
September 30


 
     2003

    2002

    2003

    2002

 
     (in thousands of U.S. dollars, except share and per share data)  

Numerator:

                                

Net income (loss)

   $ 354,965     $ (56,510 )   $ 972,877     $ 245,195  

Dividends on Mezzanine equity

     —         (6,416 )     (9,773 )     (19,246 )

Dividends on preferred shares

     (11,214 )     —         (14,900 )     —    
    


 


 


 


Net income (loss) available to holders of Ordinary Shares

   $ 343,751     $ (62,926 )   $ 948,204     $ 225,949  
    


 


 


 


Denominator:

                                

Denominator for basic earnings (loss) per share:

                                

Weighted average shares outstanding

     275,404,544       260,264,791       268,474,758       259,810,039  

Dilutive effect of Mezzanine equity

     —         —         —         3,137,944  

Effect of other dilutive securities

     6,485,692       —         5,731,326       7,247,792  
    


 


 


 


Denominator for diluted earnings (loss) per share:

                                

Adjusted weighted average shares outstanding and assumed conversions

     281,890,236       260,264,791       274,206,084       270,195,775  
    


 


 


 


Basic earnings (loss) per share

   $ 1.25     $ (0.24 )   $ 3.53     $ 0.87  
    


 


 


 


Diluted earnings (loss) per share

   $ 1.22     $ (0.24 )   $ 3.46     $ 0.84  
    


 


 


 


 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

The denominator for diluted loss per share for the three months ended September 30, 2002 does not include the dilutive effect of FELINE PRIDES and other dilutive securities. The incremental shares from assumed conversions are not included in computing diluted loss per share amounts as these shares are considered anti-dilutive. The dilutive effect of FELINE PRIDES for the three months ended September 30, 2002 is 1,614,340 shares. Other dilutive securities totaled 6,383,065 shares for the three months ended September 30, 2002.

 

13.    Taxation

 

Under current Cayman Islands’ law, the Company is not required to pay any taxes in the Cayman Islands on its income or capital gains. The Company has received an undertaking that, in the event of any taxes being imposed, the Company will be exempted from taxation in the Cayman Islands until the year 2013. Under current Bermuda law, the Company and its Bermuda subsidiaries are not required to pay any taxes in Bermuda on its income or capital gains. The Company has received an undertaking from the Minister of Finance in Bermuda that, in the event of any taxes being imposed, the Company will be exempt from taxation in Bermuda until March 2016.

 

Income from the Company’s operations at Lloyd’s is subject to United Kingdom corporation taxes. Lloyd’s is required to pay U.S. income tax on U.S. connected income (U.S. income) written by Lloyd’s syndicates. Lloyd’s has a closing agreement with the IRS whereby the amount of tax due on this business is calculated by Lloyd’s and remitted directly to the IRS. These amounts are then charged to the personal accounts of the Names/Corporate Members in proportion to their participation in the relevant syndicates. The Company’s Corporate Members are subject to this arrangement but, as U.K. domiciled companies, will receive U.K. corporation tax credits for any U.S. income tax incurred up to the value of the equivalent U.K. corporation income tax charge on the U.S. income.

 

ACE Prime Holdings and ACE Cap Re USA Holdings, and their respective subsidiaries are subject to income taxes imposed by U.S. authorities and file U.S. tax returns. Certain international operations of the Company are also subject to income taxes imposed by the jurisdictions in which they operate.

 

The Company is not subject to taxation other than as stated above. There can be no assurance that there will not be changes in applicable laws, regulations or treaties, which might require the Company to change the way it operates or become subject to taxation.

 

The income tax provision for the three and nine months ended September 30, 2003 and 2002 is as follows:

 

     Three Months Ended
September 30


    Nine Months Ended
September 30


     2003

   2002

    2003

   2002

     (in thousands of U.S. dollars)

Current tax expense

   $ 26,375    $ 23,312     $ 50,094    $ 28,169

Deferred tax expense (benefit)

     40,571      (30,646 )     157,451      9,089
    

  


 

  

Provision for income taxes

   $ 66,946    $ (7,334 )   $ 207,545    $ 37,258
    

  


 

  

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

The weighted average expected tax provision has been calculated using pre-tax accounting income (loss) in each jurisdiction multiplied by that jurisdiction’s applicable statutory tax rate. A reconciliation of the difference between the provision for income taxes and the expected tax provision at the weighted average tax rate for the nine months ended September 30, 2003 and 2002, is provided below.

 

     Nine Months Ended
September 30


 
     2003

    2002

 
     (in thousands of U.S.
dollars)
 

Expected tax provision at weighted average rate

   $ 202,144     $ 33,331  

Permanent differences

                

Tax-exempt interest

     (11,621 )     (13,589 )

Other

     4,355       6,166  

Goodwill

     1,575       —    

Net withholding taxes

     11,092       11,350  
    


 


Total provision for income taxes

   $ 207,545     $ 37,258  
    


 


 

The components of the net deferred tax asset at September 30, 2003 and December 31, 2002 are as follows:

 

    

September 30

2003


  

December 31

2002


     (in thousands of U.S. dollars)

Deferred tax assets

             

Loss reserve discount

   $ 512,791    $ 500,061

Unearned premium reserve

     114,414      94,566

Foreign tax credits

     163,696      133,811

Investments

     113,236      123,410

Bad debts

     171,844      177,197

Net operating loss carryforward

     402,842      518,879

Other

     126,850      199,461
    

  

Total deferred tax assets

     1,605,673      1,747,385
    

  

Deferred tax liabilities

             

Deferred policy acquisition costs

     155,787      148,811

Unrealized appreciation on investments

     171,796      135,627

Other

     39,886      39,372
    

  

Total deferred tax liabilities

     367,469      323,810
    

  

Valuation allowance

     135,592      135,592
    

  

Net deferred tax asset

   $ 1,102,612    $ 1,287,983
    

  

 

The valuation allowance of $136 million at September 30, 2003 and December 31, 2002, reflects management’s assessment, based on available information, that it is more likely than not that a portion of the deferred tax asset will not be realized due to the inability of certain foreign subsidiaries to generate sufficient taxable income. Adjustments to the valuation allowances are made when there is a change in management’s assessment of the amount of deferred tax asset that is realizable.

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

At September 30, 2003, the Company has net operating loss carryforwards for U.S. federal income tax purposes of approximately $1.2 billion. The net operating loss carryforwards are available to offset future U.S. federal taxable income and, if unutilized, will expire in the years 2018-2022.

 

14.    Subsidiary issuer information

 

The following tables present the condensed consolidating financial information for ACE Limited (the “Parent Guarantor”), ACE INA Holdings, Inc. and ACE Financial Services, Inc. (formerly Capital Re Corporation), (the “Subsidiary Issuers”) at September 30, 2003 and December 31, 2002 and for the three and nine months ended September 30, 2003 and 2002. The Subsidiary Issuers are direct or indirect wholly-owned subsidiaries of the Parent Guarantor. Investments in subsidiaries are accounted for by the Parent Guarantor and the Subsidiary Issuers under the equity method for purposes of the supplemental consolidating presentation. Earnings of subsidiaries are reflected in the Parent Guarantor’s investment accounts and earnings. The Parent Guarantor fully and unconditionally guarantees certain of the debt of the Subsidiary Issuers.

 

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ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Condensed Consolidating Balance Sheet at September 30, 2003

(in thousands of U.S. dollars)

 

    ACE Limited
(Parent Co.
Guarantor)


   ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


    Other ACE
Limited
Subsidiaries and
Eliminations (1)


    Consolidating
Adjustments (2)


    ACE Limited
Consolidated


Assets

                                            

Total investments and cash

  $ 59,693    $ 9,305,252     $ 1,180,455     $ 11,539,309     $ —       $ 22,084,709

Insurance and reinsurance balances receivable

    —        1,988,992       27,693       804,759       —         2,821,444

Reinsurance recoverable

    —        11,971,099       —         2,061,309       —         14,032,408

Goodwill

    —        2,130,908       96,723       483,199       —         2,710,830

Investments in subsidiaries

    8,642,675      —         152,000       (152,000 )     (8,642,675 )     —  

Due from subsidiaries and affiliates, net

    267,941      (19,427 )     (53,674 )     73,101       (267,941 )     —  

Other assets

    57,845      4,278,963       181,507       1,066,792       —         5,585,107
   

  


 


 


 


 

Total assets

  $ 9,028,154    $ 29,655,787     $ 1,584,704     $ 15,876,469     $ (8,910,616 )   $ 47,234,498
   

  


 


 


 


 

Liabilities

                                            

Unpaid losses and loss expenses

  $ —      $ 18,078,932     $ 94,043     $ 7,464,161     $ —       $ 25,637,136

Unearned premiums

    —        3,739,011       385,858       2,118,229       —         6,243,098

Future policy benefits for life and annuity contracts

    —        —         —         479,291       —         479,291

Short-term debt

    —        145,980       —         —         —         145,980

Long-term debt

    499,409      999,727       —         250,000       —         1,749,136

Trust preferred securities

    —        400,000       75,000       —         —         475,000

Other liabilities

    182,789      2,721,810       144,853       1,109,449       —         4,158,901
   

  


 


 


 


 

Total liabilities

    682,198      26,085,460       699,754       11,421,130       —         38,888,542
   

  


 


 


 


 

Total shareholders’ equity

    8,345,956      3,570,327       884,950       4,455,339       (8,910,616 )     8,345,956
   

  


 


 


 


 

Total liabilities and shareholders’ equity

  $ 9,028,154    $ 29,655,787     $ 1,584,704     $ 15,876,469     $ (8,910,616 )   $ 47,234,498
   

  


 


 


 


 


(1) Includes all other subsidiaries of ACE Limited and intercompany eliminations.
(2) Includes ACE Limited parent company eliminations.

 

20


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Condensed Consolidating Balance Sheet at December 31, 2002

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


   ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


   ACE Financial
Services, Inc.
(Subsidiary
Issuer)


    Other ACE
Limited
Subsidiaries and
Eliminations (1)


    Consolidating
Adjustments (2)


    ACE Limited
Consolidated


Assets

                                            

Total investments and cash

   $ 77,506    $ 7,413,714    $ 1,023,777     $ 9,808,911     $ —       $ 18,323,908

Insurance and reinsurance balances receivable

     —        1,729,439      28,252       896,299       —         2,653,990

Reinsurance recoverable

     —        11,616,228      11,420       2,363,805       —         13,991,453

Goodwill

     —        2,130,908      96,723       489,229       —         2,716,860

Investments in subsidiaries

     7,095,429      —        152,000       (152,000 )     (7,095,429 )     —  

Due from subsidiaries and affiliates, net

     162,314      50,967      (49,681 )     (1,286 )     (162,314 )     —  

Other assets

     42,703      4,235,625      210,477       1,275,921       —         5,764,726
    

  

  


 


 


 

Total assets

   $ 7,377,952    $ 27,176,881    $ 1,472,968     $ 14,680,879     $ (7,257,743 )   $ 43,450,937
    

  

  


 


 


 

Liabilities

                                            

Unpaid losses and loss expenses

   $ —      $ 17,057,979    $ 75,960     $ 7,181,243     $ —       $ 24,315,182

Unearned premiums

     —        3,233,614      352,551       1,999,359       —         5,585,524

Future policy benefits for life and annuity contracts

     —        —        —         442,264       —         442,264

Short-term debt

     —        145,940      —         —         —         145,940

Long-term debt

     499,282      999,655      —         250,000       —         1,748,937

Trust preferred securities

     —        400,000      75,000       —         —         475,000

Other liabilities

     178,934      2,574,801      160,238       1,124,381       —         4,038,354
    

  

  


 


 


 

Total liabilities

     678,216      24,411,989      663,749       10,997,247       —         36,751,201
    

  

  


 


 


 

Mezzanine equity

     311,050      —        —         —         —         311,050
    

  

  


 


 


 

Total shareholders’ equity

     6,388,686      2,764,892      809,219       3,683,632       (7,257,743 )     6,388,686
    

  

  


 


 


 

Total liabilities, mezzanine equity and shareholders’ equity

   $ 7,377,952    $ 27,176,881    $ 1,472,968     $ 14,680,879     $ (7,257,743 )   $ 43,450,937
    

  

  


 


 


 


(1) Includes all other subsidiaries of ACE Limited and intercompany eliminations.
(2) Includes ACE Limited parent company eliminations.

 

21


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Condensed Consolidating Statement of Operations

For the three months ended September 30, 2003

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


   ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


   Other ACE
Limited
Subsidiaries and
Eliminations (1)


    Consolidating
Adjustments (2)


    ACE Limited
Consolidated


 

Net premiums written

   $ —      $ 1,266,366     $ 56,422    $ 983,343     $ —       $ 2,306,131  

Net premiums earned

     —        1,257,160       44,439      1,095,926       —         2,397,525  

Net investment income

     3,314      91,605       11,988      110,967       (3,185 )     214,689  

Other income (expense)

     —        (360 )     —        (2,728 )     —         (3,088 )

Equity in earnings of subsidiaries

     383,607      —         —        —         (383,607 )     —    

Net realized gains (losses) on investments

     5,386      1,617       14,936      35,617       —         57,556  

Losses and loss expenses

     —        894,728       14,452      609,298       —         1,518,478  

Life and annuity benefits

     —        —         —        44,524       —         44,524  

Policy acquisition costs and administrative expenses

     29,170      317,396       17,045      275,910       (2,100 )     637,421  

Interest expense

     7,217      32,256       1,658      5,392       (2,175 )     44,348  

Income tax expense

     955      37,988       11,052      16,951       —         66,946  
    

  


 

  


 


 


Net income (loss)

   $ 354,965    $ 67,654     $ 27,156    $ 287,707     $ (382,517 )   $ 354,965  
    

  


 

  


 


 


 

Condensed Consolidating Statement of Operations

For the three months ended September 30, 2002

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


    ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


    Other ACE
Limited
Subsidiaries and
Eliminations (1)


    Consolidating
Adjustments (2)


    ACE Limited
Consolidated


 

Net premiums written

   $ —       $ 1,075,787     $ 42,887     $ 1,104,113     $ —       $ 2,222,787  

Net premiums earned

     —         863,326       29,613       1,032,640       —         1,925,579  

Net investment income

     12,872       76,737       11,703       106,491       (8,063 )     199,740  

Other income (expense)

     —         (14,516 )     —         484       —         (14,032 )

Equity in earnings of subsidiaries

     17,301       —         —         —         (17,301 )     —    

Net realized losses on investments

     (55,564 )     (47,386 )     (33,012 )     (99,320 )     —         (235,282 )

Losses and loss expenses

     —         609,457       4,976       713,359       —         1,327,792  

Life and annuity benefits

     —         —         —         59,697       —         59,697  

Policy acquisition costs and administrative expenses

     20,174       235,300       13,487       235,601       (881 )     503,681  

Interest expense

     8,619       35,742       3,017       5,227       (3,926 )     48,679  

Income tax expense (benefit)

     2,326       (2,815 )     (7,103 )     258       —         (7,334 )
    


 


 


 


 


 


Net income (loss)

   $ (56,510 )   $ 477     $ (6,073 )   $ 26,153     $ (20,557 )   $ (56,510 )
    


 


 


 


 


 



(1) Includes all other subsidiaries of ACE Limited and intercompany eliminations.
(2) Includes ACE Limited parent company eliminations.

 

22


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Condensed Consolidating Statement of Operations

For the nine months ended September 30, 2003

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


    ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


   Other ACE
Limited
Subsidiaries and
Eliminations (1)


    Consolidating
Adjustments (2)


    ACE Limited
Consolidated


 

Net premiums written

   $ —       $ 3,846,762     $ 209,166    $ 3,586,248     $ —       $ 7,642,176  

Net premiums earned

     —         3,360,354       131,942      3,283,353       —         6,775,649  

Net investment income

     15,110       266,834       34,791      330,865       (14,552 )     633,048  

Other income (expense)

     —         (1,809 )     —        (6,707 )     —         (8,516 )

Equity in earnings of subsidiaries

     1,072,991       —         —        —         (1,072,991 )     —    

Net realized gains (losses) on investments

     (8,594 )     38,459       24,527      69,636       —         124,028  

Losses and loss expenses

     —         2,335,223       38,269      1,887,198       —         4,260,690  

Life and annuity benefits

     —         —         —        136,582       —         136,582  

Policy acquisition costs and administrative expenses

     75,521       859,336       53,605      831,445       (6,350 )     1,813,557  

Interest expense

     26,743       97,274       5,027      16,246       (12,332 )     132,958  

Income tax expense

     4,366       128,297       26,367      48,515       —         207,545  
    


 


 

  


 


 


Net income (loss)

   $ 972,877     $ 243,708     $ 67,992    $ 757,161     $ (1,068,861 )   $ 972,877  
    


 


 

  


 


 


 

Condensed Consolidating Statement of Operations

For the nine months ended September 30, 2002

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


    ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


    Other ACE
Limited
Subsidiaries and
Eliminations (1)


    Consolidating
Adjustments (2)


    ACE Limited
Consolidated


 

Net premiums written

   $ —       $ 2,887,006     $ 88,637     $ 3,108,550     $ —       $ 6,084,193  

Net premiums earned

     —         2,232,787       78,029       2,550,279       —         4,861,095  

Net investment income

     41,948       236,989       35,154       313,380       (26,792 )     600,679  

Other income (expense)

     —         (25,587 )     —         4,286       —         (21,301 )

Equity in earnings of subsidiaries

     358,254       —         —         —         (358,254 )     —    

Net realized losses on investments

     (78,248 )     (81,859 )     (51,933 )     (188,844 )     —         (400,884 )

Losses and loss expenses

     —         1,557,630       10,818       1,573,438       —         3,141,886  

Life and annuity benefits

     —         —         —         106,004       —         106,004  

Policy acquisition costs and administrative expenses

     53,263       607,442       36,764       667,787       (2,643 )     1,362,613  

Interest expense

     16,745       116,374       9,564       14,482       (10,532 )     146,633  

Income tax expense

     6,751       23,330       (5,664 )     12,841       —         37,258  
    


 


 


 


 


 


Net income (loss)

   $ 245,195     $ 57,554     $ 9,768     $ 304,549     $ (371,871 )   $ 245,195  
    


 


 


 


 


 



(1) Includes all other subsidiaries of ACE Limited and intercompany eliminations.
(2) Includes ACE Limited parent company eliminations.

 

23


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Condensed Consolidating Statement of Cash Flows

For the nine months ended September 30, 2003

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


    ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


    Other ACE
Limited
Subsidiaries and
Eliminations (1)


    ACE Limited
Consolidated


 

Net cash flows from (used for) operating activities

   $ (117,372 )   $ 1,040,898     $ 162,121     $ 1,553,490     $ 2,639,137  
    


 


 


 


 


Cash flows from investing activities

                                        

Purchases of fixed maturities

     (20,448 )     (4,616,326 )     (346,596 )     (9,506,999 )     (14,490,369 )

Purchases of equity securities

     —         (44,076 )     —         (31,388 )     (75,464 )

Sales of fixed maturities

     60,133       2,624,522       191,024       8,224,062       11,099,741  

Sales of equity securities

     —         56,364       —         51,509       107,873  

Maturities of fixed maturities

     —         —         3,000       91,612       94,612  

Net realized gains (losses) on investment derivatives

     (9,222 )     —         —         27,724       18,502  

Other

     —         (39,167 )     —         (21,302 )     (60,469 )
    


 


 


 


 


Net cash flows from (used for) investing activities

   $ 30,463     $ (2,018,683 )   $ (152,572 )   $ (1,164,782 )   $ (3,305,574 )
    


 


 


 


 


Cash flows from financing activities

                                        

Dividends paid on Ordinary Shares

     (145,462 )     —         —         —         (145,462 )

Dividends paid on Mezzanine equity

     (9,773 )     —         —         —         (9,773 )

Dividends paid on Preferred Shares

     (11,337 )     —         —         —         (11,337 )

Net proceeds from issuance of Preferred Shares

     556,887       —         —         —         556,887  

Proceeds from short-term debt, net

     —         40       —         —         40  

Advances to (from) affiliates

     66,256       —         —         (66,256 )     —    

Proceeds from exercise of options for Ordinary Shares

     36,504       —         —         —         36,504  

Proceeds from Ordinary Shares issued under ESPP

     7,344       —         —         —         7,344  

Capitalization of subsidiaries

     (697,393 )     667,617       —         29,776       —    

Dividends received from subsidiaries

     306,000       —         —         (306,000 )     —    
    


 


 


 


 


Net cash flows from (used for) financing activities

   $ 109,026     $ 667,657     $ —       $ (342,480 )   $ 434,203  
    


 


 


 


 


Net increase (decrease) in cash

     22,117       (310,128 )     9,549       46,228       (232,234 )

Cash — beginning of period

     2,150       478,161       4,438       178,606       663,355  
    


 


 


 


 


Cash — end of period

   $ 24,267     $ 168,033     $ 13,987     $ 224,834     $ 431,121  
    


 


 


 


 



(1) Includes all other subsidiaries of ACE Limited and intercompany eliminations.

 

24


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Condensed Consolidating Statement of Cash Flows

For the nine months ended September 30, 2002

(in thousands of U.S. dollars)

 

     ACE Limited
(Parent Co.
Guarantor)


    ACE INA
Holdings, Inc.
(Subsidiary
Issuer)


    ACE Financial
Services, Inc.
(Subsidiary
Issuer)


    Other ACE
Limited
Subsidiaries and
Eliminations (1)


    ACE Limited
Consolidated


 

Net cash flows from (used for) operating activities

   $ (148,253 )   $ 127,199     $ 36,047     $ 1,576,914     $ 1,591,907  
    


 


 


 


 


Cash flows from investing activities

                                        

Purchases of fixed maturities

     (149,170 )     (2,231,174 )     (480,079 )     (9,891,150 )     (12,751,573 )

Purchases of equity securities

     —         (60,165 )     —         (94,670 )     (154,835 )

Sales of fixed maturities

     342,097       1,842,602       436,144       8,847,729       11,468,572  

Sales of equity securities

     —         54,512       —         55,865       110,377  

Maturities of fixed maturities

     —         —         —         249,426       249,426  

Net realized losses on investment derivatives

     —         —         —         (117,580 )     (117,580 )

Settlement of an acquisition-related lawsuit

     —         54,380       —         —         54,380  

Other

     —         —         1,129       (103,540 )     (102,411 )
    


 


 


 


 


Net cash flows from (used for) investing activities

   $ 192,927     $ (339,845 )   $ (42,806 )   $ (1,053,920 )   $ (1,243,644 )
    


 


 


 


 


Cash flows from financing activities

                                        

Dividends paid on Ordinary Shares

     (122,846 )     —         —         —         (122,846 )

Dividends paid on Mezzanine equity

     (19,246 )     —         —         —         (19,246 )

Proceeds from short-term debt, net

     —         (383,109 )     (25,000 )     132,981       (275,128 )

Proceeds from long-term debt

     499,155       (100,000 )     —         —         399,155  

Advances to (from) affiliates

     359,103       —         9,891       (368,994 )     —    

Repayment of trust preferred securities

     —         (400,000 )     —         —         (400,000 )

Proceeds from exercise of options for Ordinary Shares

     40,723       —         —         —         40,723  

Proceeds from Ordinary Shares issued under ESPP

     7,472       —         —         —         7,472  

Capitalization of subsidiaries

     (1,098,896 )     1,185,956       25,000       (112,060 )     —    

Dividends received from subsidiaries

     260,000       —         —         (260,000 )     —    
    


 


 


 


 


Net cash flows from (used for) financing activities

   $ (74,535 )   $ 302,847     $ 9,891     $ (608,073 )   $ (369,870 )
    


 


 


 


 


Net increase (decrease) in cash

     (29,861 )     90,201       3,132       (85,079 )     (21,607 )

Cash — beginning of period

     32,525       355,327       1,027       282,502       671,381  
    


 


 


 


 


Cash — end of period

   $ 2,664     $ 445,528     $ 4,159     $ 197,423     $ 649,774  
    


 


 


 


 



(1) Includes all other subsidiaries of ACE Limited and intercompany eliminations.

 

25


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

15.    Segment information

 

The Company operates through four business segments: Insurance — North American, Insurance — Overseas General, Global Reinsurance and Financial Services. These segments distribute their products through various forms of brokers and agencies. Insurance — North American, Insurance — Overseas General and Global Reinsurance utilize direct marketing programs to reach clients, while Financial Services operates with major U.S. financial guaranty insurers, mortgage guaranty insurers in the U.S., U.K. and Australia, title insurers and European trade credit insurers. Additionally, Insurance — North American has formed Internet distribution channels for some of its products and Global Reinsurance and Financial Services have established relationships with reinsurance intermediaries.

 

The Insurance — North American segment includes the operations of ACE USA, ACE Canada and ACE Bermuda, excluding the financial solutions business in both the U.S. and Bermuda, which are included in the Financial Services segment. These operations provide a broad range of property and casualty insurance and reinsurance products, including excess liability, excess property, professional lines, aerospace, accident and health coverages and claim and risk management products and services, to a diverse group of commercial and non-commercial enterprises and consumers. The operations of ACE USA also include the run-off operations, which include Brandywine, Commercial Insurance Services, residual market workers’ compensation business, pools and syndicates not attributable to a single business group, the run-off of open market facilities and the run-off results of various other smaller exited lines of business. Run-off operations do not actively sell insurance products, but are responsible for the management of existing policies and related claims.

 

The Insurance — Overseas General segment consists of ACE International and the insurance operations of ACE Global Markets. ACE International includes ACE INA’s network of indigenous insurance operations, which were acquired in 1999. The segment has four regions of operations: ACE Asia Pacific, ACE Far East, ACE Latin America and the ACE European Group, (which comprises ACE Europe, ACE INA UK Limited and the insurance operations of ACE Global Markets). ACE Global Markets provides funds at Lloyd’s to support underwriting by the Lloyd’s syndicates managed by Lloyd’s managing agencies which are owned by the Company (including for segment purposes Lloyd’s operations owned by ACE Financial Services). The reinsurance operation of ACE Global Markets is included in the Global Reinsurance segment. Companies within the Insurance — Overseas General segment write a variety of insurance products including property, primary and excess casualty, energy, professional risk, marine, trade credit, accident and health, aviation and consumer-oriented products. ACE International provides insurance coverage on a worldwide basis.

 

The Global Reinsurance segment comprises ACE Tempest Re Bermuda, ACE Tempest Re USA and ACE Tempest Re Europe. These subsidiaries provide property catastrophe, casualty and property reinsurance. Global Reinsurance also includes the operations of ACE Tempest Life Re. The principal business of ACE Tempest Life Re is to provide reinsurance coverage to other life insurance companies.

 

The Financial Services segment includes the financial guaranty business of ACE Guaranty Corp. and ACE Capital Re International and the financial solutions business in the U.S. and Bermuda. The financial guaranty businesses serve the U.S. domestic and international financial guaranty insurance and reinsurance markets. Their principal business is the insurance and reinsurance of investment grade public finance and asset-backed debt issues (insured and ceded by the primary bond insurance companies), and insurance and reinsurance of credit-default swaps. In addition to financial guaranty business, the companies provide trade credit reinsurance and structured solutions to problems of financial and risk management through reinsurance and other forms of credit enhancement products, as well as mortgage guaranty reinsurance and title reinsurance. The financial solutions

 

26


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

business includes insurance and reinsurance solutions to complex risks that generally cannot be adequately addressed by the traditional insurance marketplace. It consists of securitization and risk trading, finite and structured risk products, and retroactive contracts in the form of loss portfolio transfers.

 

a) The following tables summarize the operations by segment for the three and nine months ended September 30, 2003 and 2002.

 

b) For segment reporting purposes, certain items have been presented in a different manner than in the consolidated financial statements. For segment reporting purposes, net realized gains (losses) and the tax on net realized gains (losses) have been shown separately.

 

Statement of Operations by Segment

For the three months ended September 30, 2003

(in thousands of U.S. Dollars)

 

    Insurance —
North
American


    Insurance —
Overseas
General


    Global
Reinsurance


  Corporate
and
Other (1)


    Consolidated
Property &
Casualty (2)


    Financial
Services


    ACE
Consolidated


 

Operations Data

                                                     

Gross premiums written

  $ 1,818,820     $ 1,200,752     $ 275,526   $ —       $ 3,295,098     $ 107,073     $ 3,402,171  

Net premiums written

    1,064,794       871,405       217,400     —         2,153,599       105,742       2,259,341  

Net premiums earned

    990,321       881,942       273,560     —         2,145,823       205,277       2,351,100  

Losses and loss expenses

    711,987       528,673       133,762     —         1,374,422       144,056       1,518,478  

Policy acquisition costs

    94,873       170,444       55,975     —         321,292       17,850       339,142  

Administrative expenses

    103,209       120,595       15,485     31,485       270,774       21,811       292,585  
   


 


 

 


 


 


 


Underwriting income (loss)

    80,252       62,230       68,338     (31,485 )     179,335       21,560       200,895  
   


 


 

 


 


 


 


Life

                                                     

Gross premiums written

    —         —         48,741     —         —         —         48,741  

Net premiums written

    —         —         46,790     —         —         —         46,790  

Net premiums earned

    —         —         46,425     —         —         —         46,425  

Life and annuity benefits

    —         —         44,524     —         —         —         44,524  

Policy acquisition costs

    —         —         4,924     —         —         —         4,924  

Administrative expenses

    —         —         770     —         —         —         770  

Net investment income

    —         —         9,357     —         —         —         9,357  
   


 


 

 


 


 


 


Underwriting income

    —         —         5,564     —         —         —         5,564  
   


 


 

 


 


 


 


Net investment income

    99,753       40,110       23,498     (6,343 )     157,018       48,314       205,332  

Other income (expense)

    (697 )     (2,414 )     607     —         (2,504 )     (584 )     (3,088 )

Interest expense

    6,913       1,150       —       34,649       42,712       1,636       44,348  

Income tax expense (benefit)

    47,383       12,831       2,778     (13,436 )     49,556       10,934       60,490  
   


 


 

 


 


 


 


Income (loss) excluding net realized gains (losses)

    125,012       85,945       95,229     (59,041 )     241,581       56,720       303,865  

Net realized gains (losses)

    7,893       4,382       10,306     5,386       27,967       29,589       57,556  

Tax effect of net realized gains (losses)

    115       (427 )     58     —         (254 )     (6,202 )     (6,456 )
   


 


 

 


 


 


 


Net income (loss)

  $ 133,020     $ 89,900     $ 105,593   $ (53,655 )   $ 269,294     $ 80,107     $ 354,965  
   


 


 

 


 


 


 



(1) Includes ACE Limited, ACE INA Holdings and intercompany eliminations.
(2) Excludes life reinsurance business.

 

27


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Statement of Operations by Segment

For the three months ended September 30, 2002

(in thousands of U.S. Dollars)

 

    Insurance —
North
American


    Insurance —
Overseas
General


    Global
Reinsurance


   

Corporate
and

Other (1)


    Consolidated
Property &
Casualty (2)


    Financial
Services


    ACE
Consolidated


 

Operations Data

                                                       

Gross premiums written

  $ 1,783,574     $ 1,007,923     $ 185,474     $ —       $ 2,976,971     $ 493,225     $ 3,470,196  

Net premiums written

    869,008       689,318       131,008       —         1,689,334       476,605       2,165,939  

Net premiums earned

    654,003       647,308       194,307       —         1,495,618       373,113       1,868,731  

Losses and loss expenses

    452,643       445,900       101,069       —         999,612       328,180       1,327,792  

Policy acquisition costs

    54,493       140,860       37,339       —         232,692       17,132       249,824  

Administrative expenses

    86,031       107,031       10,174       29,894       233,130       15,912       249,042  
   


 


 


 


 


 


 


Underwriting income (loss)

    60,836       (46,483 )     45,725       (29,894 )     30,184       11,889       42,073  
   


 


 


 


 


 


 


Life

                                                       

Gross premiums written

    —         —         58,529       —         —         —         58,529  

Net premiums written

    —         —         56,848       —         —         —         56,848  

Net premiums earned

    —         —         56,848       —         —         —         56,848  

Life and annuity benefits

    —         —         59,697       —         —         —         59,697  

Policy acquisition costs

    —         —         3,189       —         —         —         3,189  

Administrative expenses

    —         —         1,626       —         —         —         1,626  

Net investment income

    —         —         6,927       —         —         —         6,927  
   


 


 


 


 


 


 


Underwriting income (loss)

    —         —         (737 )     —         —         —         (737 )
   


 


 


 


 


 


 


Net investment income

    101,500       28,519       19,298       (2,119 )     147,198       45,615       192,813  

Other income (expense)

    (271 )     (230 )     554       (14,516 )     (14,463 )     431       (14,032 )

Interest expense

    7,595       493       —         37,488       45,576       3,103       48,679  

Income tax expense (benefit)

    41,661       (3,141 )     (1,432 )     (21,429 )     15,659       6,761       22,420  
   


 


 


 


 


 


 


Income (loss) excluding net realized gains (losses)

    112,809       (15,546 )     66,272       (62,588 )     101,684       48,071       149,018  

Net realized gains (losses)

    (54,718 )     (21,011 )     (26,593 )     (55,564 )     (157,886 )     (77,396 )     (235,282 )

Tax effect of net realized gains (losses)

    3,712       7,161       29       —         10,902       18,852       29,754  
   


 


 


 


 


 


 


Net income (loss)

  $ 61,803     $ (29,396 )   $ 39,708     $ (118,152 )   $ (45,300 )   $ (10,473 )   $ (56,510 )
   


 


 


 


 


 


 



(1) Includes ACE Limited, ACE INA Holdings and intercompany eliminations.
(2) Excludes life reinsurance business.

 

28


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Statement of Operations by Segment

For the nine months ended September 30, 2003

(in thousands of U.S. Dollars)

 

    Insurance —
North
American


    Insurance —
Overseas
General


    Global
Reinsurance


 

Corporate
and

Other (1)


    Consolidated
Property &
Casualty (2)


    Financial
Services


    ACE
Consolidated


 

Operations Data

                                                     

Gross premiums written

  $ 5,131,214     $ 3,850,494     $ 1,086,710   $ —       $ 10,068,418     $ 756,474     $ 10,824,892  

Net premiums written

    2,966,874       2,768,618       1,005,558     —         6,741,050       763,505       7,504,555  

Net premiums earned

    2,663,089       2,555,787       790,957     —         6,009,833       629,541       6,639,374  

Losses and loss expenses

    1,860,915       1,540,888       392,674     —         3,794,477       466,213       4,260,690  

Policy acquisition costs

    278,612       485,251       152,835     —         916,698       45,536       962,234  

Administrative expenses

    292,663       355,736       44,778     84,528       777,705       60,251       837,956  
   


 


 

 


 


 


 


Underwriting income (loss)

    230,899       173,912       200,670     (84,528 )     520,953       57,541       578,494  
   


 


 

 


 


 


 


Life

                                                     

Gross premiums written

    —         —         143,702     —         —         —         143,702  

Net premiums written

    —         —         137,621     —         —         —         137,621  

Net premiums earned

    —         —         136,275     —         —         —         136,275  

Life and annuity benefits

    —         —         136,582     —         —         —         136,582  

Policy acquisition costs

    —         —         11,008     —         —         —         11,008  

Administrative expenses

    —         —         2,359     —         —         —         2,359  

Net investment income

    —         —         25,004     —         —         —         25,004  
   


 


 

 


 


 


 


Underwriting income

    —         —         11,330     —         —         —         11,330  
   


 


 

 


 


 


 


Net investment income

    306,121       113,107       63,293     (23,218 )     459,303       148,741       608,044  

Other income (expense)

    (6,966 )     (3,707 )     1,893     —         (8,780 )     264       (8,516 )

Interest expense

    21,813       2,016       72     103,850       127,751       5,207       132,958  

Income tax expense (benefit)

    128,957       60,643       10,287     (40,563 )     159,324       27,792       187,116  
   


 


 

 


 


 


 


Income (loss) excluding net realized gains (losses)

    379,284       220,653       266,827     (171,033 )     684,401       173,547       869,278  

Net realized gains (losses)

    14,751       (7,053 )     26,482     (8,594 )     25,586       98,442       124,028  

Tax effect of net realized gains (losses)

    183       4,745       598     —         5,526       (25,955 )     (20,429 )
   


 


 

 


 


 


 


Net income (loss)

  $ 394,218     $ 218,345     $ 293,907   $ (179,627 )   $ 715,513     $ 246,034     $ 972,877  
   


 


 

 


 


 


 



(1) Includes ACE Limited, ACE INA Holdings and intercompany eliminations.
(2) Excludes life reinsurance business.

 

29


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

Statement of Operations by Segment

For the nine months ended September 30, 2002

(in thousands of U.S. Dollars)

 

    Insurance —
North
American


    Insurance —
Overseas
General


    Global
Reinsurance


   

Corporate
and

Other (1)


    Consolidated
Property &
Casualty (2)


    Financial
Services


    ACE
Consolidated


 

Operations Data

                                                       

Gross premiums written

  $ 4,476,260     $ 2,911,298     $ 773,649     $ —       $ 8,161,207     $ 1,299,179     $ 9,460,386  

Net premiums written

    2,100,172       1,919,904       682,840       —         4,702,916       1,269,479       5,972,395  

Net premiums earned

    1,732,934       1,721,892       459,133       —         3,913,959       835,567       4,749,526  

Losses and loss expenses

    1,176,275       1,082,973       192,748       —         2,451,996       689,890       3,141,886  

Policy acquisition costs

    146,821       382,383       83,008       —         612,212       57,551       669,763  

Administrative expenses

    243,604       281,486       26,054       79,214       630,358       42,979       673,337  
   


 


 


 


 


 


 


Underwriting income (loss)

    166,234       (24,950 )     157,323       (79,214 )     219,393       45,147       264,540  
   


 


 


 


 


 


 


Life

                                                       

Gross premiums written

    —         —         115,440       —         —         —         115,440  

Net premiums written

    —         —         111,798       —         —         —         111,798  

Net premiums earned

    —         —         111,569       —         —         —         111,569  

Life and annuity benefits

    —         —         106,004       —         —         —         106,004  

Policy acquisition costs

    —         —         15,253       —         —         —         15,253  

Administrative expenses

    —         —         4,260       —         —         —         4,260  

Net investment income

    —         —         19,124       —         —         —         19,124  
   


 


 


 


 


 


 


Underwriting income

    —         —         5,176       —         —         —         5,176  
   


 


 


 


 


 


 


Net investment income

    306,801       77,109       62,198       (5,044 )     441,064       140,491       581,555  

Other income (expense)

    (291 )     3,592       554       (25,587 )     (21,732 )     431       (21,301 )

Interest expense

    24,286       1,414       227       110,348       136,275       10,358       146,633  

Income tax expense (benefit)

    115,728       9,397       519       (59,993 )     65,651       23,702       89,353  
   


 


 


 


 


 


 


Income (loss) excluding net realized gains (losses)

    332,730       44,940       224,505       (160,200 )     436,799       152,009       593,984  

Net realized gains (losses)

    (106,164 )     (32,186 )     (57,236 )     (78,248 )     (273,834 )     (127,050 )     (400,884 )

Tax effect of net realized gains (losses)

    15,433       9,939       189       —         25,561       26,534       52,095  
   


 


 


 


 


 


 


Net income (loss)

  $ 241,999     $ 22,693     $ 167,458     $ (238,448 )   $ 188,526     $ 51,493     $ 245,195  
   


 


 


 


 


 


 



(1) Includes ACE Limited, ACE INA Holdings and intercompany eliminations.
(2) Excludes life reinsurance business.

 

30


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

The following tables summarize the revenues of each segment by product offering for the three and nine months ended September 30, 2003 and 2002.

 

Net premiums earned by type of premium

 

Three Months Ended September 30, 2003

     Property &
Casualty


   Life, Accident
& Health


   Financial
Guaranty


   Financial
Solutions


   ACE
Consolidated


     (in millions of U.S. dollars)

Insurance — North American

   $ 958    $ 32    $ —      $ —      $ 990

Insurance — Overseas General

     682      200      —        —        882

Global Reinsurance

     274      46      —        —        320

Financial Services

     —        —        80      125      205
    

  

  

  

  

     $ 1,914    $ 278    $ 80    $ 125    $ 2,397
    

  

  

  

  

Three Months Ended September 30, 2002

                                  
     Property &
Casualty


   Life, Accident
& Health


   Financial
Guaranty


   Financial
Solutions


   ACE
Consolidated


     (in millions of U.S. dollars)

Insurance — North American

   $ 635    $ 19    $ —      $ —      $ 654

Insurance — Overseas General

     478      169      —        —        647

Global Reinsurance

     194      57      —        —        251

Financial Services

     —        —        46      327      373
    

  

  

  

  

     $ 1,307    $ 245    $ 46    $ 327    $ 1,925
    

  

  

  

  

Nine Months Ended September 30, 2003

                                  
     Property &
Casualty


   Life, Accident
& Health


   Financial
Guaranty


   Financial
Solutions


   ACE
Consolidated


     (in millions of U.S. dollars)

Insurance — North American

   $ 2,558    $ 105    $ —      $ —      $ 2,663

Insurance — Overseas General

     1,989      567      —        —        2,556

Global Reinsurance

     791      136      —        —        927

Financial Services

     —        —        240      389      629
    

  

  

  

  

     $ 5,338    $ 808    $ 240    $ 389    $ 6,775
    

  

  

  

  

Nine Months Ended September 30, 2002

                                  
     Property &
Casualty


   Life, Accident
& Health


   Financial
Guaranty


   Financial
Solutions


   ACE
Consolidated


     (in millions of U.S. dollars)

Insurance — North American

   $ 1,671    $ 62    $ —      $ —      $ 1,733

Insurance — Overseas General

     1,275      447      —        —        1,722

Global Reinsurance

     459      112      —        —        571

Financial Services

     —        —        201      634      835
    

  

  

  

  

     $ 3,405    $ 621    $ 201    $ 634    $ 4,861
    

  

  

  

  

 

31


Table of Contents

ACE LIMITED AND SUBSIDIARIES

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Cont’d)

(Unaudited)

 

The following table summarizes the identifiable assets for the property and casualty underwriting operations, including the Financial Services segment, the life reinsurance operations and corporate holding companies, including ACE Limited and ACE INA Holdings at September 30, 2003 and December 31, 2002.

 

     September 30
2003


   December 31
2002


     (in millions of U.S. dollars)

Property and casualty

   $ 44,016    $ 40,651

Life reinsurance

     723      610

Corporate

     2,495      2,190
    

  

Total assets

   $ 47,234    $ 43,451
    

  

 

16.     Basis of presentation

 

Certain items in the prior year financial statements have been reclassified to conform with the current year presentation.

 

32


Table of Contents

Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

The following is a discussion of our results of operations, financial condition, and liquidity and capital resources as of and for the three and nine months ended September 30, 2003. Our results of operations and cash flows for any interim period are not necessarily indicative of our results for the full year. This discussion should be read in conjunction with our consolidated financial statements and related notes and our Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2002.

 

Safe Harbor Disclosure

 

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Any written or oral statements made by or on our behalf may include forward-looking statements which reflect our current views with respect to future events and financial performance. These forward-looking statements are subject to certain uncertainties and other factors that could cause actual results to differ materially from such statements. These uncertainties and other factors (which are described in more detail elsewhere herein and in other documents we file with the Securities and Exchange Commission (SEC)) include, but are not limited to:

 

  global political conditions, the occurrence of any terrorist attacks, including any nuclear, biological or chemical events, or the outbreak and effects of war, and possible business disruption or economic contraction that may result from such events;

 

  the effects of public company bankruptcies and/or accounting restatements, as well as disclosures by and investigations of public companies relating to possible accounting irregularities, and other corporate governance issues, including the effects of such events on:

 

    the capital markets;

 

    the markets for directors and officers and errors and omissions insurance; and

 

    claims and litigation arising out of such disclosures or practices by other companies;

 

  the ability to collect reinsurance recoverable, credit developments of reinsurers and any delays with respect thereto;

 

  the occurrence of catastrophe events or other insured or reinsured events with a frequency or severity exceeding our estimates;

 

  actual loss experience from insured or reinsured events;

 

  the uncertainties of the loss reserving and claims settlement processes, including the difficulties associated with assessing environmental damage and asbestos-related latent injuries, the impact of aggregate policy coverage limits and the impact of bankruptcy protection sought by various asbestos producers and other related businesses;

 

  judicial decisions and rulings, new theories of liability and legal tactics;

 

  the impact of the September 11 tragedy and its aftermath on our insureds and reinsureds, on the insurance and reinsurance industry, and on the economy in general;

 

  uncertainties relating to governmental, legislative and regulatory policies, developments and treaties, which, among other things, could affect coverage and liability for asbestos claims, subject us to insurance regulation or taxation in additional jurisdictions, change the tax rate applicable to us or affect our current operations;

 

  the actual amount of new and renewal business, market acceptance of our products, and risks associated with the introduction of new products and services and entering new markets;

 

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  the competitive environment in which we operate, including trends in pricing or in policy terms and conditions, which may differ from our projections;

 

  actions that rating agencies may take from time to time, such as changes in our claims-paying, financial strength or credit ratings;

 

  developments in global financial markets, including changes in interest rates, stock markets and other financial markets, and foreign currency exchange rate fluctuations, which could affect our investment portfolio and financing plans;

 

  changing rates of inflation and other economic conditions;

 

  the amount of dividends received from subsidiaries;

 

  loss of the services of any of our executive officers without suitable replacements being recruited in a reasonable time frame;

 

  the ability of technology to perform as anticipated; and

 

  management’s response to these factors.

 

The words “believe”, “anticipate”, “estimate”, “project”, “should”, “plan”, “expect”, “intend”, “hope”, “will likely result” or “will continue”, and variations thereof and similar expressions, identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates. We undertake no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Critical Accounting Policies

 

Our consolidated financial statements include amounts that, either by their nature or due to requirements of accounting principles generally accepted in the U.S. (GAAP), are determined using best estimates and assumptions. While we believe that the amounts included in our consolidated financial statements reflect our best judgment, actual amounts could ultimately materially differ from those currently presented in our consolidated financial statements. We believe the items that require the most subjective and complex estimates are:

 

  unpaid losses and loss expense reserves, including asbestos reserves;

 

  reinsurance recoverable, including our bad debt provision;

 

  impairments to the fair value of our investment portfolio;

 

  the fair value of certain derivatives; and

 

  the valuation of goodwill.

 

We believe our accounting policies for these items are of critical importance to our consolidated financial statements. In addition to the discussion that follows, more information regarding the estimates and assumptions required to arrive at these amounts is included in our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2002.

 

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Results of Operations—Three and Nine Months Ended September 30, 2003 and 2002

 

Consolidated Operating Results

 

    

Three Months

Ended

September 30


   

Nine Months

Ended

September 30


 
     2003

    2002

    2003

    2002

 
     (in millions of U.S. dollars)  

Gross premiums written

   $ 3,451     $ 3,528     $ 10,969     $ 9,575  

Net premiums written

     2,306       2,223       7,642       6,084  

Net premiums earned

     2,397       1,925       6,775       4,861  

Losses and loss expenses

     1,519       1,328       4,261       3,142  

Life and annuity benefits

     45       60       137       106  

Policy acquisition costs

     343       253       973       685  

Administrative expenses

     293       250       840       678  
    


 


 


 


Underwriting income

   $ 197     $ 34     $ 564     $ 250  
    


 


 


 


Net investment income

     216       199       633       600  

Net realized gains (losses)

     57       (235 )     124       (401 )

Other income (expense)

     (3 )     (15 )     (8 )     (22 )

Interest expense

     45       48       133       146  

Income tax expense (benefit)

     67       (8 )     207       36  
    


 


 


 


Net income (loss)

   $ 355     $ (57 )   $ 973     $ 245  
    


 


 


 


Loss and loss expense ratio

     64.6 %     71.0 %     64.2 %     66.1 %

Policy acquisition cost ratio

     14.4 %     13.4 %     14.5 %     14.1 %

Administrative expense ratio

     12.4 %     13.3 %     12.6 %     14.2 %

Combined ratio

     91.4 %     97.7 %     91.3 %     94.4 %

 

Gross premiums written decreased two percent for the three months ended September 30, 2003, compared with the same period in 2002. For the nine months ended September 30, 2003, gross premiums written increased 15 percent. Gross premiums written reflect the premiums paid by our customers to secure insurance or reinsurance protection from us. Gross premiums written in our property and casualty businesses (P&C) increased 11 percent and 23 percent for the three and nine months ended September 30, 2003, respectively while our Financial Services business decreased 78 percent and 42 percent, respectively. Most of this decline was due to the absence of new loss portfolio transfer (LPT) and equity collateralized debt obligation (CDO) premiums for the quarter. As discussed later in this report, production in the Financial Services segment can fluctuate dramatically from period to period. Insurance and reinsurance rates in the P&C market increased steadily throughout 2002 and continued to do so in 2003. Property rates in the U.S. have stabilized, while property rates in Europe continue to increase. We believe the property catastrophe reinsurance market has also now stabilized due to the absorption of new capacity and adequate levels of pricing in most areas. We believe casualty rates will continue to rise for the remainder of 2003. Demand for our new product offerings has been good and this has also contributed to the growth in premiums in 2003. Terrorism coverage has been modest and largely limited to insureds that seek the coverage to meet third-party requirements.

 

Net premiums written, which reflect the premiums we retain after purchasing reinsurance protection, increased four percent for the three months ended September 30, 2003. For the nine months ended September 30, 2003, net premiums written increased 26 percent. Net premiums written in our P&C businesses increased 27 percent and 43 percent for the three and nine months ended September 30, 2003, respectively while our Financial Services business decreased 78 percent and 40 percent, respectively. Our P&C net premiums written are growing more than our P&C gross premiums written because we are retaining more of the business we write. This reflects a conscious decision on our part to focus on direct lines of business and to shift away from heavily reinsured program business.

 

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Net premiums earned, which reflect the portion of net premiums written that were recorded as revenues for the period, increased 25 percent and 39 percent for the three and nine months ended September 30, 2003, respectively. Net premiums earned in our P&C businesses increased 44 percent and 54 percent for the three and nine months ended September 30, 2003, respectively while our Financial Services business had decreases of 45 percent and 25 percent, respectively. The growth in P&C net premiums earned is a result of the growth in P&C net premiums written in 2003 and 2002.

 

Underwriting results for our P&C and Financial Services business are discussed by reference to the combined ratio, the loss and loss expense ratio, the policy acquisition cost ratio and the administrative expense ratio. We calculate these ratios by dividing the respective expense amounts of our P&C and Financial Services business by net premiums earned from our P&C and Financial Services business. We do not calculate these ratios for the life reinsurance business, because they are not appropriate measures of the underwriting results for that business. The combined ratio is determined by adding the loss and loss expense ratio, the policy acquisition cost ratio and the administrative expense ratio. A combined ratio under 100 percent indicates underwriting income, and a combined ratio exceeding 100 percent indicates underwriting losses.

 

The loss and loss expense ratio declined for the three and nine months ended September 30, 2003. Our loss and loss expense ratio is impacted by changes in the mix of business written and level of catastrophe losses in a period. We have taken advantage of increasing rates and market opportunities and most of these opportunities are in the casualty insurance and reinsurance areas, where rate increases are accelerating. Casualty business is typically written at higher loss ratios than property business because the loss settlement period for casualty business is longer in duration, and thus we earn more investment income on premiums invested. We have also increased our loss ratio assumptions over the past year in some of our casualty lines in connection with increases we have made in our retained risk levels. The three months ended September 30, 2003 included $42 million of catastrophe losses compared with $100 million for the same quarter in 2002. Our loss and loss expense ratio is also influenced by the size of LPTs written in a particular quarter. LPTs are typically recorded at higher loss ratios than our other lines of business. For the three and nine months ended September 30, 2002, we recorded gross premiums written attributed to LPT business of $187 million and $212 million, respectively, compared with $4 million for the nine months ended September 30, 2003. Also impacting our loss and loss expense ratio is adverse prior period development. For the three months ended September 30, 2003 and 2002, we had adverse prior period development of $60 million and $55 million, respectively. For the nine months ended September 30, 2003 and 2002 adverse prior period development was $106 million and $120 million, respectively. Our segment discussions below contain more information about prior period development.

 

Our policy acquisition costs include commissions, premium taxes, underwriting and other costs that vary with, and are primarily related to, the production of premium. The policy acquisition cost ratio increased for the three and nine months ended September 30, 2003 due to changes in the mix of business written. We have increased the volume of business generated from Global Reinsurance in ACE Tempest Re USA which typically incurs higher brokerage commissions than business generated in Bermuda or Europe. We have also purchased less reinsurance in the Insurance – North American segment, which has resulted in reduced ceding commissions. Administrative expenses include all other operating costs. Administrative expenses increased to support the growth in our business and partially due to the depreciation of the U.S. dollar, which had the effect of increasing administrative expenses for Insurance – Overseas General. The administrative expense ratio has improved for the three and nine months ended September 30, 2003 due to the significant increase in net premiums earned.

 

Net investment income increased for the three and nine months ended September 30, 2003, due to higher average invested assets, partially offset by a decline in the investment portfolio’s yield due to the impact of lower interest rates.

 

Increases in net premiums earned and lower catastrophe losses in 2003 contributed to the higher underwriting income. Our net income increased $412 million and $728 million for the three and nine months ended September 30, 2003, respectively. The increases in the current periods are due to higher underwriting

 

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income and the impact of net realized gains in the current year compared with net realized losses in the prior year. This increased net income by $256 million and $452 million for the three and nine months ended September 30, 2003, respectively.

 

Segment Operating Results — Three and Nine Months Ended September 30, 2003 and 2002

 

The performance of our management for the P&C and Financial Services segments are measured based on the results achieved in underwriting income and income excluding net realized gains (losses).

 

Insurance – North American

 

The Insurance – North American segment comprises our P&C insurance operations in the U.S., Bermuda and Canada. This segment writes a variety of insurance products including property, liability (general liability and workers’ compensation), professional lines (directors and officers (D&O) and errors and omissions coverages (E&O)), marine, program business, accident and health (A&H) — principally being personal accident, aerospace, consumer-oriented products and other specialty lines.

 

    

Three Months

Ended

September 30


   

Nine Months

Ended

September 30


 
     2003

    2002

    2003

    2002

 
     (in millions of U.S. dollars)  

Gross premiums written

   $ 1,819     $ 1,783     $ 5,131     $ 4,476  

Net premiums written

     1,065       869       2,967       2,100  

Net premiums earned

     990       654       2,663       1,733  

Losses and loss expenses

     712       453       1,861       1,176  

Policy acquisition costs

     95       55       279       147  

Administrative expenses

     103       86       293       244  
    


 


 


 


Underwriting income

   $ 80     $ 60     $ 230     $ 166  
    


 


 


 


Net investment income

     100       101       306       306  

Other income (expense)

     —         —         (6 )     —    

Interest expense

     7       7       22       24  

Income tax expense

     48       41       129       115  
    


 


 


 


Income excluding net realized gains (losses)

   $ 125     $ 113     $ 379     $ 333  

Net realized gains (losses)

     8       (55 )     15       (107 )

Tax effect of net realized gains (losses)

     —         4       —         16  
    


 


 


 


Net income

   $ 133     $ 62     $ 394     $ 242  
    


 


 


 


Loss and loss expense ratio

     71.9 %     69.2 %     69.9 %     67.9 %

Policy acquisition cost ratio

     9.6 %     8.3 %     10.4 %     8.5 %

Administrative expense ratio

     10.4 %     13.2 %     11.0 %     14.0 %

Combined ratio

     91.9 %     90.7 %     91.3 %     90.4 %

 

Insurance – North American increased gross premiums written two percent and 15 percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. This segment continues to benefit from a robust market for casualty lines of business, which represent a growing portion of this segment’s gross premiums written. Despite strong casualty premium production in 2003, the growth in gross premiums written has been moderate compared with levels experienced in prior quarters. This reflects both our decision to exit certain heavily reinsured program business in late 2002 and the stabilization of property rates. Renewal rates for property business in the U.S. were down slightly for the current quarter compared with the significant renewal rate increases experienced for the same quarter in 2002. Overall, property rates are generally at pricing levels that adequately compensate for the exposure being underwritten. During the current quarter,

 

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renewal rates on certain longer tail casualty lines, such as workers compensation, continued to rise but at a lower pace than in 2002. Casualty lines that had already experienced significant price increases, such as D&O and umbrella excess business, continued to experience solid rate increases during the current quarter. We expect demand for casualty business to remain strong for the remainder of 2003.

 

Net premiums written increased at a significantly higher rate than gross premiums written for the three and nine months ended September 30, 2003. Insurance – North American is retaining more of its gross premiums written in order to take advantage of improved market conditions for rates and terms and due to shifts in business mix. ACE Risk Management (ARM) has shifted its business mix away from the heavily reinsured program business and has increased retention of national account business. In addition, ACE Bermuda has grown its professional lines premiums, of which it retains approximately 90 percent. As a result, the retention ratio (the ratio of net premiums written to gross premiums written) for Insurance – North American increased to 58 percent for the nine months ended September 30, 2003, compared with 47 percent for the same period in 2002.

 

Insurance – North American’s insurance operations are organized into distinct divisions each offering specialized products and services targeted at specific markets.

 

ACE Westchester Specialty focuses on the wholesale distribution of excess, surplus and specialty P&C products, including wind and earthquake exposures, agri-business and inland marine coverage. ACE Westchester Specialty’s net premiums earned for the three and nine months ended September 30, 2003 increased $68 million and $166 million, respectively, compared with the same periods in 2002. These increases primarily reflect higher casualty writings due to the robust casualty market and growth in agri-business.

 

ARM, which offers custom coverage solutions for large companies and national accounts reported an increase of $94 million and $254 million for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. ARM’s increase in net premiums earned is driven by new business and increased retention ratios.

 

Diversified Risk, which writes D&O, E&O, and aerospace business, reported a $76 million and $215 million increase in net premiums earned for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The primary drivers of this growth are the professional lines, which have been experiencing a favorable rate environment and more restrictive policy terms and conditions.

 

Specialty Property and Casualty (Specialty P&C) provides worldwide risk protection for U.S.-based multi-national companies. As a result of new business and higher renewal rates, Specialty P&C’s net premiums earned for the three and nine months ended September 30, 2003 increased $23 million and $67 million, respectively, compared with the same periods in 2002.

 

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ACE Bermuda, which specializes in providing professional lines and excess liability coverage, reported an increase in net premiums earned of $29 million and $111 million for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. ACE Bermuda benefited from both higher renewal rates and increased volume of new business.

 

ACE Casualty Risk was established in 2002 to offer casualty excess, umbrella and environmental liability products in the commercial market. ACE Casualty Risk reported increases in net premiums earned of $18 million and $47 million for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. ACE Casualty Risk’s increase in net premiums earned is a result of new umbrella liability business.

 

Insurance—North American’s other divisions include the Consumer Solutions group, the Accident and Health group, ACE USA Warranty, the run-off operations and our insurance-related service operations. Net premiums earned for these divisions increased $28 million and $70 million for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. Contributing to this increase was higher premium volume for the Accident and Health group, which commenced operations in 2001 and is experiencing strong demand for personal accident coverage. In addition, the Consumer Solutions group also reported strong increases in net premiums earned.

 

The loss and loss expense ratio increased slightly for the three and nine months ended September 30, 2003 compared with the same periods in 2002. Insurance – North American continues to increase its retention ratio and its writings of longer tail casualty business, which typically carries a higher loss and loss expense ratio than property business. Hurricane related losses were $20 million for the three and nine months ended September 30, 2003, compared with no such losses in 2002. These losses added 2.0 and 0.8 percentage points to Insurance – North American’s loss and loss expense ratio for the three months and nine months ended September 30, 2003, respectively. Additionally, Insurance – North American incurred adverse prior period development of $30 million and $26 million for the three months ended September 30, 2003 and 2002, respectively, contributing 3.0 and 4.0 percentage points to the loss and loss expense ratio. The 2003 development was primarily for a few large individual casualty case reserves for discontinued lines, partially offset by favorable prior period development on property business. For the nine months ended September 30, 2003 and 2002, Insurance – North American experienced adverse prior period development of $77 million and $44 million, respectively, primarily related to casualty lines contributing 2.9 and 2.5 percentage points to the loss and loss expense ratio.

 

The policy acquisition cost ratio increased for the three and nine months ended September 30, 2003 compared with the same periods in 2002 reflecting our decision to purchase less reinsurance, which has resulted in reduced ceding commissions for Insurance – North American. The administrative expense ratio declined due to the increase in net premiums earned. Administrative expenses increased mainly due to the increased costs associated with servicing the growth in Insurance – North American’s product lines.

 

Income excluding net realized gains (losses) increased 11 percent and 14 percent for the three and nine months ended September 30, 2003 as a result of higher underwriting income.

 

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Insurance – Overseas General

 

The Insurance – Overseas General segment comprises ACE International, our network of indigenous insurance operations, and the insurance operations of ACE Global Markets, our Lloyd’s operation. The Insurance – Overseas General segment writes a variety of insurance products including property, liability, financial lines (D&O and E&O), marine, A&H — principally being personal accident, aerospace and consumer-oriented products.

 

    

Three Months

Ended

September 30


   

Nine Months

Ended

September 30


 
     2003

    2002

    2003

    2002

 
     (in millions of U.S. dollars)  

Gross premiums written

   $ 1,200     $ 1,008     $ 3,850     $ 2,911  

Net premiums written

     872       690       2,769       1,920  

Net premiums earned

     882       647       2,556       1,722  

Losses and loss expenses

     529       446       1,541       1,083  

Policy acquisition costs

     170       140       485       382  

Administrative expenses

     121       107       356       282  
    


 


 


 


Underwriting income (loss)

   $ 62     $ (46 )   $ 174     $ (25 )
    


 


 


 


Net investment income

     40       28       113       77  

Other income (expense)

     (3 )     (1 )     (4 )     3  

Interest expense

     1       1       2       2  

Income tax expense (benefit)

     12       (4 )     60       9  
    


 


 


 


Income (loss) excluding net realized gains (losses)

   $ 86     $ (16 )   $ 221     $ 44  

Net realized gains (losses)

     4       (21 )     (7 )     (32 )

Tax effect of net realized gains (losses)

     —         7       5       10  
    


 


 


 


Net income (loss)

   $ 90     $ (30 )   $ 219     $ 22  
    


 


 


 


Loss and loss expense ratio

     59.9 %     68.9 %     60.3 %     62.9 %

Policy acquisition cost ratio

     19.3 %     21.8 %     19.0 %     22.2 %

Administrative expense ratio

     13.7 %     16.5 %     13.9 %     16.3 %

Combined ratio

     92.9 %     107.2 %     93.2 %     101.4 %

 

Insurance – Overseas General reported 19 percent and 32 percent increases in gross premiums written for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. ACE International and ACE Global Markets both experienced improved market conditions across most lines of business.

 

ACE International’s P&C operations are organized geographically along product lines. Property insurance products include traditional commercial fire coverage as well as energy industry-related coverages. Principal casualty products are commercial general liability and liability coverage for multinational organizations. The A&H insurance operations provide coverage to individuals and groups outside of U.S. insurance markets. ACE International’s gross premiums written increased 24 percent to $849 million and 39 percent to $2.7 billion for the three and nine months ended September 30, 2003, respectively. The increases are driven by higher rates and new business across most regions and also due to the weakening of the U.S. dollar against the pound sterling, Euro and yen during the period. The depreciation of the U.S. dollar against the major currencies accounted for approximately 7 and 10 percentage points of the increase in gross premiums written for the three and nine months ended September 30, 2003, respectively. ACE Europe, which accounts for about 60 percent of ACE International’s gross premiums written, continues to experience rising rates and growth in new policies for casualty business. Additionally, ACE Europe’s A&H lines have contributed positive growth due to strong volume increases. Property rates in Europe are increasing at a slower rate, while casualty lines rate increases are

 

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accelerating. We expect no significant change in P&C rate momentum in Europe for the remainder of 2003. ACE Asia Pacific reported production growth for P&C lines due to increases in new business and A&H lines due to favorable results from direct marketing channels in Korea and Taiwan. ACE Latin America reported strong demand for A&H products in Mexico and Brazil, and growth in new P&C policies. ACE Far East production declined due primarily to the adverse effect of the SARS epidemic on travel accident insurance.

 

ACE Global Markets primarily underwrites P&C insurance through Lloyd’s Syndicate 2488 and ACE INA UK. The main lines of business include aviation, property, energy, professional lines, marine, political risk and A&H. ACE Global Markets’ gross premiums written increased eight percent to $351 million and 19 percent to $1.1 billion for the three and nine months ended September 30, 2003, respectively. The increase is driven by continued improvement in market conditions. However, price increases have begun to stabilize in a number of areas, with the notable exception of financial lines, where rates continue to rise. Better terms and conditions continue to be experienced in all product lines. The retention ratio at ACE Global Markets has increased to 72 percent for the nine months ended September 30, 2003, compared with 54 percent for the same period in 2002. This increase is due to the reinsurance premiums we incurred in 2002 associated with reinsurance arrangements put into place following a revision of our underwriting strategy and the rebuilding of our reinsurance cover following the September 11 tragedy. In late 2002, we received approval from the U.K. insurance regulator, the Financial Services Authority (FSA-U.K.), to use ACE INA UK as our London-based FSA-U.K.-regulated company to underwrite U.K. and Continental Europe insurance and reinsurance business. For the 2003 underwriting year, approximately 25 percent of ACE Global Markets’ gross premiums written has been underwritten through ACE INA UK, with most of this business emanating from the energy, financial lines and property classes.

 

The table below shows net premiums earned by each of the Insurance – Overseas General segment’s key components for the three and nine months ended September 30, 2003 and 2002.

 

     Three Months
Ended
September 30


  

Nine Months

Ended
September 30


     2003

   2002

   2003

   2002

     (in millions of U.S. dollars)

ACE International

   $ 638    $ 466    $ 1,808    $ 1,237

ACE Global Markets

     244      181      748      485
    

  

  

  

Net premiums earned

   $ 882    $ 647    $ 2,556    $ 1,722
    

  

  

  

 

ACE International’s increase in net premiums earned is attributed to P&C and A&H lines across all geographical regions, with the exception of ACE Far East where growth in net premiums written has been minimal. The increase in net premiums earned is principally driven by growth in net premiums written over the last several quarters and additionally the appreciation of foreign currencies against the U.S. dollar. ACE Global Markets’ increase in net premiums earned is a result of higher net premiums written across most of its product lines, particularly the financial lines, aviation, property and energy portfolios.

 

The loss and loss expense ratio for Insurance – Overseas General improved for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The three months ended September 30, 2002 included $68 million of catastrophe losses related to the European floods. During the three months ended September 30, 2003, this segment incurred $10 million of catastrophe losses principally related to Hurricanes Fabian and Isabel. Adverse prior period development for the three months ended September 30, 2003 and 2002 was $35 million and $25 million, respectively. For the nine months ended September 30, 2003 and 2002, Insurance – Overseas General experienced adverse development of $46 million and $50 million, respectively. The development for the three and nine months ended September 30, 2003 relates primarily to ACE International’s casualty and consumer lines while the development for the three and nine months ended September 30, 2002 related to ACE Global Markets’ losses from satellite and other discontinued lines.

 

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The policy acquisition cost ratio for Insurance – Overseas General improved for the three and nine months ended September 30, 2003, primarily due to a change in business mix. The administrative expense ratio for Insurance – Overseas General improved due to the increase in net premiums earned. ACE International’s administrative expenses increased 17 percent for the three months ended September 30, 2003, due mainly to increased costs associated with supporting business growth across all regions of the world and the depreciation of the U.S. dollar.

 

Underwriting income increased $108 million and $199 million for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The increase in underwriting income is primarily due to the increase in net premiums earned and a decrease in catastrophe losses of $58 million for the three and nine months ended September 30, 2003. Income excluding net realized gains (losses) increased significantly for the three and nine months ended September 30, 2003 driven by increased underwriting income and higher net investment income, partially offset by higher income tax expense.

 

Global Reinsurance

 

The Global Reinsurance segment comprises ACE Tempest Re Bermuda, ACE Tempest Re USA, ACE Tempest Re Europe, and ACE Tempest Life Re (ACE Life Re). ACE Life Re is our Bermuda-based life reinsurance operation and is addressed separately.

 

Property and Casualty Reinsurance

 

     Three Months
Ended
September 30


   

Nine Months

Ended
September 30


 
     2003

    2002

    2003

    2002

 
     (in millions of U.S. dollars)  

Gross premiums written

   $ 276     $ 186     $ 1,087     $ 774  

Net premiums written

     217       131       1,005       683  

Net premiums earned

     274       194       791       459  

Losses and loss expenses

     134       101       393       193  

Policy acquisition costs

     56       37       153       83  

Administrative expenses

     16       11       45       26  
    


 


 


 


Underwriting income

   $ 68     $ 45     $ 200     $ 157  
    


 


 


 


Net investment income

     23       20       63       63  

Other income

     1       1       2       1  

Interest expense

     —         —         —         1  

Income tax expense (benefit)

     3       (1 )     10       1  
    


 


 


 


Income excluding net realized gains (losses)

   $ 89     $ 67     $ 255     $ 219  

Net realized gains (losses)

     9       (23 )     36       (44 )

Tax effect of net realized gains (losses)

     —         —         1       —    
    


 


 


 


Net income

   $ 98     $ 44     $ 292     $ 175  
    


 


 


 


Loss and loss expense ratio

     48.9 %     52.0 %     49.6 %     42.0 %

Policy acquisition cost ratio

     20.4 %     19.2 %     19.3 %     18.1 %

Administrative expense ratio

     5.7 %     5.2 %     5.7 %     5.6 %

Combined ratio

     75.0 %     76.4 %     74.6 %     65.7 %

 

Gross premiums written for Global Reinsurance increased 48 percent and 40 percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. Over the past two years, the Global Reinsurance segment has expanded into a multi-line global reinsurer that offers a diversified portfolio of products to satisfy client demand. This shift has enabled it to take advantage of the improved P&C

 

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market, especially on the casualty side. Significant increases in production were recorded at ACE Tempest Re USA and ACE Tempest Re Europe as these units benefited from higher rates and increased volume for P&C lines first offered in 2002. ACE Tempest Re Bermuda is facing increased competition and lower rates on property catastrophe business following two years of rising prices, and additionally, the Terrorism Risk Insurance Act (TRIA) has reduced demand for its specialty catastrophe business.

 

Global Reinsurance’s net premiums written increased 66 percent and 47 percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. Retention ratios for this segment have increased to 79 percent and 93 percent for the three and nine months ended September 30, 2003, respectively, compared with 70 percent and 88 percent for the same periods in 2002. The increase in retention ratios reflects the decline in reinsurance purchased at ACE Tempest Re Europe and the increasing proportion of ACE Tempest Re USA business, which tends to be written at higher retention ratios than other business in this segment. ACE Tempest Re Europe increased its retention in order to take advantage of improved market conditions.

 

The table below shows net premiums earned by each of the Global Reinsurance segment’s key components for the three and nine months ended September 30, 2003 and 2002.

 

     Three Months Ended
September 30


   Nine Months Ended
September 30


     2003

   2002

   2003

   2002

     (in millions of U.S. dollars)

ACE Tempest Re USA

   $ 127    $ 53    $ 325    $ 113

ACE Tempest Re Europe

     55      38      187      97

ACE Tempest Re Bermuda

     92      103      279      249
    

  

  

  

Net premiums earned

   $ 274    $ 194    $ 791    $ 459
    

  

  

  

 

Net premiums earned increased 41 percent and 72 percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The increase in net premiums earned in all components is primarily due to the increase in traditional non-catastrophe P&C business. For the nine months ended September 30, 2003, 64 percent of net premiums earned was from traditional non-catastrophe P&C business compared with 43 percent for the same period in 2002.

 

The loss and loss expense ratio decreased for the three months ended September 30, 2003 compared with the same period in 2002. The decline is due to lower catastrophe losses for the three months ended September 30, 2003 — $12 million, compared with $32 million for the same quarter in 2002. For the nine months ended September 30, 2003, the loss and loss expense ratio increased primarily due to the growth in non-catastrophe P&C business at ACE Tempest Re USA and ACE Tempest Re Europe. Non-catastrophe P&C business typically has higher loss ratios in comparison with property catastrophe business (except in periods with high catastrophe losses), which is mainly written at ACE Tempest Re Bermuda. As Global Reinsurance increases non-catastrophe P&C writing, we expect its loss and loss expense ratio to continue to increase in line with what would be expected from a traditional multi-line reinsurer. Global Reinsurance experienced $3 million of favorable prior period development for the three months ended September 30, 2003, compared with $1 million of adverse prior period development for the same quarter in 2002. For the nine months ended September 30, 2003 and 2002, Global Reinsurance had favorable prior period development of $16 million and $1 million, respectively. The development is related to property catastrophe business at ACE Tempest Re Bermuda, certain short-tail property lines at ACE Tempest Re USA and the aviation line at ACE Tempest Re Europe.

 

The policy acquisition cost ratio for Global Reinsurance increased due to higher volume for the segment and also the higher proportion of business generated from ACE Tempest Re USA. Business generated in the U.S. typically incurs higher brokerage commissions than business generated in Bermuda or Europe. The administrative expense ratio increased slightly due to increased staffing levels to support the growth in business.

 

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Global Reinsurance’s underwriting income increased 51 percent and 27 percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The increases are primarily a result of higher net premiums earned in the current periods. We expect reduced underwriting margin initially (underwriting income divided by net premiums earned) for Global Reinsurance as its loss and loss expense ratio increases due to its shift of business towards non-catastrophe P&C. Over time, however, we expect income excluding net realized gains (losses) to increase reflecting growth in investment income due to higher average invested assets. Income excluding net realized gains (losses) for Global Reinsurance increased 33 percent and 16 percent for the three and nine months ended September 30, 2003, respectively. This increase is a result of higher underwriting income and net investment income, partially offset by higher income tax expense for the three and nine months ended September 30, 2003.

 

Life Reinsurance

 

Our strategic focus at ACE Life Re is to differentiate ourselves in this market, principally by providing reinsurance coverage to other life insurance companies, focusing on guarantees included in certain fixed and variable annuity products. We do not compete on a traditional basis for pure mortality business. The reinsurance transactions we undertake typically help clients — ceding companies — to manage mortality, morbidity, and/or lapse risks embedded in their book of business. We price life reinsurance using actuarial and investment models that incorporate a number of factors, including assumptions for mortality, morbidity, expenses, demographics, persistency, investment returns and inflation.

 

     Three Months Ended
September 30


       Nine Months Ended
September 30


 
     2003

     2002

       2003

       2002

 
     (in millions of U.S. dollars)  

Gross premiums written

   $ 49      $ 58        $ 144        $ 115  

Net premiums written

     47        57          138          112  

Net premiums earned

     46        57          136          112  

Life and annuity benefits

     45        60          137          106  

Policy acquisition costs

     5        3          11          15  

Administrative expenses

     —          2          2          5  

Net investment income

     10        7          25          19  
    

    


    


    


Income (loss) excluding net realized gains (losses)

   $ 6      $ (1 )      $ 11        $ 5  

Net realized gains (losses)

     1        (4 )        (10 )        (13 )
    

    


    


    


Net income (loss)

   $ 7      $ (5 )      $ 1        $ (8 )
    

    


    


    


 

ACE Life Re’s gross premiums written decreased 16 percent for the three months ended September 30, 2003 primarily because premiums from new variable annuity and life (mortality) business were partially offset by the discontinuation of long-term group disability business. The three months ended September 30, 2002 included $54 million of long-term group disability business, $30 million of which is non-recurring. For the nine months ended September 30, 2003, ACE Life Re reported a 25 percent increase in gross premiums written compared with the same period in 2002, including $10 million from a non-recurring variable annuity transaction, recorded in the first quarter of 2003. The nine months ended September 30, 2002 included $105 million of non-recurring, long-term group disability business. Income (loss) excluding net realized gains (losses) improved for the three and nine months ended September 30, 2003 due to higher investment income and reduced policy benefits for the three months ended September 30, 2003. Investment income is higher because of a higher invested asset base, due to increased production for the nine months ended September 30, 2003.

 

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Financial Services

 

The Financial Services segment consists of two broad categories: financial guaranty business and financial solutions business. The financial guaranty business provides insurance and reinsurance of financial guaranty exposures, including municipal and non-municipal obligations, credit default swaps (CDSs), mortgage guaranty reinsurance, title cover, and trade credit reinsurance. The financial solutions business includes insurance and reinsurance solutions to complex risks that generally cannot be adequately addressed in the traditional insurance marketplace. Most financial solutions contracts are unique and specifically tailored for an individual client, but generally they are multi-year and contain some form of client participation. Both units write structured finance transactions which are recorded at higher loss and loss expense ratios than other business. These transactions are typically longer-term contracts where profit emerges over the term of the contract and rely on investment income as a component of profitability. Due to the nature of the financial solutions business, premium volume can vary significantly from period to period and, therefore, premiums written in any one period are not indicative of premiums to be written in future periods.

 

We also write retroactive contracts, including LPTs, which indemnify ceding companies for events that have occurred in prior years. While these types of contracts are generally written in the Financial Services segment, they can also be written in other segments, including the life reinsurance group. These contracts, which meet the established criteria for reinsurance accounting under GAAP, are recorded in the statement of operations when written and generally result in large one-time written and earned premiums with comparable incurred losses. These contracts, when written, can cause significant variances in gross premiums written, net premiums written, net premiums earned, net incurred losses, the loss and loss expense ratio and the policy acquisition cost ratio. At the time one of these contracts is written, we make certain assumptions with respect to the ultimate amount and timing of payments in order to establish loss and loss expense reserves. As with most loss reserves, the actual amount and timing of payments may result in loss and loss expenses which are greater or less than the reserves initially provided.

 

It is generally expected that losses ultimately paid under retroactive contracts will exceed the premiums received, in some cases by large margins. Premiums are based in part on time-value-of-money concepts because loss payments may occur over lengthy time periods. However, retroactive contracts do not have a significant impact on reported earnings in the period of inception. When writing a retroactive contract, the excess of the estimated ultimate losses over the premiums received is established as a deferred charge and amortized against income over the estimated future claim settlement period. We expect that these contracts will produce significant underwriting losses over time, but we also expect that this business will be profitable due to expected investment earnings on the premiums received.

 

Certain products we issue in the Financial Services segment — mainly those related to credit protection — meet the definition of a derivative under Financial Accounting Standards (FAS) No. 133 “Accounting for Derivative Instruments and Hedging Activities” (FAS 133), and must be recorded at fair value. These products consist primarily of CDSs. We recorded, in net realized gains (losses), a gain of $76 million for the nine months ended September 30, 2003, due principally to changes in the market value of these instruments and the reclassification of losses from net realized gains (losses) to losses and loss expenses as a result of recording loss reserves on certain contracts. This compares with a loss of $97 million for the same period in 2002. The level of such gains and losses is dependent upon a number of factors including changes in credit spreads, probability of default and other market factors. Net premiums earned relating to CDS transactions for the nine months ended September 30, 2003 were $127 million compared with $104 million for the same period in 2002. Net losses incurred relating to CDSs for the nine months ended September 30, 2003 were $98 million compared with $92 million for the same period in 2002.

 

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     Three Months Ended
September 30


     Nine Months Ended
September 30


 
     2003

     2002

     2003

     2002

 
     (in millions of U.S. dollars)  

Gross premiums written

   $ 107      $ 493      $ 757      $ 1,299  

Net premiums written

     105        476        763        1,269  

Net premiums earned

     205        373        629        835  

Losses and loss expenses

     144        328        466        690  

Policy acquisition costs

     17        18        45        58  

Administrative expenses

     22        15        60        42  
    


  


  


  


Underwriting income

   $ 22      $ 12      $ 58      $ 45  
    


  


  


  


Net investment income

     49        46        149        141  

Other income (expense)

     (1 )      —          —          —    

Interest expense

     2        3        5        10  

Income tax expense

     11        7        28        24  
    


  


  


  


Income excluding net realized gains (losses)

   $ 57      $ 48      $ 174      $ 152  

Net realized gains (losses)

     29        (77 )      98        (127 )

Tax effect of net realized gains (losses)

     (6 )      19        (26 )      27  
    


  


  


  


Net income (loss)

   $ 80      $ (10 )    $ 246      $ 52  
    


  


  


  


Loss and loss expense ratio

     70.2 %      88.0 %      74.0 %      82.6 %

Policy acquisition cost ratio

     8.7 %      4.6 %      7.2 %      6.9 %

Administrative expense ratio

     10.6 %      4.2 %      9.6 %      5.1 %

Combined ratio

     89.5 %      96.8 %      90.8 %      94.6 %

 

Gross premiums written decreased 78 percent and 42 percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The Financial Services segment has significantly reduced guarantees of equity layer CDOs and experienced a sharp decline in LPT volume.

 

Gross premiums written for the financial guaranty operations decreased 24 percent to $112 million for the three months ended September 30, 2003, compared with $147 million for the same period in 2002. The decrease is primarily attributed to equity layer CDOs, which declined $110 million for the three months ended September 30, 2003 compared with the same period in 2002. We have significantly reduced writing this type of business due to presently unfavorable pricing terms. Municipal production increased as strong cession activity continued for the three months ended September 30, 2003. In addition, the financial guaranty operations continue to execute the strategy of writing direct business and recorded several transactions during the three months ended September 30, 2003. In the second quarter of 2003, the financial guaranty operations negotiated improved terms and reduced ceding commission costs on reinsurance treaty business, which positively impacted the policy acquisition cost ratio for the three months ended September 30, 2003. Underwriting income increased 14 percent to $16 million for the three months ended September 30, 2003, compared with $14 million for the same period in 2002. For the nine months ended September 30, 2003, financial guaranty gross premiums written increased 20 percent compared with the same period in 2002. Production increased across all lines except for the mortgage and equity layer CDO lines. Municipal business increased as low interest rates continue to drive strong issuance activity with volume in the new issue market reaching record levels. Additionally, the senior layer CDO business, non-municipal and trade credit lines posted strong production gains. The financial guaranty operations have ceased writing single name corporate credit default swaps due to current market conditions and in order to diversify its book of business. Mortgage production declined due to the higher level of refinancing activity in the U.S. mortgage market and additionally due to the natural run-off of older business. For the nine months ended September 30, 2003, the policy acquisition cost ratio increased due to a change in business mix whereby a greater portion of the business, specifically municipal, non-municipal and trade credit lines, incurs commission costs. Administrative expenses were greater as a result of an increase in staff needed to support the growing direct

 

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business in the financial guaranty operations. Underwriting income increased 15 percent to $46 million for the nine months ended September 30, 2003, compared with $40 million for the same period in 2002. The increase in underwriting income is primarily attributed to the increase in net premiums earned.

 

Gross premiums written for the financial solutions operations decreased to $(5) million and $405 million for the three and nine months ended September 30, 2003, respectively, compared with $346 million and $1 billion for the same periods in 2002. This unit wrote little new business in the three months ended September 30, 2003 and incurred negative premiums due to the assignment of an equity CDO. The three and nine months ended September 30, 2002 included gross premiums written attributed to LPTs of $187 million and $212 million, respectively, compared with $4 million for the current periods. Additionally, the prior year periods were bolstered by several large, multi-year prospective, structured programs sold. Net premiums earned for the three and nine months ended September 30, 2003 were $125 million and $389 million, respectively, compared with $327 million and $634 million for the same periods in 2002. The current year net premiums earned consist primarily of business written in prior periods. The financial solutions operations reported an increase in underwriting income of $8 million to $6 million and $7 million to $12 million for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. Underwriting income increased due to lower combined ratios in the current periods due to lower LPT business. The administrative expense ratio for the three and nine months ended September 30, 2003 increased as a result of lower net premiums earned and increased staffing costs.

 

The Financial Services segment experienced $2 million of favorable prior period development in the current quarter compared with $3 million of adverse prior period development for the same period in 2002. For the nine months ended September 30, 2003, this segment had $1 million of favorable prior period development, compared with $27 million of adverse prior period development for the same period in 2002. Financial Services’ reported an increase in income excluding realized gains (losses) for the three and nine months ended September 30, 2003, compared with the same period in 2002. The increase is a result of higher underwriting income and net investment income and also a reduction in interest expense. Net investment income increased due to higher average invested assets and interest expense decreased due to repayment of debt in the fourth quarter of 2002.

 

Net Investment Income

 

    

Three Months Ended

September 30


     Nine Months Ended
September 30


 
     2003

     2002

     2003

     2002

 
     (in millions of U.S. dollars)  

Insurance – North American

   $ 100      $ 101      $ 306      $ 306  

Insurance – Overseas General

     40        28        113        77  

Global Reinsurance – P&C

     23        20        63        63  

Global Reinsurance – Life

     10        7        25        19  

Financial Services

     49        46        149        141  

Corporate and other

     (6 )      (3 )      (23 )      (6 )
    


  


  


  


Net investment income

   $ 216      $ 199      $ 633      $ 600  
    


  


  


  


 

Net investment income is influenced by a number of factors, including the amounts and timing of inward and outward cash flows; the level of interest rates; and changes in overall asset allocation. Net investment income increased nine percent and six percent for the three and nine months ended September 30, 2003, respectively, compared with the same periods in 2002. The increased net investment income is due to the positive operating cash flows during 2003 and 2002 that resulted in a higher average invested asset base. This positive impact on investment income was partially offset by a decline in the investment portfolio’s yield due to the impact of lower interest rates on investment of new cash and reinvestment of maturing securities. The average yield on fixed maturities declined to 4.0 percent at September 30, 2003 compared with 4.4 percent at December 31, 2002.

 

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Net Realized Gains (Losses)

 

Our investment strategy takes a long-term view, and our investment portfolio is actively managed to maximize total return within certain specific guidelines, designed to minimize risk. Our investment portfolio is reported at fair value. The effect of market movements on our investment portfolio impact income (through net realized gains (losses)) when securities are sold, when “other than temporary” impairments are recorded on invested assets or when derivatives, including financial futures and options, interest rate swaps and credit-default swaps, are marked to fair value or are settled. Changes in unrealized appreciation and depreciation, which result from the revaluation of securities held, are reported as a separate component of accumulated other comprehensive income in shareholders’ equity. The following table presents our pre-tax net realized gains (losses) for the three and nine months ended September 30, 2003 and 2002.

 

     Three Months Ended
September 30


     Nine Months Ended
September 30


 
     2003

     2002

     2003

     2002

 
     (in millions of U.S. dollars)  

Fixed maturities and short-term investments

   $16      $   (16 )    $  77      $   (54 )

Equity securities

   1      (55 )    (53 )    (55 )

Financial futures, options and interest rate swaps

   13      (113 )    19      (197 )

Fair value adjustment on credit derivatives

   26      (51 )    76      (97 )

Currency

   3      (2 )    18      (1 )

Other investments

   (2 )    2      (13 )    3  
    

  

  

  

Total net realized gains (losses)

   $57      $(235 )    $124      $(401 )
    

  

  

  

 

Given our total return objective for our investment portfolio, we may sell securities at a loss due to changes in the investment environment, our expectation that fair value may deteriorate further, our desire to reduce our exposure to an issuer or an industry, and changes in the credit quality of the security.

 

FAS 133 requires us to recognize all derivatives as either assets or liabilities on our consolidated balance sheet, and measure them at fair value. We record the gains and losses resulting from the fair value measurement of derivatives in net realized gains (losses). Our involvement with derivative instruments and transactions is primarily to offer protection to others or to mitigate our own risk; we do not consider such transactions to be speculative. For the three and nine months ended September 30, 2003, we recorded net realized gains of $39 million and $95 million, respectively on derivative transactions, compared with net realized losses of $164 million and $294 million for the same periods in 2002.

 

For the three and nine months ended September 30, 2003, we recorded net realized gains of $13 million and $19 million, respectively on financial futures and option contracts and interest rate swaps, compared with net realized losses of $113 million and $197 million for the same periods in 2002. The interest rate swaps are designed to reduce the negative impact of increases in interest rates on our fixed maturity portfolio. We recorded gains of $8 million on our Standard and Poor’s (S&P) equity index futures contracts as the S&P 500 equity index increased two percent during the current quarter. We use foreign currency forward contracts to minimize the effect of fluctuating foreign currencies on certain non-U.S. dollar holdings in our portfolio that are not specifically matching foreign currency liabilities. These contracts are not designated as specific hedges and, in accordance with FAS 133, we record all realized and unrealized gains and losses on these contracts as net realized gains (losses) in the period in which the currency values change.

 

We regularly review our investment portfolio for possible impairment based on criteria including economic conditions, credit loss experience and issuer-specific developments. If there is a decline in a security’s net realizable value, we must determine whether that decline is temporary or “other than temporary”. If we believe a decline in the value of a particular investment is temporary, we record it as an unrealized loss in our shareholders’ equity. If we believe the decline is “other than temporary”, we write down the carrying value of the investment and record a net realized loss in our statement of operations. The decision to recognize a decline in the value of a security carried at fair value as “other than temporary” rather than temporary has no impact on our book value.

 

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Our net realized gains (losses) for the three months ended September 30, 2003 included $6 million of write-downs of fixed maturity investments, $7 million of write-downs of equity securities and $4 million of write-downs of other investments as a result of conditions which caused us to conclude the decline in fair value of the investment was “other than temporary”. This compares with $33 million of write-downs of fixed maturity investments and $53 million of write-downs of equity securities in the same quarter last year. During the nine months ended September 30, 2003, we recognized losses for impairments of $25 million of fixed maturity investments, $61 million of equity securities and $20 million of other investments compared with $76 million of write-downs of fixed maturity investments and $54 million of write-downs of equity securities in the prior year. For the nine months ended September 30, 2003, we recorded net realized losses of $13 million on other investments, which included $20 million in impairments primarily on private equity partnerships.

 

The process of determining whether a decline in value is temporary or “other than temporary” is subjective and differs by type of security. In addition to issuer-specific financial information and general market or industry conditions, we also consider our ability and intent to hold the security to maturity or until market value recovers to a level in excess of cost. As a result of our periodic review process, we have determined that there currently is no need to sell any of these securities to fund anticipated payments. We have described below, by type of security, our process for reviewing our investments for possible impairment.

 

Fixed Maturities and Securities on Loan

 

We review all of our fixed income securities, including securities on loan, for potential impairment each quarter. Generally, we focus on those fixed-maturity securities with a market value of less than 80 percent of amortized cost for the previous nine months.

 

Outlined below are the main factors we use in evaluating a fixed income security for potential impairment:

 

  the degree to which any appearance of impairment is attributable to an overall change in market conditions such as interest rates rather than changes in the individual factual circumstances and risk profile of the issuer;

 

  the performance of the relevant industry sector;

 

  whether an issuer is current in making principal and interest payments on the debt securities in question;

 

  the issuer’s financial condition and our assessment (using available market information) of its ability to make future scheduled principal and interest payments on a timely basis; and

 

  current financial strength or debt rating, analysis and guidance provided by rating agencies and analysts.

 

Equity Securities and Securities on Loan

 

On a quarterly basis, these investments are also reviewed for impairment. In general, attention is focused on equity securities with a market value of less than 80 percent of cost for the previous nine months. Any equity that has been in a loss position for more than 12 months is considered impaired.

 

Outlined below are the main factors we use in evaluating an equity security for potential impairment:

 

  whether the decline appears to be related to general market or industry conditions or is issuer-specific; and

 

  the financial condition and near-term prospects of the issuer, including specific events that may influence the issuer’s operations.

 

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Other Investments

 

With respect to publicly and non-publicly traded venture capital investments, the portfolio managers, as well as our internal valuation committee, review and consider a variety of factors in determining the potential for loss impairment on a quarterly basis. Factors considered are:

 

  the issuer’s most recent financing events;

 

  an analysis of whether fundamental deterioration has occurred; and

 

  the issuer’s progress, and whether it has been substantially less than expected.

 

The following table summarizes, for all securities in an unrealized loss position at September 30, 2003 (including securities on loan), the aggregate fair value and gross unrealized loss by length of time the amounts have continuously been in an unrealized loss position.

 

    

September 30, 2003

Gross Unrealized Loss


     Fair
value


   0-6
months


   7-12
months


   Over 12
months


   Total

     (in millions of U.S. dollars)

Fixed maturities

   $ 2,858    $ 40    $ 11    $ 2    $ 53

Equities

     70      2      1      1      4

Other investments

     75      —        —        —        —  
    

  

  

  

  

Total

   $ 3,003    $ 42    $ 12    $ 3    $ 57
    

  

  

  

  

 

Other Income and Expense Items

 

     Three Months Ended
September 30


     Nine Months Ended
September 30


 
     2003

     2002

     2003

     2002

 
     (in millions of U.S. dollars)  

Other income (expense)

   $ (3 )    $ (15 )    $ (8 )    $ (22 )
    


  


  


  


Interest expense

   $ 45      $ 48      $ 133      $ 146  
    


  


  


  


Income tax expense (benefit)

   $ 67      $ (8 )    $ 207      $ 36  
    


  


  


  


 

The majority of the $8 million in other expense for the nine months ended September 30, 2003 relates to goodwill impairments during the first quarter. Goodwill was re-tested for impairment during the three months ended March 31, 2003. Based on a profitability review, we recognized goodwill impairments of $6 million pertaining to two majority-owned warranty program administration companies.

 

The decrease in interest expense is a result of a reduction in outstanding trust preferred securities and short-term debt for the three and nine months ended September 30, 2003 compared with the same periods in 2002. During the nine months ended September 30, 2002, we repaid $400 million of trust preferred securities.

 

The increase in income tax expense is attributable to the increase in income in taxable jurisdictions for the three and nine months ended September 30, 2003. We reported an income tax benefit for the three months ended September 30, 2002 due to our net loss for that quarter. Our effective tax rate on income excluding net realized gains (losses) for the nine months ended September 30, 2003, was 18 percent, compared with 13 percent for the same period in 2002. Our effective tax rate is dependent upon the mix of earnings from different jurisdictions with various tax rates; a different geographic mix of actual earnings would change the effective tax rate. For the remainder of 2003, we expect that our effective tax rate will be in the 18-20 percent range.

 

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Investments and Cash

 

Our principal investment objective is to ensure that funds are available to meet our insurance and reinsurance obligations. Within this broad liquidity constraint, the purpose of our investment portfolio’s structure is to maximize total return subject to specifically approved guidelines of overall asset classes; credit quality; and liquidity and volatility of expected returns. Our investment portfolio is invested primarily in fixed income securities with an average credit quality of AA, as rated by the independent investment rating service S&P. The portfolio is externally managed by independent, professional, investment managers. The average duration of our fixed income securities, including the effect of interest rate swaps, is 3.4 years at September 30, 2003 compared with 3.1 years at December 31, 2002. Our other investments principally comprise direct investments, investments in investment funds and investments in limited partnerships.

 

The following table identifies our invested assets at fair value and cost/amortized cost, by type held, at September 30, 2003 and December 31, 2002.

 

     September 30, 2003

   December 31, 2002

     Fair Value

   Cost/
Amortized Cost


   Fair Value

   Cost/
Amortized Cost


     (in millions of U.S. dollars)

Fixed maturities

   $ 17,413    $ 16,713    $ 14,420    $ 13,791

Equity securities

     460      371      411      442

Securities on loan

     596      549      293      286

Short-term investments

     2,520      2,520      1,885      1,885

Other investments

     665      625      652      622

Cash

     431      431      663      663
    

  

  

  

Total investments and cash

   $ 22,085    $ 21,209    $ 18,324    $ 17,689
    

  

  

  

 

We also gain exposure to equity markets through the use of derivative instruments. The combined equity exposure through both our equity portfolio and derivative instruments was valued at $565 million and $603 million at September 30, 2003 and December 31, 2002, respectively. The increase of $3.8 billion in total investments and cash is due to positive cash flows from operations due to strong premium volume, increased unrealized gains and the issuance of preferred shares. Offsetting these increases were dividends paid of $167 million during the nine months ended September 30, 2003.

 

The following tables show the market value of our fixed income portfolio, short-term investments, securities on loan and cash at September 30, 2003. The first table lists elements according to type, and the second according to S&P credit rating.

 

     Market Value

   Percentage of
Total


 
     (in millions of
U.S. dollars)
      

Treasury

   $ 1,010    4.8 %

Agency

     1,170    5.6 %

Corporate

     7,718    36.8 %

Mortgage-backed securities

     4,235    20.2 %

Asset-backed securities

     519    2.5 %

Municipal

     1,329    6.3 %

Non-U.S.

     2,028    9.7 %

Cash and short-term investments

     2,951    14.1 %
    

  

Total

   $ 20,960    100 %
    

  

 

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     Market Value

   Percentage of
Total


 
     (in millions of
U.S. dollars)
      

AAA

   $ 10,376    49.5 %

AA

     3,661    17.5 %

A

     3,366    16.1 %

BBB

     1,742    8.3 %

BB

     764    3.6 %

B

     973    4.6 %

Other

     78    0.4 %
    

  

Total

   $ 20,960    100 %
    

  

 

At September 30, 2003, our fixed maturity investment portfolio included below-investment grade securities and non-rated securities which, in total, comprised approximately nine percent of our fixed income portfolio. Below-investment grade securities have different characteristics than investment grade corporate debt securities. Risk of loss from default by the borrower is significantly greater with below-investment grade securities. Below-investment grade securities are generally unsecured and are often subordinated to other creditors of the issuer. Also, issuers of below-investment grade securities usually have higher levels of debt and are more sensitive to adverse economic conditions such as recession or increasing interest rates, than are investment grade issuers. We attempt to reduce the overall risk in the below-investment grade portfolio, as in all investments, through careful credit analysis, strict investment policy guidelines, and diversification by issuer and/or guarantor as well as by industry.

 

Unpaid Losses and Loss Expenses

 

We establish reserves for the estimated unpaid ultimate liability for losses and loss expenses under the terms of our policies and agreements. These reserves take into account estimates both for claims that have been reported and for incurred but not reported (IBNR), and include estimates of expenses associated with processing and settling claims. The table below presents a rollforward of our unpaid losses and loss expenses for the nine months ended September 30, 2003.

 

     Gross
Losses


    Reinsurance
Recoverable


    Net
Losses


 
     (in millions of U.S. dollars)  

Balance at December 31, 2002

   $ 24,315     $ 12,997     $ 11,318  

Losses and loss expenses incurred

     7,453       3,192       4,261  

Losses and loss expenses paid

     (6,403 )     (3,204 )     (3,199 )

Other (including foreign exchange revaluation)

     272       120       152  
    


 


 


Balance at September 30, 2003

   $ 25,637     $ 13,105     $ 12,532  
    


 


 


 

The process of establishing reserves for claims can be complex and imprecise as it requires the use of informed estimates and judgments. Our estimates and judgments may be revised as claims develop; as additional experience and other data become available; as new or improved methodologies are developed; and as current laws change. As part of our evaluation of loss reserves, we annually engage independent actuarial firms to review the methods and assumptions we use in estimating unpaid losses and loss expenses. These annual reviews cover different portions of our operating businesses on a rotating basis within each year and are an independent check on our loss reserves. In addition, the Pennsylvania Insurance Department requires a biennial, external actuarial review of liabilities residing in the various subsidiaries of Brandywine Holdings (Brandywine), which we acquired when we purchased the P&C business of CIGNA in 1999 (the ACE INA Acquisition). That review was completed during the first quarter of 2003. See Asbestos and Environmental Claims, below for more information.

 

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We continually evaluate our reserve estimates taking into account new information and discussion and negotiation with our insureds. While we believe our reserve for unpaid losses and loss expenses at September 30, 2003 is adequate, new information or trends may lead to future developments in ultimate losses and loss expenses significantly greater or less than the reserve provided, which could have a material adverse effect on future operating results. More information relating to our loss reserves is included in our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2002.

 

Reinsurance

 

One of the ways we manage our loss exposure is through the use of reinsurance. While reinsurance agreements are designed to limit our losses from large exposures and permit recovery of a portion of direct unpaid losses, reinsurance does not relieve us of liability to our insureds. Accordingly, the loss and loss expense reserves on our balance sheet represent our total unpaid gross losses. The reinsurance recoverable represents anticipated recoveries of a portion of those gross unpaid losses as well as amounts recoverable from reinsurers with respect to claims paid. The table below presents our net reinsurance recoverable at September 30, 2003 and December 31, 2002.

 

    

September 30

2003


    December 31
2002


 
     (in millions of U.S. dollars)  

Reinsurance recoverable on paid losses and loss expenses

   $ 1,297     $ 1,363  

Bad debt reserve on paid losses and loss expenses

     (385 )     (378 )

Reinsurance recoverable on future policy benefits

     15       9  

Reinsurance recoverable on unpaid losses and loss expenses

     13,655       13,558  

Bad debt reserve on unpaid losses and loss expenses

     (550 )     (561 )
    


 


Net reinsurance recoverable

   $ 14,032     $ 13,991  
    


 


 

We evaluate the financial condition of our reinsurers and potential reinsurers on a regular basis and also monitor concentrations of credit risk with reinsurers. The provision for unrecoverable reinsurance is required principally due to the failure of reinsurers to indemnify us, primarily because of disputes under reinsurance contracts and insolvencies. Provisions have been established for amounts estimated to be uncollectible.

 

Following is a breakdown of our reinsurance recoverable on paid losses at September 30, 2003 and December 31, 2002:

 

     September 30, 2003

    December 31, 2002

 

Category


   Amount

   Bad Debt
Reserve


   % of Total
Reserve


    Amount

   Bad Debt
Reserve


   % of Total
Reserve


 
     (in millions of U.S. dollars)  

General collections

   $ 765    $ 46    6.0 %   $ 848    $ 43    5.1 %

Other

     532      339    63.7 %     515      335    65.0 %
    

  

  

 

  

  

Total

   $ 1,297    $ 385    29.7 %   $ 1,363    $ 378    27.7 %
    

  

  

 

  

  

 

The general collections category represents amounts in the process of collection in the normal course of business. These are balances for which we have no indication of dispute or credit-related issues. We provide bad debt reserves based primarily on the application of historical loss experience to credit categories.

 

The other category includes amounts recoverable that are in dispute, or are from companies in supervision, rehabilitation or liquidation. Our estimation of this reserve takes into account the credit quality of the reinsurer, and whether we have received collateral or other credit protections such as parental guarantees.

 

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More information relating to reinsurance and our reinsurers is included in our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2002.

 

Asbestos and Environmental Claims

 

Included in our liabilities for losses and loss expenses are liabilities for asbestos, environmental and latent injury damage claims and expenses (A&E). These claims are principally related to claims arising from remediation costs associated with hazardous waste sites and bodily-injury claims related to asbestos products and environmental hazards. These amounts include provision for both reported and IBNR claims. In January 2003, we completed an internal review of our A&E reserves. This review resulted in us increasing our gross A&E reserve, for the year ended December 31, 2002, by $2.2 billion, offset by $1.9 billion of reinsurance recoverable, including $533 million of reinsurance purchased from the National Indemnity Company (NICO) as part of the ACE INA Acquisition. After an addition to our bad debt provision of $145 million and our ten percent participation in the NICO cover, our net incurred loss was $516 million ($354 million after income tax) and was recorded in the fourth quarter of 2002. In addition to our internal review, the normal, biennial, reserve review by an independent, actuarial consulting firm, required by the Pennsylvania Insurance Department when Brandywine was established, was completed in February 2003. Our A&E reserves, taking into account the additions for the quarter ended December 31, 2002, represent the high end of our internal indication of range of liability and is consistent with the best estimate of the external actuary. We experienced no new A&E incurred losses for the nine months ended September 30, 2003.

 

In a lawsuit, filed in the state of California in December 1999, certain competitors of ACE USA have challenged the restructuring that resulted in the creation of Brandywine. The restructuring was previously upheld by the Pennsylvania Supreme Court in July 1999. The lawsuit alleges that the restructuring does not effectively relieve the insurance subsidiary that issued the policies prior to the restructuring (Insurance Company of North America) from liabilities for claims on those policies by California policyholders. The California trial court has held in response to a pre-trial motion that a California statute does prohibit the transfer of California policies to a subsequent legal entity without the consent of the policyholders and noted that consent was not received in the context of the Brandywine restructuring. ACE intends to appeal this decision. In addition, the liabilities that are the subject of this California lawsuit are included within our A&E reserves for Brandywine.

 

Congress has been working on possible legislation to move all U.S. asbestos bodily injury claims to a federal trust for compensation in accordance with an established set of medical criteria and claim values. The trust would be funded by asbestos defendants and their insurers. ACE would be one of the insurer participants and because the trust would avoid payments to unimpaired victims and obviate the need for extensive legal costs, we believe our ultimate funding obligation under the trust will be less than we would be required to pay under the current tort system. However, we cannot predict if any such proposed legislation will be modified or adopted.

 

The table below presents selected loss reserve data for A&E exposures at September 30, 2003 and December 31, 2002.

 

     September 30,
2003


   December 31,
2002


     Gross

   Net

   Gross

   Net

     (in millions of U.S. dollars)

Asbestos

   $ 3,027    $ 356    $ 3,192    $ 446

Environmental and other latent exposures

     1,196      297      1,352      403
    

  

  

  

Total A&E

   $ 4,223    $ 653    $ 4,544    $ 849
    

  

  

  

 

Paid losses for the nine months ended September 30, 2003 for asbestos claims were $165 million on gross reserves and $90 million on net reserves. Environmental and other latent exposure claim payments were $156 million on gross reserves and $106 million on net reserves for the nine months ended September 30, 2003.

 

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More information relating to our A&E exposure, including our A&E reserving process is included in our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2002.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Liquidity

 

Liquidity is a measure of a company’s ability to generate cash flows sufficient to meet short-term and long-term cash requirements of its business operations. As a holding company, ACE possesses assets that consist primarily of the stock of its subsidiaries, and of other investments. In addition to net investment income, our cash flows currently depend primarily on dividends or other statutorily permissible payments. Historically, these dividends and other payments have come from our Bermuda-based operating subsidiaries, which we refer to as our Bermuda subsidiaries. During the nine months ended September 30, 2003, we were able to meet all of our obligations, including the payment of dividends declared on our Ordinary Shares and Preferred Shares, with our net cash flow and dividends received. Should the need arise, we generally have access to the debt markets and other available credit facilities which are discussed below.

 

The payments of dividends or other statutorily permissible distributions from our operating companies are subject to the laws and regulations applicable to each jurisdiction, as well as the need to maintain capital levels adequate to support the insurance and reinsurance operations, including financial strength ratings issued by independent rating agencies, which are discussed later.

 

We assess which subsidiaries to draw dividends from based on a number of factors. Considerations such as regulatory and legal restrictions as well as the subsidiary’s financial condition are paramount to the dividend decision. The legal restrictions on the payment of dividends from retained earnings by our Bermuda subsidiaries are currently satisfied by the share capital and additional paid-in capital of each of the Bermuda subsidiaries. During the nine months ended September 30, 2003, ACE Bermuda declared and paid dividends of $281 million, compared with $260 million for the same period in 2002. We received dividends of $25 million from ACE Cap Re International Ltd. during the nine months ended September 30, 2003, compared with no dividends in 2002. We expect that a majority of our cash inflows for 2003 will be from our Bermuda subsidiaries.

 

The payment of any dividends from ACE Global Markets or its subsidiaries would be subject to applicable U.K. insurance laws and regulations including those promulgated by the Society of Lloyd’s. ACE INA’s and ACE Financial Services’ U.S. insurance subsidiaries may pay dividends, without prior regulatory approval, only from earned surplus and subject to certain annual limitations and the maintenance of a minimum capital requirement. ACE INA’s international subsidiaries are also subject to insurance laws and regulations particular to the countries in which the subsidiaries operate. These laws and regulations include restrictions that limit the amount of dividends payable without prior approval of regulatory insurance authorities.

 

We did not receive any dividends from ACE Global Markets or ACE INA during the nine months ended September 30, 2003 nor do we expect to receive dividends from these subsidiaries during the remainder of 2003. Under the Lloyd’s accounting model, syndicates in Lloyd’s operate each year as an annual venture. Each year of account is held open for three years. At the end of three years, the year of account purchases reinsurance from the next open year, which is known as reinsurance to close or RITC, and distributes the remaining funds to the investors in the syndicate. ACE Global Markets has historically retained these funds for operational purposes. ACE INA issued debt to provide partial financing for the ACE INA Acquisition and for other operating needs. This debt is serviced by dividends paid by ACE INA’s insurance subsidiaries to ACE INA as well as other group resources. ACE Financial Services’ U.S. insurance subsidiaries are limited in their dividend paying abilities due to their need to maintain their AA and AAA financial strength ratings.

 

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Our consolidated sources of funds consist primarily of net premiums written, net investment income and proceeds from sales and maturities of investments. Funds are used primarily to pay claims, operating expenses, dividends and for the purchase of investments. After satisfying our cash requirements, excess cash flows from these underwriting and investing activities are invested.

 

Our insurance and reinsurance operations provide liquidity in that premiums are received in advance, sometimes substantially in advance, of the time claims are paid. Our consolidated net cash flow from operating activities was $2.6 billion for the nine months ended September 30, 2003, compared with $1.6 billion for the same period last year. The positive operating cash flows were generated from an increase in net premiums written of $1.6 billion for the nine months ended September 30, 2003, offset by an increase in net losses and loss expenses paid of $474 million. Generally cash flows are affected by claim payments which, due to the nature of our operations, may comprise large loss payments on a limited number of claims and therefore can fluctuate significantly from year to year. The irregular timing of these loss payments can create significant variations in cash flows from operations between periods. Sources of liquidity include cash from operations, financing arrangements or routine sales of investments. Although our ongoing operations continue to generate positive cash flows, our cash flows are currently impacted by a large book of loss reserves from businesses in run-off. The run-off operations generated negative operating cash flows of $503 million for the nine months ended September 30, 2003, compared with $415 million for the same period in 2002, primarily due to claim payments. The run-off book of business continues to require cash to meet its liabilities and cash flows are very dependent on the timing of claim settlements.

 

Both internal and external forces influence our financial condition, results of operations and cash flows. Claim settlements, premium levels and investment returns may be impacted by changing rates of inflation and other economic conditions. In many cases, significant periods of time, ranging up to several years or more, may lapse between the occurrence of an insured loss, the reporting of the loss to us and the settlement of the liability for that loss. We believe that our cash balances, cash flow from operations, routine sales of investments and the liquidity provided by our credit facilities, as discussed below are adequate to meet expected cash requirements.

 

ACE and its subsidiaries are assigned debt and financial strength (insurance) ratings from internationally recognized rating agencies, including S&P, A.M. Best, Moody’s Investors Service and Fitch IBCA. The ratings issued on our companies by these agencies are announced publicly and are available directly from the agencies. Our website, www.acelimited.com also contains some information about our ratings, which you can find under the “Investor Information” tab.

 

Financial strength ratings represent the opinions of the rating agencies on the financial strength of a company and its capacity to meet the obligations of insurance policies. Independent ratings are one of the important factors that establish our competitive position in the insurance markets. The rating agencies consider many factors in determining the financial strength rating of an insurance company, including the relative level of statutory surplus necessary to support the business operations of the company. These ratings are based upon factors relevant to policyholders, agents and intermediaries and are not directed toward the protection of investors. Such ratings are not recommendations to buy, sell or hold securities.

 

Debt ratings apply to short- and long-term debt as well as preferred stock. These ratings are assessments of the likelihood that we will make timely payments of principal and interest and preferred stock dividends.

 

It is possible that, in the future, one or more of the rating agencies may reduce our existing ratings. If one or more of our ratings were downgraded, we could incur higher borrowing costs and our ability to access the capital markets could be impacted. In addition, our insurance and reinsurance operations could be adversely impacted by a downgrade in our financial strength ratings, including a possible reduction in demand for our products in certain markets.

 

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Capital Resources

 

Capital resources consist of funds deployed or available to be deployed to support our business operations. The following table summarizes the components of our capital resources at September 30, 2003 and December 31, 2002.

 

     September 30     December 31  
     2003

    2002

 
     (in millions of U.S. dollars)  

Short-term debt

   $ 146     $ 146  

Long-term debt

     1,749       1,749  
    


 


Total debt

     1,895       1,895  
    


 


Trust preferred securities

     475       475  

Mezzanine equity

     —         311  

Preferred Shares

     557       —    

Ordinary shareholders’ equity

     7,789       6,389  
    


 


Total shareholders’ equity

     8,346       6,389  
    


 


Total capitalization

   $ 10,716     $ 9,070  
    


 


Ratio of debt to total capitalization

     17.7 %     20.9 %

 

We believe our financial strength provides us with the flexibility and capacity to obtain funds externally through debt or equity financing on both a short-term and long-term basis. Our ability to access the capital markets is dependent on, among other things, market conditions and our perceived financial strength. We have accessed both the debt and equity markets from time to time.

 

Shareholders’ Equity

 

In May 2003, we sold in a public offering 23 million depositary shares, each representing one-tenth of one of our 7.80 percent Cumulative Redeemable Preferred Shares for $25 per depositary share for net proceeds of $557 million. Gross proceeds from the sale of the Preferred Shares were $575 million and related expenses were $18 million. We used the net proceeds to make additional capital contributions to some of our subsidiaries and for general corporate purposes. This offering was made under our universal shelf registration statement with the SEC, which became effective in February 2003, allowing us to offer a number of different types of debt and equity securities up to a total offering price of $1.5 billion. Dividends on the Preferred Shares are payable quarterly, when and if declared by our Boards of Directors, in arrears on March 1, June 1, September 1 and December 1 of each year. On September 1, 2003 we paid dividends of $4.9292 per Preferred Share to shareholders of record on August 31, 2003. This translates to $0.49292 per depositary share. We also declared a dividend of $4.875 per Preferred Share payable on December 1, 2003 to shareholders of record at the close of business on November 30, 2003. This translates to $0.4875 per depositary share.

 

Our diluted book value per Ordinary Share increased to $27.76 at September 30, 2003 compared with $24.16 at December 31, 2002. In calculating our diluted book value per Ordinary Share, we include in the denominator in-the-money options together with the 11.8 million shares issued upon conversion of the FELINE PRIDES. The expected proceeds from the in-the-money options are included in the numerator. Shareholders’ equity increased by $2 billion during the nine months ended September 30, 2003. This increase is due to the issuance of the Preferred Shares; our net income, conversion of the FELINE PRIDES which increased shareholder’s equity by $311 million, and unrealized gains on our investment portfolio of $211 million. Partially offsetting these increases, were $172 million of dividends declared on Ordinary and Preferred Shares during the nine months ended September 30, 2003.

 

As part of our capital management program, in November 2001, our Board of Directors authorized the repurchase of any ACE issued debt or capital securities including Ordinary Shares, up to $250 million. At September 30, 2003, this authorization had not been utilized.

 

On January 10, 2003 and April 14, 2003, we paid dividends of 17 cents per Ordinary Share to shareholders of record on December 27, 2002 and March 31, 2003, respectively. On July 14, 2003 and October 14, 2003, we paid dividends of 19 cents per Ordinary Share to shareholders of record on June 30, 2003 and September 30, 2003,

 

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respectively. On November 13, 2003, we declared a dividend of 19 cents per Ordinary share payable on January 14, 2004 to shareholders of record on December 31, 2003. We have paid dividends each quarter since we became a public company in 1993. However, the declaration, payment and value of future dividends on Ordinary shares is at the discretion of our Board of Directors and will be dependent upon our profits, financial requirements and other factors, including legal restrictions on the payment of dividends and such other factors as our Board of Directors deems relevant.

 

Mezzanine Equity

 

In 2000, we publicly offered and issued 6,221,000 FELINE PRIDES for aggregate net proceeds of $311 million. Each FELINE PRIDE initially consisted of a unit referred to as an Income PRIDE. Each Income PRIDE consisted of (i) one 8.25 percent Cumulative Redeemable Preferred Share, Series A, liquidation preference $50 per share, and (ii) a purchase contract pursuant to which the holder of the Income PRIDE agreed to purchase from us, on May 16, 2003, $311 million of Ordinary Shares at the applicable settlement rate. On May 16, 2003, we issued approximately 11.8 million Ordinary Shares, in satisfaction of the purchase contracts underlying our FELINE PRIDES. In consideration, on June 16, 2003, we redeemed all of our 8.25 percent Cumulative Redeemable Preferred Shares, Series A, at a rate representing an issuance of 1.8991 Ordinary Shares per preferred share.

 

Credit Facilities

 

The following table shows our credit facilities by credit line, usage, expiry date and purpose at September 30, 2003.

 

     Credit Line

   Usage

  

Expiry Date


  

Purpose


Liquidity Facilities

                       

ACE Limited1

   $ 500    $ —      April 2004    General Corporate

ACE Limited1,2

     250      64    May 2005    General Corporate

ACE Guaranty Corp

     140      —      May 2004    General Corporate

Secured Operational LOC Facilities

                       

ACE Limited

     500      283    Sept. 2006    General Corporate

Unsecured Operational LOC Facilities

                       

ACE Limited

     500      264    Sept. 2004    General Corporate

ACE Limited

     100      84    Oct. 2004    General Corporate

ACE Global Markets

     200      200    Oct. 2004    General Corporate

ACE Tempest Re

     200      130    Dec. 2003    General Corporate

ACE International

     19      19    Various    General Corporate

Unsecured Capital Facilities

                       

ACE Guaranty Corp

     175      —      Nov. 2009    Rating Agency Capital

ACE Global Markets3

     635      635    Nov. 2007   

Underwriting capacity for

Lloyd’s Syndicate 2488-2004 capacity of £550 million (approximately $919 million)

    

  

         

Total

   $ 3,219    $ 1,679          
    

  

         
1. Commercial paper back-up facility
2. May also be used for LOCs
3. Unsecured letters of credit are placed with Lloyds as capital on behalf of ACE’s corporate capital vehicles

 

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Some of the facilities noted above require that we maintain certain covenants, all of which have been met at September 30, 2003. These covenants include:

 

(i)    maintenance of a minimum consolidated net worth covenant of not less than $4.4 billion plus 25 per cent of Consolidated Net Income for each fiscal quarter ending on or after March 31, 2003 for which such Consolidated Net Income is positive, plus 50 percent of net proceeds of any issuance of equity interests (other than the net proceeds from any issuance of equity interests in substitution and replacement of other equity interests to the extent such net proceeds do not exceed the amount of a substantially contemporaneous redemption of equity interests) subsequent to March 31, 2003, and;

 

(ii)    maintenance of a maximum debt to total capitalization ratio of not greater than 0.35 to 1. Under this covenant, debt does not include trust preferred securities or mezzanine equity, except where the ratio of the sum of trust preferred securities and mezzanine equity to total capitalization is greater than 15 percent. In this circumstance, the amount greater than 15 percent would be included in the debt to total capitalization ratio.

 

At September 30, 2003, (a) the minimum consolidated net worth requirement under the covenant described in (i) above was $5.1 billion and our actual consolidated net worth as calculated under that covenant was $7.7 billion; and (b) our ratio of debt to total capitalization was 0.18 to 1.

 

Certain facilities are guaranteed by either operating subsidiaries or ACE Limited.

 

In addition to these covenants, the ACE Global Markets capital facility requires that collateral be posted if the financial strength rating of ACE Bermuda falls to S&P BBB+ or lower.

 

Our failure to comply with the covenants under any credit facility would, subject to grace periods in the case of certain covenants, result in an event of default. This could require us to repay any outstanding borrowings or to cash collateralize letters of credit under such facility. An event of default under one or more credit facilities with outstanding credit extensions of $25 million or more would result in an event of default under all of the facilities described above.

 

As our Bermuda subsidiaries are not admitted insurers and reinsurers in the U.S., the terms of certain insurance and reinsurance contracts require them to provide LOCs to clients. In addition, ACE Global Markets is required to satisfy certain U.S. regulatory trust fund requirements which can be met by the issuance of LOCs.

 

New Accounting Pronouncements

 

In July 2003, the Accounting Standards Executive Committee issued Statement of Position 03-1, “Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts” (SOP 03-1). This Statement of Position provides guidance on accounting and reporting by insurance enterprises for certain nontraditional long-duration contracts and for separate accounts and is effective for financial statements for fiscal years beginning after December 15, 2003. At the date of initial application of this SOP, we are required to make various determinations, such as qualification for separate account treatment, classification of securities in separate account arrangements, significance of mortality and morbidity risk, adjustments to contract holder liabilities, and adjustments to estimated gross profits as defined in SFAS No. 97, “Accounting and Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale of Investments”. We are currently evaluating the impact of adoption of SOP 03-1 on our financial condition and results of operations.

 

In May 2003, Financial Accounting Standards Board (FASB) issued FAS No. 150, “Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity” (FAS 150), which establishes standards for classifying and measuring certain financial instruments with characteristics of both liabilities and equity. FAS 150 requires the classification of a financial instrument that is within its scope as a liability (or an asset in some circumstances). The adoption of FAS No. 150 did not impact our financial condition or our results of operations.

 

In April 2003, FASB issued FAS No. 149, “Amendment of Statement 133 on Derivative Instruments and Hedging Activities” (FAS 149), which amends and clarifies financial accounting and reporting for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as

 

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derivatives) and for hedging activities under FAS No. 133. FAS 149 is effective for contracts entered into or modified after June 30, 2003 and for hedging relationships designated after June 30, 2003. The adoption of FAS 149 did not have a material impact on our financial condition or our results of operations.

 

In January 2003, FASB issued FASB Interpretation No. 46, “Consolidation of Variable Interest Entities” (FIN 46), which requires consolidation of all variable interest entities (VIE) by the primary beneficiary, as these terms are defined in FIN 46. In addition, it requires expanded disclosure for all VIEs. FIN 46 is effective immediately for VIEs created after January 31, 2003. On October 9, 2003, FASB deferred the effective date of FIN 46 for VIEs that existed prior to February 1, 2003, until the end of the first interim or annual period ending after December 15, 2003. Based on the guidance and interpretations issued to date, we do not expect the adoption of FIN 46 to have a material impact on our financial condition or our results of operations.

 

In December 2002, FASB issued FAS No. 148, “Accounting for Stock-Based Compensation-Transition and Disclosure” (FAS 148). FAS 148 provides alternative methods of transitioning for a voluntary change to the fair-value based method of accounting for stock-based employee compensation. FAS 148 amends the disclosure requirements of FAS No. 123 (FAS 123) to require prominent disclosures in both annual and interim financial statements about the method of accounting for stock-based compensation and the effect of the method used on reported results. We continue to account for stock-based compensation plans in accordance with Accounting Principles Board Opinion No. 25 (APB 25).

 

Item 3.    Quantitative and Qualitative Disclosures About Market Risk

 

Market Sensitive Instruments and Risk Management

 

Market risk represents the potential for loss due to adverse changes in the fair value of financial instruments. We are exposed to potential loss to various market risks, including changes in interest rates and foreign currency exchange rates. Our investment portfolio consists of both fixed income and equity securities, denominated in both U.S. and foreign currencies, which are sensitive to changes in interest rates, equity prices and foreign currency exchange rates. Therefore our net income is affected by changes in interest rates, equity prices and foreign currency exchange rates. We use investment derivative instruments such as futures, options, interest rate swaps, and foreign currency forward contracts to manage the duration of our investment portfolio and foreign currency exposures and also to obtain exposure to a particular financial market. These instruments are sensitive to changes in interest rates, foreign currency exchange rates and equity security prices. The portfolio includes other market sensitive instruments, which are subject to changes in market values with changes in interest rates.

 

Duration Management and Market Exposure Management

 

We use financial futures, options, interest rate swaps and foreign currency forward contracts for the purpose of managing certain investment portfolio exposures. These instruments are recognized as assets or liabilities in our consolidated financial statements and changes in market value are included in net realized gains or losses in the consolidated statements of operations.

 

Our exposure to interest rate risk is concentrated in our fixed income portfolio, and to a lesser extent, our debt obligations. A hypothetical adverse parallel shift in the yield curve of 100 basis points would have resulted in a decrease in total return of 3.4 percent on our fixed income portfolio at September 30, 2003 and 3.1 percent at December 31, 2002. This equates to a decrease in market value of approximately $647 million on a fixed income portfolio valued at $19.2 billion at September 30, 2003, and approximately $488 million on a fixed income portfolio valued at $15.7 billion at December 31, 2002. An immediate time horizon was used as this presents the worst case scenario.

 

Our portfolio of equity securities, which we carry on our balance sheet at fair value, has exposure to price risk. This risk is defined as the potential loss in fair value resulting from adverse changes in stock prices. In addition, we attain exposure to the equity markets through the use of derivative instruments which also have exposure to price risk. Our U.S. equity portfolio is highly correlated with the S&P 500 index and changes in that index would approximate the impact on our portfolio. Our international equity portfolio has exposure to a broad

 

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range of non-U.S. equity markets, primarily in those countries where we have insurance operations. This portfolio is correlated to movement in each of these countries’ broad equity market. The combined equity exposure through both our portfolios of equity securities and derivative instruments was valued at $565 million at September 30, 2003. A hypothetical 10 percent decline in the price of each stock in our portfolio of equity securities and the index correlated to the derivative instruments would have resulted in a $57 million decline in fair value. Changes in fair value of these derivative instruments are recorded as net realized gains (losses) in the consolidated statements of operations. Changes in the fair value of our equity portfolio are recorded as unrealized appreciation (depreciation) and are included as other comprehensive income in shareholders’ equity.

 

Our exposure to foreign exchange risk is concentrated in our net invested assets denominated in foreign currencies. Our international operations use cash flows to purchase investments to match insurance reserves and other liabilities denominated in the same currencies.

 

Derivatives

 

FAS 133 establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as derivatives), and for hedging activities, and requires that an entity recognize all derivatives as either assets or liabilities on the consolidated balance sheet and measure those instruments at fair value.

 

We maintain investments in derivative instruments such as futures, options, interest rate swaps and foreign currency forward contracts for which the primary purposes are to manage duration and foreign currency exposure, yield enhancement or to obtain an exposure to a particular financial market. If certain conditions are met, a derivative may be specifically designated as a fair value cash flow or foreign currency hedge. The accounting for changes in the fair value of a derivative (that is, gains and losses) depends on the intended use of the derivative and the resulting designation. Upon application of FAS 133, hedging relationships must be designated and documented pursuant to the provisions of this statement. We had no derivatives that were designated as hedges at September 30, 2003 and December 31, 2002.

 

Certain products — principally credit protection oriented — issued by the Financial Services segment have been determined to meet the definition of a derivative under FAS 133. These products consist primarily of credit-default swaps. We record these products at their fair values, which are determined principally through the use of in-house developed financial models.

 

During the nine months ended September 30, 2003, we recorded in net realized gains (losses), a pretax gain of $76 million due principally to changes in the market value of these instruments and the reclassification of losses from net realized gains (losses) to losses and loss expenses as a result of recording loss reserves on certain contracts. This compares with a pretax loss of $97 million for the same period in 2002. The level of gains and losses resulting from changes in the fair value of derivatives on a prospective basis is dependent upon a number of factors including changes in probability of default, credit spreads and other market factors. Our involvement with derivative instruments and transactions is primarily to offer protection to others or to mitigate our own risk; we do not consider such transactions to be speculative.

 

Item 4.    Controls and Procedures

 

As of the end of the period covered by this report, the Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as defined in Rule 13a-15 under the Securities Exchange Act of 1934. Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective in allowing information required to be disclosed in reports filed under the Securities and Exchange Act of 1934 to be recorded, processed, summarized and reported within time periods specified in the rules and forms of the SEC.

 

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ACE LIMITED

PART II OTHER INFORMATION

 

Item 1.    Legal Proceedings

 

Our insurance subsidiaries are subject to claims litigation involving disputed interpretations of policy coverages and in some jurisdictions, direct actions by allegedly injured persons seeking damages from policyholders. These lawsuits involving claims on policies issued by our subsidiaries which are typical to the insurance industry in general and in the normal course of business, are considered in our loss and loss expense reserves which are discussed in the unpaid losses and loss expenses discussion. In addition to claims litigation, we and our subsidiaries are subject to lawsuits and regulatory actions in the normal course of business that do not arise from or directly relate to claims on insurance policies. This category of business litigation typically involves, inter alia, allegations of underwriting errors or misconduct, employment claims, regulatory activity or disputes arising from our business ventures. While the outcomes of the business litigation involving us cannot be predicted with certainty at this point, we are disputing and will continue to dispute allegations against us that are without merit and believe that the ultimate outcomes of matters in this category of business litigation will not have a material adverse effect on our financial condition, future operating results or liquidity, although an adverse resolution of a number of these items could have a material adverse effect on our results of operations in a particular quarter or fiscal year.

 

Item 5.    Other Information

 

1. On November 13, 2003, the Company declared a quarterly dividend of $0.19 per Ordinary Share payable on January 14, 2004, to shareholders of record on December 31, 2003.

 

2. On November 13, 2003, the Company declared a dividend of $4.875 per Preferred Share, payable on December 1, 2003 to shareholders of record on November 30, 2003.

 

3. On October 14, 2003, the Company announced the appointment of Paul Medini, as Chief Accounting Officer of ACE Limited. Paul Medini was most recently a partner in the P&C insurance practice of PricewaterhouseCoopers. Mr. Medini’s position was previously held by Robert Blee, who became ACE Limited’s Chief Compliance Officer in March 2003.

 

Item 6.    Exhibits and Reports on Form 8-K

 

1.    Exhibits
10.1    Reimbursement agreement for $500,000,000 Letter of Credit Facility dated as of September 25, 2003, among ACE Limited, certain subsidiaries, various lenders and Wachovia Securities, Inc.
10.2    Reimbursement agreement for $500,000,000 secured Letter of Credit Facility dated as of September 25, 2003, among ACE Limited, certain subsidiaries, various lenders and Wachovia Securities, Inc.
31.1    Certification Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
31.2    Certification Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
32.1    Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.
32.2    Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.
2.    Reports on Form 8-K

 

The Company filed a Form 8-K current report (date of earliest event reported: October 28, 2003) pertaining to ACE Limited’s press release reporting its third quarter 2003 results and the availability of its third quarter financial supplement.

 

 

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ACE LIMITED

SIGNATURES

 

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

 

       

ACE LIMITED

November 13, 2003      

/S/    BRIAN DUPERREAULT

     
       

Brian Duperreault

Chairman and Chief Executive Officer

November 13, 2003      

/S/    PHILIP V. BANCROFT

     
       

Philip V. Bancroft

Chief Financial Officer

 

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ACE LIMITED

EXHIBITS

 

Exhibit

Number


  

Description


  

Numbered

Page


     Exhibits     
10.1    Reimbursement agreement for $500,000,000 Letter of Credit Facility dated as of September 25, 2003, among ACE Limited, certain subsidiaries, various lenders and Wachovia Securities, Inc.     
10.2    Reimbursement agreement for $500,000,000 secured Letter of Credit Facility dated as of September 25, 2003, among ACE Limited, certain subsidiaries, various lenders and Wachovia Securities, Inc.     
31.1    Certification Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.     
31.2    Certification Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.     
32.1    Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.     
32.2    Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.     

 

 

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