ý
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Bermuda
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Not Applicable
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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141 Front Street
Hamilton, Bermuda
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HM 19
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(Address of principal executive offices)
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(Zip Code)
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Securities registered pursuant to Section 12(b) of the Exchange Act:
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Title of Each Class
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Name of Each Exchange on Which Registered
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Ordinary Shares, 0.15144558¢ par value
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New York Stock Exchange, Inc.
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7.401% Perpetual Non-Cumulative Preference Shares
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New York Stock Exchange, Inc.
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7.250% Perpetual Non-Cumulative Preference Shares
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New York Stock Exchange, Inc.
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5.95% Fixed-to-Floating Rate Perpetual Non-Cumulative Preference Shares
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New York Stock Exchange, Inc.
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Page
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Aspen Holding and Subsidiaries
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Forward-Looking Statements
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PART I
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Item 1.
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Business
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Item 1A.
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Risk Factors
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Item 1B.
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Unresolved Staff Comments
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Item 2.
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Properties
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Item 3.
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Legal Proceedings
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Item 4.
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Mine Safety Disclosures
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PART II
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Item 5.
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Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
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Item 6.
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Selected Financial Data
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Item 7.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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Item 7A.
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Quantitative and Qualitative Disclosures about Market Risk
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Item 8.
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Financial Statements and Supplementary Data
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Item 9.
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
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Item 9A.
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Controls and Procedures
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Item 9B
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Other Information
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PART III
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Item 10.
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Directors, Executive Officers and Corporate Governance
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Item 11.
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Executive Compensation
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Item 12.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
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Item 13.
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Certain Relationships and Related Transactions, and Director Independence
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Item 14.
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Principal Accounting Fees and Services
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PART IV
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Item 15.
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Exhibits, Financial Statement Schedules
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Index to Consolidated Financial Statements and Reports
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||
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•
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our ability to successfully implement steps to further optimize the business portfolio, ensure capital efficiency and enhance investment returns;
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•
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the possibility of greater frequency or severity of claims and loss activity, including as a result of natural or man-made (including economic and political risks) catastrophic or material loss events, than our underwriting, reserving, reinsurance purchasing or investment practices have anticipated;
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•
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the assumptions and uncertainties underlying reserve levels that may be impacted by future payments for settlements of claims and expenses or by other factors causing adverse or favorable development;
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•
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the reliability of, and changes in assumptions to, natural and man-made catastrophe pricing, accumulation and estimated loss models;
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•
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decreased demand for our insurance or reinsurance products and cyclical changes in the highly competitive insurance and reinsurance industry;
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•
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increased competition from existing insurers and reinsurers and from alternative capital providers and insurance-linked funds and collateralized special purpose insurers on the basis of pricing, capacity, coverage terms, new capital, binding authorities to brokers, or other factors and the related demand and supply dynamics as contracts come up for renewal;
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•
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changes in general economic conditions, including inflation, deflation, foreign currency exchange rates, interest rates and other factors that could affect our financial results;
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•
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the risk of a material decline in the value or liquidity of all or parts of our investment portfolio;
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•
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evolving issues with respect to interpretation of coverage after major loss events;
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•
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our ability to adequately model and price the effects of climate cycles and climate change;
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•
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any intervening legislative or governmental action and changing judicial interpretation and judgments on insurers’ liability to various risks;
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•
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the effectiveness of our risk management loss limitation methods, including our reinsurance purchasing;
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•
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changes in the total industry losses, or our share of total industry losses, resulting from past events such as the German hailstorms, floods and other catastrophes in 2013, Superstorm Sandy in 2012, the Costa Concordia incident in early 2012, the floods in Thailand, various losses from the U.S. storms and the earthquake and ensuing tsunami in Japan in 2011, the floods in Australia in late 2010 and early 2011, the Deepwater Horizon incident in the Gulf of Mexico in 2010, the Chilean and the New Zealand Earthquakes in 2010 and 2011, and, with respect to such events, our reliance on loss reports received from cedants and loss adjustors, our reliance on industry loss estimates and those generated by modeling techniques, changes in rulings on flood damage or other exclusions as a result of prevailing lawsuits and case law;
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•
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the impact of one or more large losses from events other than natural catastrophes or by an unexpected accumulation of attritional losses;
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•
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the impact of acts of terrorism, acts of war and related legislation;
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•
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any changes in our reinsurers’ credit quality and the amount and timing of reinsurance recoverables;
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•
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changes in the availability, cost or quality of reinsurance or retrocessional coverage;
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•
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the continuing and uncertain impact of the current depressed lower growth economic environment in many of the countries in which we operate;
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•
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the level of inflation in repair costs due to limited availability of labor and materials after catastrophes;
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•
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a decline in our Operating Subsidiaries’ ratings with Standard & Poor’s Ratings Services (“S&P”), A.M. Best Company Inc. (“A.M. Best”) or Moody’s Investors Service Inc. (“Moody’s”);
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•
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the failure of our reinsurers, policyholders, brokers or other intermediaries to honor their payment obligations;
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•
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our ability to execute our business plan to enter new markets, introduce new products and develop new distribution channels, including their integration into our existing operations;
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•
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our reliance on the assessment and pricing of individual risks by third parties;
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•
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our dependence on a few brokers for a large portion of our revenues;
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•
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the persistence of heightened financial risks, including excess sovereign debt, the banking system and the Eurozone debt crisis;
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•
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changes in our ability to exercise capital management initiatives (including our share repurchase program) or to arrange banking facilities as a result of prevailing market conditions or changes in our financial position;
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•
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changes in government regulations or tax laws in jurisdictions where we conduct business;
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•
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changes in accounting principles or policies or in the application of such accounting principles or policies;
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•
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Aspen Holdings or Aspen Bermuda becoming subject to income taxes in the United States or the United Kingdom;
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•
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loss of one or more of our senior underwriters or key personnel;
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•
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our reliance on information and technology and third-party service providers for our operations and systems; and
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•
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increased counterparty risk due to the credit impairment of financial institutions.
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Item 1.
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Business
|
|
|
|
Twelve Months Ended December 31, 2013
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Twelve Months Ended December 31, 2012
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Twelve Months Ended December 31, 2011
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|||||||||||||||
Business Segment
|
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Gross
Written Premiums
|
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% of Total
|
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Gross
Written Premiums
|
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% of Total
|
|
Gross
Written Premiums
|
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% of Total
|
|||||||||
|
|
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($ in millions, except for percentages)
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|||||||||||||||||||
Reinsurance
|
|
$
|
1,133.9
|
|
|
42.8
|
%
|
|
$
|
1,227.9
|
|
|
47.5
|
%
|
|
$
|
1,187.5
|
|
|
53.8
|
%
|
|
Insurance
|
|
1,512.8
|
|
|
57.2
|
|
|
1,355.4
|
|
|
52.5
|
|
|
1,020.3
|
|
|
46.2
|
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||||
Total
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$
|
2,646.7
|
|
|
100.0
|
%
|
|
$
|
2,583.3
|
|
|
100.0
|
%
|
|
$
|
2,207.8
|
|
|
100.0
|
%
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
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|||||||||||||||
Reinsurance
|
|
|
Gross
Written Premiums
|
|
% of Total
|
|
Gross
Written Premiums |
|
% of Total
|
|
Gross
Written
Premiums
|
|
% of Total
|
|||||||||
|
|
|
($ in millions, except for percentages)
|
|||||||||||||||||||
Australia/Asia
|
|
$
|
100.2
|
|
|
8.8
|
%
|
|
$
|
132.4
|
|
|
10.8
|
%
|
|
$
|
122.3
|
|
|
10.3
|
%
|
|
Caribbean
|
|
9.7
|
|
|
0.9
|
|
|
8.2
|
|
|
0.7
|
|
|
9.5
|
|
|
0.8
|
|
||||
Europe (excluding U.K.)
|
|
101.8
|
|
|
9.0
|
|
|
97.1
|
|
|
7.9
|
|
|
93.8
|
|
|
7.9
|
|
||||
United Kingdom
|
|
15.6
|
|
|
1.4
|
|
|
26.9
|
|
|
2.2
|
|
|
27.3
|
|
|
2.3
|
|
||||
United States & Canada
(1)
|
|
466.2
|
|
|
41.1
|
|
|
528.6
|
|
|
43.0
|
|
|
547.4
|
|
|
46.1
|
|
||||
Worldwide excluding United States
(2)
|
|
53.0
|
|
|
4.7
|
|
|
62.9
|
|
|
5.1
|
|
|
61.8
|
|
|
5.2
|
|
||||
Worldwide including United States
(3)
|
|
331.7
|
|
|
29.3
|
|
|
316.6
|
|
|
25.8
|
|
|
274.3
|
|
|
23.1
|
|
||||
Others
|
|
55.7
|
|
|
4.8
|
|
|
55.2
|
|
|
4.5
|
|
|
51.1
|
|
|
4.3
|
|
||||
Total
|
|
$
|
1,133.9
|
|
|
100.0
|
%
|
|
$
|
1,227.9
|
|
|
100.0
|
%
|
|
$
|
1,187.5
|
|
|
100.0
|
%
|
(1)
|
“United States and Canada” comprises individual policies that insure risks specifically in the United States and/or Canada, but not elsewhere.
|
(2)
|
“Worldwide excluding the United States” comprises individual policies that insure risks wherever they may be across the world but specifically excludes the United States.
|
(3)
|
“Worldwide including the United States” comprises individual policies that insure risks wherever they may be across the world but specifically includes the United States.
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
|||||||||||||||
Reinsurance
|
|
|
Gross
Written Premiums
|
|
% of Total
|
|
Gross
Written Premiums |
|
% of Total
|
|
Gross
Written
Premiums
|
|
% of Total
|
|||||||||
|
|
|
($ in millions, except for percentages)
|
|||||||||||||||||||
Property catastrophe reinsurance
|
|
$
|
273.3
|
|
|
24.1
|
%
|
|
$
|
311.3
|
|
|
25.4
|
%
|
|
$
|
306.9
|
|
|
25.9
|
%
|
|
Other property reinsurance
|
|
302.8
|
|
|
26.7
|
|
|
313.4
|
|
|
25.5
|
|
|
279.1
|
|
|
23.5
|
|
||||
Casualty reinsurance
|
|
312.3
|
|
|
27.5
|
|
|
337.5
|
|
|
27.5
|
|
|
309.1
|
|
|
26.0
|
|
||||
Specialty reinsurance
|
|
245.5
|
|
|
21.7
|
|
|
265.7
|
|
|
21.6
|
|
|
292.4
|
|
|
24.6
|
|
||||
Total
|
|
$
|
1,133.9
|
|
|
100.0
|
%
|
|
$
|
1,227.9
|
|
|
100.0
|
%
|
|
$
|
1,187.5
|
|
|
100.0
|
%
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
|||||||||||||||
Insurance
|
|
|
Gross
Written Premiums
|
|
% of Total
|
|
Gross
Written Premiums |
|
% of Total
|
|
Gross
Written
Premiums
|
|
% of Total
|
|||||||||
|
|
|
($ in millions, except for percentages)
|
|||||||||||||||||||
Australia/Asia
|
|
$
|
8.2
|
|
|
0.5
|
%
|
|
$
|
6.9
|
|
|
0.5
|
%
|
|
$
|
7.3
|
|
|
0.7
|
%
|
|
Caribbean
|
|
4.7
|
|
|
0.3
|
|
|
4.0
|
|
|
0.3
|
|
|
2.9
|
|
|
0.3
|
|
||||
Europe (excluding U.K.)
|
|
10.4
|
|
|
0.7
|
|
|
15.9
|
|
|
1.2
|
|
|
9.4
|
|
|
0.9
|
|
||||
United Kingdom
|
|
150.8
|
|
|
10.0
|
|
|
141.7
|
|
|
10.5
|
|
|
118.4
|
|
|
11.6
|
|
||||
United States & Canada
(1)
|
|
713.4
|
|
|
47.2
|
|
|
578.3
|
|
|
42.7
|
|
|
328.2
|
|
|
32.2
|
|
||||
Worldwide excluding United States
(2)
|
|
92.7
|
|
|
6.1
|
|
|
88.8
|
|
|
6.6
|
|
|
95.7
|
|
|
9.4
|
|
||||
Worldwide including United States
(3)
|
|
495.7
|
|
|
32.8
|
|
|
494.2
|
|
|
36.4
|
|
|
424.4
|
|
|
41.6
|
|
||||
Others
|
|
36.9
|
|
|
2.4
|
|
|
25.6
|
|
|
1.8
|
|
|
34.0
|
|
|
3.3
|
|
||||
Total
|
|
$
|
1,512.8
|
|
|
100.0
|
%
|
|
$
|
1,355.4
|
|
|
100.0
|
%
|
|
$
|
1,020.3
|
|
|
100.0
|
%
|
(1)
|
“United States and Canada” comprises individual policies that insure risks specifically in the United States and/or Canada, but not elsewhere.
|
(2)
|
“Worldwide excluding the United States” comprises individual policies that insure risks wherever they may be across the world but specifically excludes the United States.
|
(3)
|
“Worldwide including the United States” comprises individual policies that insure risks wherever they may be across the world but specifically includes the United States.
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
|||||||||||||||
Insurance
|
|
|
Gross
Written Premiums
|
|
% of Total
|
|
Gross
Written Premiums |
|
% of Total
|
|
Gross
Written
Premiums
|
|
% of Total
|
|||||||||
|
|
|
($ in millions, except for percentages)
|
|||||||||||||||||||
Property insurance
|
|
$
|
236.0
|
|
|
15.6
|
%
|
|
$
|
239.7
|
|
|
17.7
|
%
|
|
$
|
202.3
|
|
|
19.8
|
%
|
|
Casualty insurance
|
|
265.4
|
|
|
17.5
|
|
|
192.8
|
|
|
14.2
|
|
|
127.2
|
|
|
12.4
|
|
||||
Marine, aviation, energy and construction insurance
|
|
523.4
|
|
|
34.6
|
|
|
530.9
|
|
|
39.2
|
|
|
432.2
|
|
|
42.4
|
|
||||
Financial and professional lines insurance
|
|
335.3
|
|
|
22.2
|
|
|
271.6
|
|
|
20.0
|
|
|
230.5
|
|
|
22.6
|
|
||||
Programs
|
|
152.7
|
|
|
10.1
|
|
|
120.4
|
|
|
8.9
|
|
|
28.1
|
|
|
2.8
|
|
||||
Total
|
|
$
|
1,512.8
|
|
|
100.0
|
%
|
|
$
|
1,355.4
|
|
|
100.0
|
%
|
|
$
|
1,020.3
|
|
|
100.0
|
%
|
•
|
operate within agreed boundaries as defined by the Aspen Underwriting Principles for the relevant line of business;
|
•
|
operate within prescribed maximum underwriting authority limits, which we delegate in accordance with an understanding of each individual’s capabilities, tailored to the lines of business written by the particular underwriter;
|
•
|
evaluate the underlying data provided by clients and adjust such data where we believe it does not adequately reflect the underlying exposure;
|
•
|
price each submission based on our experience in the line of business, and where appropriate, by deploying one or more actuarial models either developed internally or licensed from third-party providers;
|
•
|
where appropriate, make use of peer review to sustain high standards of underwriting discipline and consistency; other than for simpler insurance risks, risks underwritten are subject to peer review by at least one qualified peer reviewer (for reinsurance risks, peer review occurs mostly prior to risk acceptance; for complex insurance risks, peer review may occur before or after risk acceptance and for simpler insurance risks, peer review is performed using a sampling methodology);
|
•
|
more complex risks may involve peer review by several underwriters and input from catastrophe risk management specialists, our team of actuaries and senior management;
|
•
|
in respect of catastrophe perils and certain other key risks, prepare aggregation reports for review by our senior management, which are reviewed quarterly by the Risk Committee; and
|
•
|
risks outside of agreed underwriting authority limits are referred to the Group Chief Executive Officer as exceptions for approval before we accept the risks.
|
•
|
making recommendations to the Board regarding management’s proposals for the risk management framework, risk appetite, key risk limits and the use of our Internal Model;
|
•
|
monitoring compliance with the agreed Group risk appetite and risk limits; and
|
•
|
oversight of the process of stress and scenario testing established by management.
|
•
|
the establishment and maintenance of a risk management and internal control system based on a three lines of defense approach to the allocation of responsibilities between risk accepting units (first line), risk management activity and oversight from other central control functions (second line) and independent assurance (third line);
|
•
|
identifying material risks to the achievement of the Group’s objectives including emerging risks;
|
•
|
the articulation at Group level of our risk appetite and a consistent set of risk limits for each material component of risk;
|
•
|
the cascading of risk limits for material risks to each Operating Subsidiary and, where appropriate, risk accepting business units;
|
•
|
measuring, monitoring, managing and reporting risk positions and trends;
|
•
|
the use, subject to an understanding of its limitations, of the Internal Model to test strategic and tactical business decisions and to assess compliance with the Risk Appetite Statement; and
|
•
|
stress and scenario testing, including reverse stress testing, designed to help us better understand and develop contingency plans for the likely effects of extreme events or combinations of events on capital adequacy and liquidity.
|
•
|
Risk preferences:
a high level description of the types of risks we prefer to assume and those we prefer to avoid;
|
•
|
Return objective:
the levels of return on capital we seek to achieve, subject to our risk constraints;
|
•
|
Volatility constraint:
a target limit on earnings volatility; and
|
•
|
Capital constraint:
a minimum level of risk adjusted capital.
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
|||||||||||||||
Reinsurance
|
|
|
Gross
Written Premiums
|
|
% of Total
|
|
Gross
Written Premiums |
|
% of Total
|
|
Gross
Written
Premiums
|
|
% of Total
|
|||||||||
|
|
|
($ in millions, except for percentages)
|
|||||||||||||||||||
Aon Corporation
|
|
$
|
298.2
|
|
|
26.3
|
%
|
|
$
|
338.9
|
|
|
27.6
|
%
|
|
$
|
309.9
|
|
|
26.1
|
%
|
|
Marsh & McLennan Companies, Inc.
|
|
267.6
|
|
|
23.6
|
|
|
282.4
|
|
|
23.0
|
|
|
290.9
|
|
|
24.5
|
|
||||
Willis Group Holdings, Ltd.
|
|
274.4
|
|
|
24.2
|
|
|
284.9
|
|
|
23.2
|
|
|
255.3
|
|
|
21.5
|
|
||||
Others
|
|
293.7
|
|
|
25.9
|
|
|
321.7
|
|
|
26.2
|
|
|
331.4
|
|
|
27.9
|
|
||||
Total
|
|
$
|
1,133.9
|
|
|
100.0
|
%
|
|
$
|
1,227.9
|
|
|
100.0
|
%
|
|
$
|
1,187.5
|
|
|
100.0
|
%
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
|||||||||||||||
Insurance
|
|
|
Gross
Written Premiums
|
|
% of Total
|
|
Gross
Written Premiums |
|
% of Total
|
|
Gross
Written
Premiums
|
|
% of Total
|
|||||||||
|
|
|
($ in millions, except for percentages)
|
|||||||||||||||||||
Aon Corporation
|
|
$
|
146.7
|
|
|
9.7
|
%
|
|
$
|
138.6
|
|
|
10.2
|
%
|
|
$
|
119.7
|
|
|
11.7
|
%
|
|
Marsh & McLennan Companies, Inc.
|
|
130.4
|
|
|
8.6
|
|
|
126.0
|
|
|
9.3
|
|
|
126.6
|
|
|
12.4
|
|
||||
Willis Group Holdings, Ltd.
|
|
107.1
|
|
|
7.1
|
|
|
105.6
|
|
|
7.8
|
|
|
100.1
|
|
|
9.8
|
|
||||
Brownstone Agency
|
|
94.7
|
|
|
6.3
|
|
|
84.0
|
|
|
6.2
|
|
|
28.1
|
|
|
2.8
|
|
||||
Miller Insurance Services, Ltd.
|
|
65.0
|
|
|
4.3
|
|
|
66.6
|
|
|
4.9
|
|
|
48.0
|
|
|
4.7
|
|
||||
Amwins
|
|
58.9
|
|
|
3.9
|
|
|
57.0
|
|
|
4.2
|
|
|
37.9
|
|
|
3.7
|
|
||||
Price Forbes & Partners Limited
|
|
57.0
|
|
|
3.8
|
|
|
51.1
|
|
|
3.8
|
|
|
36.8
|
|
|
3.6
|
|
||||
Jardine Lloyd Thompson Ltd.
|
|
51.1
|
|
|
3.4
|
|
|
60.8
|
|
|
4.5
|
|
|
54.3
|
|
|
5.3
|
|
||||
Ryan Specialty
|
|
50.6
|
|
|
3.3
|
|
|
45.4
|
|
|
3.3
|
|
|
12.1
|
|
|
1.2
|
|
||||
Others
|
|
751.3
|
|
|
49.6
|
|
|
620.3
|
|
|
45.8
|
|
|
456.7
|
|
|
44.8
|
|
||||
Total
|
|
$
|
1,512.8
|
|
|
100.0
|
%
|
|
$
|
1,355.4
|
|
|
100.0
|
%
|
|
$
|
1,020.3
|
|
|
100.0
|
%
|
•
|
process, manage and resolve reported insurance or reinsurance claims efficiently and accurately, using workflow management systems, ensure the proper application of intended coverage, reserving in a timely fashion for the probable ultimate cost of both indemnity and expense and make timely payments in the appropriate amount on those claims for which we are legally obligated to pay;
|
•
|
select appropriate counsel and experts for claims, manage claims-related litigation and regulatory compliance;
|
•
|
contribute to the underwriting process by collaborating with both underwriting teams and senior management in terms of the evolution of policy language and endorsements and providing claim-specific feedback and education regarding legal activity;
|
•
|
contribute to the analysis and reporting of financial data and forecasts by collaborating with the finance and actuarial functions relating to the drivers of actual claim reserve developments and potential for financial exposures on known claims; and
|
•
|
support our marketing efforts through the quality of our claims service.
|
•
|
case reserves to cover the cost of claims that were reported to us but not yet paid (“case reserve”);
|
•
|
incurred but not reported (“IBNR”) reserves to cover the anticipated cost of claims incurred but not reported and potential development of reported claims; and
|
•
|
a reserve for the expense associated with settling claims, including legal and other fees and the general expenses of administering the claims adjustment process, known as Loss Adjustment Expenses (“LAE”).
|
•
|
Initial expected loss ratio (“IELR”) method:
This method calculates an estimate of ultimate losses by applying an estimated loss ratio to an estimate of ultimate earned premium for each accident year. The estimated loss ratio may be based on pricing information and/or industry data and/or historical claims experience revalued to the year under review.
|
•
|
Bornhuetter-Ferguson (“BF”) method:
The BF method uses as a starting point an assumed IELR and blends in the loss ratio implied by the claims experience to date by using benchmark loss development patterns on paid claims data (“Paid BF”) or reported claims data (“Reported BF”). Although the method tends to provide less volatile indications at early stages of development and reflects changes in the external environment, this method can be slow to react to emerging loss development and if IELR proves to be inaccurate can produce loss estimates which take longer to converge with the final settlement value of loss.
|
•
|
Loss development (“Chain Ladder”) method:
This method uses actual loss data and the historical development profiles on older accident years to project more recent, less developed years to their ultimate position.
|
•
|
Exposure-based method:
This method is used for specific large typically catastrophic events such as a major hurricane. All exposure is identified and we work with known market information and information from our cedants to determine a percentage of the exposure to be taken as the ultimate loss.
|
|
|
As at December 31,
|
||||||||||||||||||||
|
|
2003
|
|
2004
|
|
2005
|
|
2006
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
|
2011
|
|
2012
|
|
2013
|
|
|
($ in millions)
|
||||||||||||||||||||
Estimated liability for unpaid losses and loss expenses, net of reinsurance recoverables
|
|
482.2
|
|
1,080.2
|
|
1,848.9
|
|
2,351.7
|
|
2,641.3
|
|
2,787.0
|
|
3,009.6
|
|
3,540.6
|
|
4,098.6
|
|
4,280.7
|
|
4,346.2
|
Liability re-estimate as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One year later
|
|
420.2
|
|
1,029.6
|
|
1,797.6
|
|
2,244.3
|
|
2,557.8
|
|
2,702.6
|
|
2,988.2
|
|
3,448.3
|
|
3,961.2
|
|
4,173.0
|
|
|
Two years later
|
|
398.3
|
|
983.5
|
|
1,778.8
|
|
2,153.1
|
|
2,536.0
|
|
2,662.5
|
|
2,937.6
|
|
3,363.5
|
|
3,799.3
|
|
|
|
|
Three years later
|
|
381.2
|
|
952.1
|
|
1,726.4
|
|
2,114.8
|
|
2,480.0
|
|
2,621.4
|
|
2,858.2
|
|
3,275.3
|
|
|
|
|
|
|
Four years later
|
|
369.5
|
|
928.4
|
|
1,687.2
|
|
2,066.4
|
|
2,405.3
|
|
2,546.9
|
|
2,771.6
|
|
|
|
|
|
|
|
|
Five years later
|
|
365.0
|
|
910.5
|
|
1,641.2
|
|
2,008.1
|
|
2,342.7
|
|
2,489.9
|
|
|
|
|
|
|
|
|
|
|
Six years later
|
|
357.1
|
|
890.2
|
|
1,608.2
|
|
1,964.2
|
|
2,291.7
|
|
|
|
|
|
|
|
|
|
|
|
|
Seven years later
|
|
342.2
|
|
870.2
|
|
1,575.9
|
|
1,951.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eight years later
|
|
328.5
|
|
859.6
|
|
1,578.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine years later
|
|
325.2
|
|
856.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ten years later
|
|
320.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative redundancy
|
|
161.5
|
|
223.5
|
|
270.7
|
|
400.5
|
|
349.6
|
|
297.1
|
|
238.0
|
|
265.3
|
|
299.3
|
|
107.7
|
|
|
Cumulative paid losses, net of reinsurance recoveries, as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One year later
|
|
88.0
|
|
399.7
|
|
332.4
|
|
585.1
|
|
534.2
|
|
677.0
|
|
550.3
|
|
712.9
|
|
835.7
|
|
912.3
|
|
|
Two years later
|
|
152.6
|
|
452.5
|
|
766.9
|
|
914.8
|
|
990.9
|
|
1,081.0
|
|
1,076.4
|
|
1,103.3
|
|
1,314.0
|
|
|
|
|
Three years later
|
|
156.3
|
|
595.4
|
|
1,014.6
|
|
1,208.3
|
|
1,215.8
|
|
1,453.9
|
|
1,342.5
|
|
1,403.6
|
|
|
|
|
|
|
Four years later
|
|
217.7
|
|
634.4
|
|
1,225.5
|
|
1,347.7
|
|
1,497.3
|
|
1,599.7
|
|
1,557.6
|
|
|
|
|
|
|
|
|
Five years later
|
|
222.1
|
|
689.9
|
|
1,313.4
|
|
1,547.2
|
|
1,600.0
|
|
1,722.7
|
|
|
|
|
|
|
|
|
|
|
Six years later
|
|
238.0
|
|
719.7
|
|
1,434.9
|
|
1,605.0
|
|
1,658.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Seven years later
|
|
246.6
|
|
755.7
|
|
1,483.5
|
|
1,629.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eight years later
|
|
259.7
|
|
765.2
|
|
1,490.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine years later
|
|
265.8
|
|
772.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ten years later
|
|
272.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31,
|
||||||||||||||||||||
|
|
2003
|
|
2004
|
|
2005
|
|
2006
|
|
2007
|
|
2008
|
|
2009
|
|
2010
|
|
2011
|
|
2012
|
|
2013
|
|
|
($ in millions)
|
||||||||||||||||||||
Estimated liability for unpaid losses and loss expenses, net of reinsurance recoverables
|
|
525.8
|
|
1,277.9
|
|
3,041.6
|
|
2,820.0
|
|
2,946.0
|
|
3,070.3
|
|
3,331.1
|
|
3,820.5
|
|
4,525.2
|
|
4,779.7
|
|
4,678.9
|
Liability re-estimate as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One year later
|
|
455.4
|
|
1,260.0
|
|
3,048.3
|
|
2,739.9
|
|
2,883.3
|
|
3,041.9
|
|
3,338.3
|
|
3,773.6
|
|
4,396.4
|
|
4,636.8
|
|
|
Two years later
|
|
433.5
|
|
1,174.9
|
|
3,027.6
|
|
2,634.6
|
|
2,896.1
|
|
3,011.3
|
|
3,330.4
|
|
3,689.5
|
|
4,187.6
|
|
|
|
|
Three years later
|
|
403.7
|
|
1,157.4
|
|
2,957.4
|
|
2,625.9
|
|
2,853.5
|
|
2,994.3
|
|
3,260.4
|
|
3,589.0
|
|
|
|
|
|
|
Four years later
|
|
398.5
|
|
1,134.1
|
|
2,943.6
|
|
2,589.0
|
|
2,792.3
|
|
2,938.2
|
|
3,164.5
|
|
|
|
|
|
|
|
|
Five years later
|
|
393.5
|
|
1,118.4
|
|
2,909.5
|
|
2,541.3
|
|
2,733.1
|
|
2,874.8
|
|
|
|
|
|
|
|
|
|
|
Six years later
|
|
386.1
|
|
1,098.4
|
|
2,886.0
|
|
2,497.3
|
|
2,679.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Seven years later
|
|
371.6
|
|
1,082.2
|
|
2,854.8
|
|
2,481.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eight years later
|
|
360.0
|
|
1,071.4
|
|
2,854.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine years later
|
|
357.1
|
|
1,068.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ten years later
|
|
355.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative redundancy (deficiency)
|
|
169.9
|
|
209.1
|
|
186.7
|
|
338.5
|
|
266.8
|
|
195.5
|
|
166.6
|
|
231.5
|
|
337.6
|
|
142.9
|
|
|
|
As at December 31, 2013
|
||||||||||||||
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
($ in millions)
|
||||||||||||||
U.S. Government
|
$
|
1,004.7
|
|
|
$
|
21.2
|
|
|
$
|
(5.5
|
)
|
|
$
|
1,020.4
|
|
U.S. Agency
|
258.5
|
|
|
11.4
|
|
|
(0.8
|
)
|
|
269.1
|
|
||||
Municipal
|
32.3
|
|
|
0.9
|
|
|
(0.4
|
)
|
|
32.8
|
|
||||
Corporate
|
2,005.6
|
|
|
82.5
|
|
|
(18.7
|
)
|
|
2,069.4
|
|
||||
Non-U.S. Government-backed Corporate
|
83.4
|
|
|
1.4
|
|
|
(0.2
|
)
|
|
84.6
|
|
||||
Foreign Government
|
772.0
|
|
|
11.2
|
|
|
(4.3
|
)
|
|
778.9
|
|
||||
Asset-backed
|
119.8
|
|
|
2.8
|
|
|
(0.3
|
)
|
|
122.3
|
|
||||
Non-agency Commercial Mortgage-backed
|
56.9
|
|
|
5.7
|
|
|
—
|
|
|
62.6
|
|
||||
Agency Mortgage-backed
|
1,116.7
|
|
|
30.6
|
|
|
(18.3
|
)
|
|
1,129.0
|
|
||||
Total Fixed Income Maturities — Available for Sale
|
5,449.9
|
|
|
167.7
|
|
|
(48.5
|
)
|
|
5,569.1
|
|
||||
Total Short-term Investments — Available for Sale
|
160.3
|
|
|
—
|
|
|
—
|
|
|
160.3
|
|
||||
Total Equity Securities — Available for Sale
|
112.2
|
|
|
37.8
|
|
|
(0.5
|
)
|
|
149.5
|
|
||||
Total
|
$
|
5,722.4
|
|
|
$
|
205.5
|
|
|
$
|
(49.0
|
)
|
|
$
|
5,878.9
|
|
|
As at December 31, 2012
|
||||||||||||||
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
($ in millions)
|
||||||||||||||
U.S. Government
|
$
|
1,071.8
|
|
|
$
|
54.8
|
|
|
$
|
(0.3
|
)
|
|
$
|
1,126.3
|
|
U.S. Agency
|
288.3
|
|
|
20.3
|
|
|
—
|
|
|
308.6
|
|
||||
Municipal
|
37.2
|
|
|
2.6
|
|
|
(0.1
|
)
|
|
39.7
|
|
||||
Corporate
|
1,889.2
|
|
|
149.9
|
|
|
(0.6
|
)
|
|
2,038.5
|
|
||||
Non-U.S. Government-backed Corporate
|
98.0
|
|
|
3.1
|
|
|
—
|
|
|
101.1
|
|
||||
Foreign Government
|
617.0
|
|
|
24.1
|
|
|
(0.1
|
)
|
|
641.0
|
|
||||
Asset-backed
|
49.2
|
|
|
4.6
|
|
|
—
|
|
|
53.8
|
|
||||
Non-agency Commercial Mortgage-backed
|
61.7
|
|
|
9.4
|
|
|
—
|
|
|
71.1
|
|
||||
Agency Mortgage-backed
|
1,116.1
|
|
|
61.2
|
|
|
(0.1
|
)
|
|
1,177.2
|
|
||||
Total Fixed Income Maturities — Available for Sale
|
5,228.5
|
|
|
330.0
|
|
|
(1.2
|
)
|
|
5,557.3
|
|
||||
Total Short-term Investments — Available for Sale
|
431.5
|
|
|
—
|
|
|
—
|
|
|
431.5
|
|
||||
Total Equity Securities — Available for Sale
|
174.0
|
|
|
28.2
|
|
|
(2.1
|
)
|
|
200.1
|
|
||||
Total
|
$
|
5,834.0
|
|
|
$
|
358.2
|
|
|
$
|
(3.3
|
)
|
|
$
|
6,188.9
|
|
|
As at December 31, 2013
|
||||||||||||||
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
($ in millions)
|
||||||||||||||
U.S. Government
|
$
|
22.7
|
|
|
$
|
—
|
|
|
$
|
(0.7
|
)
|
|
$
|
22.0
|
|
U.S. Agency
|
0.2
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Municipal
|
1.1
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
||||
Corporate
|
469.8
|
|
|
10.3
|
|
|
(5.3
|
)
|
|
474.8
|
|
||||
Foreign Government
|
136.5
|
|
|
1.2
|
|
|
(1.5
|
)
|
|
136.2
|
|
||||
Asset-backed
|
12.7
|
|
|
0.1
|
|
|
—
|
|
|
12.8
|
|
||||
Bank Loans
|
69.1
|
|
|
0.3
|
|
|
(0.3
|
)
|
|
69.1
|
|
||||
Total Fixed Income Maturities — Trading
|
712.1
|
|
|
11.9
|
|
|
(7.8
|
)
|
|
716.2
|
|
||||
Total Short-term Investments — Trading
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total Equity Securities — Trading
|
281.6
|
|
|
34.0
|
|
|
(4.7
|
)
|
|
310.9
|
|
||||
Total Catastrophe Bonds — Trading
|
5.8
|
|
|
—
|
|
|
—
|
|
|
5.8
|
|
||||
Total
|
$
|
999.5
|
|
|
$
|
45.9
|
|
|
$
|
(12.5
|
)
|
|
$
|
1,032.9
|
|
|
As at December 31, 2012
|
||||||||||||||
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
($ in millions)
|
||||||||||||||
U.S. Government
|
$
|
9.3
|
|
|
$
|
0.2
|
|
|
$
|
(0.1
|
)
|
|
$
|
9.4
|
|
U.S. Agency
|
0.2
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Municipal
|
2.8
|
|
|
0.1
|
|
|
—
|
|
|
2.9
|
|
||||
Corporate
|
392.0
|
|
|
22.7
|
|
|
(0.3
|
)
|
|
414.4
|
|
||||
Foreign Government
|
24.4
|
|
|
1.9
|
|
|
—
|
|
|
26.3
|
|
||||
Asset-backed
|
2.9
|
|
|
—
|
|
|
—
|
|
|
2.9
|
|
||||
Total Fixed Income Maturities — Trading
|
431.6
|
|
|
24.9
|
|
|
(0.4
|
)
|
|
456.1
|
|
||||
Total Short-term Investments — Trading
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
||||
Total
|
$
|
434.0
|
|
|
$
|
24.9
|
|
|
$
|
(0.4
|
)
|
|
$
|
458.5
|
|
•
|
the experience of the management in the line of insurance or reinsurance to be written;
|
•
|
financial ratings assigned by independent rating agencies and actual and perceived financial strength;
|
•
|
responsiveness to clients, including speed of claims payment;
|
•
|
services provided, products offered and scope of business (both by size and geographic location);
|
•
|
relationships with brokers;
|
•
|
premiums charged and other terms and conditions offered; and
|
•
|
reputation.
|
|
|
|
Aspen U.K.
|
|
|
A.M. Best
|
|
A (Excellent) (third highest of fifteen levels)
|
S&P
|
|
A (Strong) (seventh highest of twenty-two levels)
|
Moody’s
|
|
A2 (Good) (eighth highest of twenty-three levels)
|
Aspen Bermuda
|
|
|
A.M. Best
|
|
A (Excellent) (third highest of fifteen levels)
|
S&P
|
|
A (Strong) (seventh highest of twenty-two levels)
|
Moody’s
|
|
A2 (Good) (eighth highest of twenty-three levels)
|
Aspen Specialty
|
|
|
A.M. Best
|
|
A (Excellent) (third highest of fifteen levels)
|
AAIC
|
|
|
A.M. Best
|
|
A (Excellent) (third highest of fifteen levels)
|
Country
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
United Kingdom
|
|
510
|
|
450
|
|
United States
|
|
318
|
|
272
|
|
Bermuda
|
|
48
|
|
48
|
|
Switzerland
|
|
36
|
|
35
|
|
Singapore
|
|
14
|
|
14
|
|
Ireland
|
|
11
|
|
8
|
|
France
|
|
5
|
|
5
|
|
Germany
|
|
3
|
|
3
|
|
Total
|
|
945
|
|
835
|
•
|
the Insurance (Group Supervision) Rules 2011, as amended (“Group Supervision Rules”), sets out the rules in respect of: the assessment of the financial situation and solvency of an insurance group, the system of governance and risk management of the insurance group; and supervisory reporting and disclosures of the insurance group. The majority of the Group Supervision Rules came into operation on January 1, 2013. However, certain sections came into operation on January 16, 2012 which include that every insurance group must prepare (a) consolidated financial statements of the parent company of the group, (b) financial statements of the parent company of the group, and (c) annual statutory financial return, each of which is to be prepared in accordance with the Group Supervision Rules. The transition period for insurers to bring their capital instruments in compliance with the BMA’s eligible capital standards is ten years, i.e., to January 1, 2024; and
|
•
|
the Insurance (Prudential Standards) (Insurance Group Solvency Requirement) Rules 2011, as amended (“Group Solvency Rules”), which came into operation on January 16, 2012. The Group Solvency Rules set out the rules in respect of the capital and solvency return and ECR for an insurance group.
|
•
|
the PRA became responsible for prudential regulation of banks, building societies, credit unions, insurers and major investment firms. The PRA’s role is defined in terms of two statutory objectives:
|
•
|
the FCA became responsible for the regulation of financial services firms’ conduct of business. The FCA’s strategic objective is to ensure that the relevant markets function well and this is supported by three operational objectives;
|
•
|
10% of its policyholders surplus as of the 31st day of December of the preceding year; or
|
•
|
the statutory net income, not including realized capital gains for the 12-month period ending, for the preceding calendar year (the 31st day of December next preceding).
|
Item 1A.
|
Risk Factors
|
|
U.S. Dollars
|
|
|
GBP
|
|
|
Other
|
|
Gross Written Premiums
|
74.2
|
%
|
|
9.4
|
%
|
|
16.4
|
%
|
General, Administrative and Corporate Expenses
|
41.8
|
%
|
|
51.1
|
%
|
|
7.1
|
%
|
•
|
creating, integrating or modifying financial and operational reporting systems;
|
•
|
establishing satisfactory budgetary and other financial controls;
|
•
|
funding increased capital needs, overhead expenses or cash flow shortages that may occur if anticipated revenues are not realized or are delayed;
|
•
|
the value of assets acquired may be lower than expected or may diminish due to credit defaults or changes in interest rates and liabilities assumed may be greater than expected;
|
•
|
obtaining additional personnel required for expanded operations;
|
•
|
obtaining necessary regulatory permissions; and
|
•
|
financial exposures in the event that the sellers of the entities we acquire are unable or unwilling to meet their indemnification, reinsurance and other obligations to us.
|
•
|
the introduction, for solvency purposes, of an Economic Balance Sheet to ensure that all assets and liabilities are valued on a consistent economic basis.
|
•
|
election of directors is staggered, meaning that members of only one of three classes of directors are elected each year;
|
•
|
directors serve for a term of three years (unless aged 70 years or older);
|
•
|
our directors may decline to approve or register any transfer of shares to the extent they determine, in their sole discretion, that any non-de minimis adverse tax, regulatory or legal consequences to Aspen Holdings, any of its subsidiaries, shareholders or affiliates would result from such transfer;
|
•
|
if our directors determine that share ownership by any person may result in material adverse tax consequences to Aspen Holdings, any of its subsidiaries, shareholders or affiliates, we have the option, but not the obligation, to purchase or assign to a third party the right to purchase the minimum number of shares held by such person solely to the extent that it is necessary to eliminate such material risk;
|
•
|
shareholders have limited ability to remove directors; and
|
•
|
if the ordinary shares of any U.S. Person constitute 9.5% or more of the votes conferred by the issued shares of Aspen Holdings, the voting rights with respect to the controlled shares of such U.S. Person shall be limited, in the aggregate, to a voting power of less than 9.5%.
|
•
|
a duty to act in good faith in the best interest of the company;
|
•
|
a duty not to make a personal profit from opportunities that arise from the office of director;
|
•
|
a duty to avoid conflicts of interest; and
|
•
|
a duty to exercise powers for the purpose for which such powers were intended.
|
•
|
to act honestly and in good faith with a view to the best interests of the Company; and
|
•
|
to exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances.
|
•
|
the material facts as to the interested director’s relationship or interests were disclosed or were known to the Board and the Board in good faith authorized the transaction by the affirmative vote of a majority of the disinterested directors;
|
•
|
the material facts were disclosed or were known to the shareholders entitled to vote on such transaction and the transaction was specifically approved in good faith by vote of the majority of shares entitled to vote thereon; or
|
•
|
the transaction was fair as to the corporation at the time it was authorized, approved or ratified.
|
Item 2.
|
Properties
|
Item 3.
|
Legal Proceedings
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
|
|
Price Range of
Ordinary Shares
|
|
Dividends Paid Per
Ordinary Share
|
||
Period
|
|
|
High
|
|
Low
|
|
|
|
|
|
|
|
|
|
|
2013
|
|
|
|
|
|
|
|
First Quarter
|
|
$38.76
|
|
$32.23
|
|
$0.17
|
|
Second Quarter
|
|
$39.24
|
|
$35.73
|
|
$0.18
|
|
Third Quarter
|
|
$38.83
|
|
$34.81
|
|
$0.18
|
|
Fourth Quarter
|
|
$41.43
|
|
$35.37
|
|
$0.18
|
|
2012
|
|
|
|
|
|
|
|
First Quarter
|
|
$28.64
|
|
$25.89
|
|
$0.15
|
|
Second Quarter
|
|
$30.25
|
|
$26.92
|
|
$0.17
|
|
Third Quarter
|
|
$30.91
|
|
$27.92
|
|
$0.17
|
|
Fourth Quarter
|
|
$33.70
|
|
$29.18
|
|
$0.17
|
Period
|
|
|
Total
Number of
Shares (or
Units)
Purchased
|
|
Average
Price
Paid per
Shares (or
Units)
|
|
Total Number
of Shares (or
Units)
Purchased as
Part of Publicly
Announced
Plans or
Programs
|
|
Maximum
Number (or
Approximate
Dollar Value) of
Shares (or Units)
that May Yet Be
Purchased Under
the Plans or
Programs
|
||||
October 1, 2013 to October 31, 2013
|
|
77,723
|
|
|
$36.46
|
|
77,723
|
|
|
$236.0
|
|||
November 1, 2013 to November 30, 2013
|
|
295,912
|
|
|
$40.03
|
|
295,912
|
|
|
$224.2
|
|||
December 1, 2013 to December 31, 2013
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
373,635
|
|
|
$39.29
|
|
373,635
|
|
|
$224.2
|
(1)
|
During the
fourth
quarter of
2013
, we repurchased 373,635 ordinary shares in the open market at an average price of
$39.29
per share for a total cost of
$14.7 million
. We had
$224.2
million remaining under our current share buyback authorization at
December 31, 2013
.
|
*
|
$100 invested on December 31,
2008
in stock or index, including reinvestment of dividend (fiscal year ending December 31)
|
|
|
12/08
|
|
12/09
|
|
12/10
|
|
12/11
|
|
12/12
|
|
12/13
|
||||||
Aspen Insurance Holdings Limited
|
|
100.00
|
|
|
107.40
|
|
|
123.30
|
|
|
116.30
|
|
|
144.30
|
|
|
189.00
|
|
S&P 500
|
|
100.00
|
|
|
125.90
|
|
|
144.60
|
|
|
147.60
|
|
|
171.00
|
|
|
225.90
|
|
S&P 500 Property & Casualty Insurance
|
|
100.00
|
|
|
111.80
|
|
|
121.70
|
|
|
121.40
|
|
|
145.70
|
|
|
201.30
|
|
•
|
exercise respective voting rights as shareholders to approve the change of control; and
|
•
|
tender its respective shares for sale in relation to the change of control on terms no less favorable than those on which the investors sell their shares.
|
Item 6.
|
Selected Financial Data
|
|
|
Twelve Months Ended December 31,
|
||||||||||||||||||
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
|
|
($ in millions, except per share amounts and percentages)
|
||||||||||||||||||
Summary Income Statement Data
|
|
|
|
|
|
|
|
|||||||||||||
Gross written premiums
|
|
$
|
2,646.7
|
|
|
$
|
2,583.3
|
|
|
$
|
2,207.8
|
|
|
$
|
2,076.8
|
|
|
$
|
2,067.1
|
|
Net premiums written
|
|
2,299.7
|
|
|
2,246.9
|
|
|
1,929.1
|
|
|
1,891.1
|
|
|
1,836.8
|
|
|||||
Net premiums earned
|
|
2,171.8
|
|
|
2,083.5
|
|
|
1,888.5
|
|
|
1,898.9
|
|
|
1,823.0
|
|
|||||
Loss and loss adjustment expenses
|
|
(1,223.7
|
)
|
|
(1,238.5
|
)
|
|
(1,556.0
|
)
|
|
(1,248.7
|
)
|
|
(948.1
|
)
|
|||||
Amortization of deferred policy acquisition costs, general, administrative and corporate expenses
|
|
(790.1
|
)
|
|
(726.3
|
)
|
|
(631.5
|
)
|
|
(587.1
|
)
|
|
(586.6
|
)
|
|||||
Net investment income
|
|
186.4
|
|
|
204.9
|
|
|
225.6
|
|
|
232.0
|
|
|
248.5
|
|
|||||
Net income/(loss)
|
|
329.3
|
|
|
280.4
|
|
|
(110.1
|
)
|
|
312.7
|
|
|
473.9
|
|
|||||
Basic earnings/(loss) per share
|
|
4.29
|
|
|
3.51
|
|
|
(1.88
|
)
|
|
3.80
|
|
|
5.82
|
|
|||||
Fully diluted earnings/(loss) per share
|
|
4.14
|
|
|
3.39
|
|
|
(1.88
|
)
|
|
3.62
|
|
|
5.64
|
|
|||||
Basic weighted average shares outstanding (millions)
|
|
66.9
|
|
|
71.1
|
|
|
70.7
|
|
|
76.3
|
|
|
82.7
|
|
|||||
Diluted weighted average shares outstanding (millions)
|
|
69.4
|
|
|
73.7
|
|
|
70.7
|
|
|
80.0
|
|
|
85.3
|
|
|||||
Selected Ratios (based on U.S. GAAP income statement data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Loss ratio (on net premiums earned)
(1)
|
|
56.3
|
%
|
|
59.4
|
%
|
|
82.4
|
%
|
|
65.8
|
%
|
|
52.0
|
%
|
|||||
Expense ratio (on net premiums earned)
(2)
|
|
36.3
|
%
|
|
34.9
|
%
|
|
33.5
|
%
|
|
30.9
|
%
|
|
32.1
|
%
|
|||||
Combined ratio
(3)
|
|
92.6
|
%
|
|
94.3
|
%
|
|
115.9
|
%
|
|
96.7
|
%
|
|
84.1
|
%
|
|||||
Summary Balance Sheet Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total cash and investments
(4,8)
|
|
$
|
8,306.5
|
|
|
$
|
8,203.9
|
|
|
$
|
7,624.9
|
|
|
$
|
7,320.0
|
|
|
$
|
6,811.9
|
|
Premiums receivable
(5)
|
|
1,045.5
|
|
|
1,141.8
|
|
|
985.1
|
|
|
905.0
|
|
|
793.4
|
|
|||||
Total assets
|
|
10,230.5
|
|
|
10,310.6
|
|
|
9,460.5
|
|
|
8,832.1
|
|
|
8,257.2
|
|
|||||
Loss and loss adjustment expense reserves
|
|
4,678.9
|
|
|
4,779.7
|
|
|
4,525.2
|
|
|
3,820.5
|
|
|
3,331.1
|
|
|||||
Reserves for unearned premiums
|
|
1,280.6
|
|
|
1,120.8
|
|
|
916.1
|
|
|
859.0
|
|
|
907.6
|
|
|||||
Loan notes issued by Silverton
(9)
|
|
50.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Long-term debt
|
|
549.0
|
|
|
499.1
|
|
|
499.0
|
|
|
498.8
|
|
|
249.6
|
|
|||||
Total shareholders’ equity
|
|
3,299.6
|
|
|
3,488.4
|
|
|
3,156.0
|
|
|
3,241.9
|
|
|
3,305.4
|
|
|||||
Per Share Data (Based on U.S. GAAP balance sheet data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Book value per ordinary share
(6)
|
|
$41.87
|
|
$42.12
|
|
$39.66
|
|
$40.96
|
|
$35.42
|
||||||||||
Diluted book value per share (treasury stock method)
(7)
|
|
$40.90
|
|
$40.65
|
|
$38.21
|
|
$38.90
|
|
$34.14
|
||||||||||
Cash dividend declared per ordinary share
|
|
$0.71
|
|
$0.66
|
|
$0.60
|
|
$0.60
|
|
$0.60
|
(1)
|
The loss ratio is calculated by dividing losses and loss adjustment expenses by net premiums earned.
|
(2)
|
The expense ratio is calculated by dividing amortization of deferred policy acquisition costs and general, administrative and corporate expenses by net premiums earned.
|
(3)
|
The combined ratio is the sum of the loss ratio and the expense ratio.
|
(4)
|
Total cash and investments include cash, cash equivalents, fixed maturities, other investments, short-term investments, accrued interest and receivables for investments sold.
|
(5)
|
Premiums receivable including funds withheld.
|
(6)
|
Book value per ordinary share is based on total shareholders’ equity excluding the aggregate value of the liquidation preferences of our preference shares, divided by the number of shares outstanding of
83,327,594
,
70,508,013
,
70,655,698
,
70,753,723
and
65,546,976
at December 31,
2009
,
2010
,
2011
,
2012
and
2013
, respectively.
|
(7)
|
Diluted book value per share is calculated based on total shareholders’ equity excluding the aggregate value of the liquidation preferences of our preference shares, at December 31,
2009
,
2010
,
2011
,
2012
and
2013
, divided by the number of dilutive equivalent shares outstanding of
86,465,357
,
74,172,657
,
73,355,674
,
73,312,340
and
67,089,572
at December 31,
2009
,
2010
,
2011
,
2012
and
2013
, respectively. At December 31,
2009
,
2010
,
2011
,
2012
and
2013
, there were
3,137,763
,
3,664,644
,
2,699,976
,
2,558,617
and
1,542,596
of dilutive equivalent shares, respectively. Potentially dilutive shares outstanding are calculated using the treasury method and all relate to employee, director and investor options.
|
(8)
|
Including cash within consolidated variable interest entities of $50.0 million as at December 31, 2013.
|
(9)
|
Notes issued by our consolidated variable interest entity of $50.0 million as at December 31, 2013. For more information, refer to Note 19(c), “Commitments and Contingencies” of our consolidated financial statements.
|
•
|
Annualized net income return on average equity of
10.6%
for
2013
compared with
8.5%
in
2012
and
(4.8)%
in
2011
.
|
•
|
Gross written premiums of
$2,646.7 million
for
2013
, an increase of
2.5%
compared with
2012
and
19.9%
compared to
2011
.
|
•
|
Combined ratio for
2013
of
92.6%
, including
$101.9 million
, or
4.6
percentage points of pre-tax catastrophe losses, net of reinsurance and reinstatements, compared with
94.3%
for
2012
, which included
$205.0 million
or
10.8
percentage points of pre-tax catastrophe losses, net of reinsurance and reinstatements and
115.9%
for
2011
, which included
31.5
percentage points of pre-tax catastrophe losses, net of reinsurance and reinstatements.
|
•
|
Net favorable development on prior year loss reserves of
$107.7 million
, or
5.0
combined ratio points, for 2013 compared with
$137.4 million
, or
6.6
combined ratio points, for
2012
, or
$92.3 million
, or
4.9
combined ratio points, for
2011
.
|
|
|
Gross Written Premiums for the Twelve Months Ended December 31,
|
||||||||||||||||
Business Segment
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
|
% change
|
|
(in millions)
|
||||||||
Reinsurance
|
|
$
|
1,133.9
|
|
|
(7.7
|
)%
|
|
$
|
1,227.9
|
|
|
3.4
|
%
|
|
$
|
1,187.5
|
|
Insurance
|
|
1,512.8
|
|
|
11.6
|
%
|
|
1,355.4
|
|
|
32.8
|
%
|
|
1,020.3
|
|
|||
Total
|
|
$
|
2,646.7
|
|
|
2.5
|
%
|
|
$
|
2,583.3
|
|
|
17.0
|
%
|
|
$
|
2,207.8
|
|
•
|
the net proceeds of $
270.6 million
from the issuance of the 5.95% Perpetual Preference Shares;
|
•
|
a
$239.3 million
increase in retained earnings for the period;
|
•
|
the redemption of all of our 5.625% Perpetual PIERS with a liquidation preference of $50.00 for an aggregate amount of $230.0 million;
|
•
|
a reduction in accumulated other comprehensive income of $208.3 million;
|
•
|
the repurchase of
4,407,898
ordinary shares for
$159.6 million
through open market and other repurchases; and
|
•
|
the repurchase of
4,053,276
ordinary shares for
$150.0 million
through an accelerated share repurchase.
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions, except for share amounts)
|
||||||
Total shareholders’ equity
|
|
$
|
3,299.6
|
|
|
$
|
3,488.4
|
|
Preference shares less issue expenses
|
|
(555.8
|
)
|
|
(508.1
|
)
|
||
Non-controlling interests
|
|
0.3
|
|
|
(0.2
|
)
|
||
Net assets attributable to ordinary shareholders
|
|
$
|
2,744.1
|
|
|
$
|
2,980.1
|
|
Issued ordinary shares
|
|
65,546,976
|
|
|
70,753,723
|
|
||
Issued and potentially dilutive ordinary shares
|
|
67,089,572
|
|
|
73,312,340
|
|
•
|
changes in the renewal rate or rate of new business acceptances by the cedant insurance companies leading to lower or greater volumes of ceded premiums than our estimate, which could result from changes in the relevant primary market that could affect more than one of our cedants or could be a consequence of changes in marketing strategy or risk appetite by a particular cedant;
|
•
|
changes in the rates being charged by cedants; and
|
•
|
differences between the pattern of inception dates assumed in our estimate and the actual pattern of inception dates.
|
•
|
the cost of claims reported to us but not yet paid known as case reserves (“case reserves”);
|
•
|
IBNR reserves to cover the anticipated cost of claims incurred but not reported and potential development of reported claims; and
|
•
|
the associated expenses with settling claims, including legal and other fees and the general expenses of administering the claims adjustment process, known as the loss adjustment expenses (“LAE”).
|
•
|
Initial expected loss ratio (“IELR”) method:
This method calculates an estimate of ultimate losses by applying an estimated loss ratio to an estimate of ultimate earned premium for each accident year. The estimated loss ratio may be based on pricing information and/or industry data and/or historical claims experience revalued to the year under review.
|
•
|
Bornhuetter-Ferguson (“BF”) method:
The BF method uses as a starting point an assumed IELR and blends in the loss ratio, which is implied by the claims experience to date using benchmark loss development patterns on paid claims data (“Paid BF”) or reported claims data (“Reported BF”). Although the method tends to provide less volatile indications at early stages of development and reflects changes in the external environment, it can be slow to react to emerging loss development and can, if the IELR proves to be inaccurate, produce loss estimates which take longer to converge with the final settlement value of loss.
|
•
|
Loss development (“Chain Ladder”) method:
This method uses actual loss data and the historical development profiles on older accident years to project more recent, less developed years to their ultimate position.
|
•
|
Exposure-based method:
This method is typically used for specific large catastrophic events such as a major hurricane. All exposure is identified and we work with known market information and information from our cedants to determine a percentage of the exposure to be taken as the ultimate loss.
|
•
|
changes in our processes which might accelerate or slow down the development and/or recording of paid or incurred claims;
|
•
|
changes in the legal environment (including challenges to tort reform);
|
•
|
the effects of inflation;
|
•
|
changes in the mix of business;
|
•
|
the impact of large losses; and
|
•
|
changes in our cedants’ reserving methodologies.
|
|
|
|
As at December 31, 2013
|
|||||||||||||||||||||||||
Gross Reserves
|
|
|
Management’s
Selected
Reserve
|
|
Percentile
|
|
10th
|
|
25th
|
|
Mean
|
|
75th
|
|
90th
|
|||||||||||||
|
|
|
($ in million, except for percentages)
|
|||||||||||||||||||||||||
Reinsurance
|
|
$
|
2,707.0
|
|
|
75
|
%
|
|
$
|
2,128.1
|
|
|
$
|
2,284.0
|
|
|
$
|
2,508.5
|
|
|
$
|
2,700.7
|
|
|
$
|
2,926.6
|
|
|
Insurance
|
|
1,971.9
|
|
|
73
|
%
|
|
1,437.1
|
|
|
1,582.3
|
|
|
1,810.9
|
|
|
1,992.4
|
|
|
2,231.1
|
|
|||||||
Diversification
|
|
—
|
|
|
—%
|
|
|
345.0
|
|
|
218.2
|
|
|
—
|
|
|
(165.0
|
)
|
|
(397.8
|
)
|
|||||||
Total Gross Losses and Loss Expense Reserves
|
|
$
|
4,678.9
|
|
|
86
|
%
|
|
$
|
3,910.2
|
|
|
$
|
4,084.5
|
|
|
$
|
4,319.4
|
|
|
$
|
4,528.1
|
|
|
$
|
4,759.9
|
|
|
|
|
As at December 31, 2012
|
|||||||||||||||||||||||||
Gross Reserves
|
|
|
Management’s
Selected
Reserve
|
|
Percentile
|
|
10th
|
|
25th
|
|
Mean
|
|
75th
|
|
90th
|
|||||||||||||
|
|
|
($ in million, except for percentages)
|
|||||||||||||||||||||||||
Reinsurance
|
|
$
|
2,983.7
|
|
|
75
|
%
|
|
$
|
2,264.7
|
|
|
$
|
2,452.8
|
|
|
$
|
2,744.7
|
|
|
$
|
2,964.1
|
|
|
$
|
3,244.4
|
|
|
Insurance
|
|
1,796.0
|
|
|
72
|
%
|
|
1,186.3
|
|
|
1,355.0
|
|
|
1,616.7
|
|
|
1,829.0
|
|
|
2,110.6
|
|
|||||||
Diversification
|
|
—
|
|
|
—
|
|
|
457.7
|
|
|
296.1
|
|
|
—
|
|
|
(198.5
|
)
|
|
(510.0
|
)
|
|||||||
Total Gross Losses and Loss Expense Reserves
|
|
$
|
4,779.7
|
|
|
87
|
%
|
|
$
|
3,908.7
|
|
|
$
|
4,103.9
|
|
|
$
|
4,361.4
|
|
|
$
|
4,594.6
|
|
|
$
|
4,845.0
|
|
|
|
Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions, except for percentages)
|
||||||||||
Revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
2,646.7
|
|
|
$
|
2,583.3
|
|
|
$
|
2,207.8
|
|
Net premiums written
|
|
2,299.7
|
|
|
2,246.9
|
|
|
1,929.1
|
|
|||
Gross premiums earned
|
|
2,493.4
|
|
|
2,385.0
|
|
|
2,141.1
|
|
|||
Net premiums earned
|
|
2,171.8
|
|
|
2,083.5
|
|
|
1,888.5
|
|
|||
Net investment income
|
|
186.4
|
|
|
204.9
|
|
|
225.6
|
|
|||
Realized and unrealized investment gains
|
|
56.9
|
|
|
35.4
|
|
|
46.8
|
|
|||
Other income
|
|
8.2
|
|
|
5.6
|
|
|
10.5
|
|
|||
Total Revenues
|
|
2,423.3
|
|
|
2,329.4
|
|
|
2,171.4
|
|
|||
Expenses
|
|
|
|
|
|
|
|
|
|
|||
Insurance losses and loss adjustment expenses
|
|
1,223.7
|
|
|
1,238.5
|
|
|
1,556.0
|
|
|||
Amortization of deferred policy acquisition costs
|
|
422.0
|
|
|
381.2
|
|
|
347.0
|
|
|||
General, administrative and corporate expenses
|
|
368.1
|
|
|
345.1
|
|
|
284.5
|
|
|||
Interest on long-term debt
|
|
32.7
|
|
|
30.9
|
|
|
30.8
|
|
|||
Change in fair value of derivatives
|
|
(1.3
|
)
|
|
28.4
|
|
|
59.9
|
|
|||
Realized and unrealized investment losses
|
|
20.5
|
|
|
8.6
|
|
|
16.5
|
|
|||
Net realized and unrealized exchange (gains)/losses
|
|
13.2
|
|
|
(3.4
|
)
|
|
6.7
|
|
|||
Other expense
|
|
1.7
|
|
|
4.7
|
|
|
17.3
|
|
|||
Total Expenses
|
|
2,080.6
|
|
|
2,034.0
|
|
|
2,318.7
|
|
|||
Income/(loss) from operations before income tax
|
|
342.7
|
|
|
295.4
|
|
|
(147.3
|
)
|
|||
Income tax (expense)/benefit
|
|
(13.4
|
)
|
|
(15.0
|
)
|
|
37.2
|
|
|||
Net Income/(Loss)
|
|
$
|
329.3
|
|
|
$
|
280.4
|
|
|
$
|
(110.1
|
)
|
Ratios
|
|
|
|
|
|
|
|
|
|
|||
Loss ratio
|
|
56.3
|
%
|
|
59.4
|
%
|
|
82.4
|
%
|
|||
Expense ratio
|
|
36.3
|
%
|
|
34.9
|
%
|
|
33.5
|
%
|
|||
Combined ratio
|
|
92.6
|
%
|
|
94.3
|
%
|
|
115.9
|
%
|
|
|
Gross Written Premiums for the Twelve Months Ended December 31,
|
||||||||||||||||
Business Segment
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
|
% change
|
|
(in millions)
|
||||||||
Reinsurance
|
|
$
|
1,133.9
|
|
|
(7.7
|
)%
|
|
$
|
1,227.9
|
|
|
3.4
|
%
|
|
$
|
1,187.5
|
|
Insurance
|
|
1,512.8
|
|
|
11.6
|
%
|
|
1,355.4
|
|
|
32.8
|
%
|
|
1,020.3
|
|
|||
Total
|
|
$
|
2,646.7
|
|
|
2.5
|
%
|
|
$
|
2,583.3
|
|
|
17.0
|
%
|
|
$
|
2,207.8
|
|
|
|
Ceded Written Premiums for the Twelve Months Ended December 31,
|
||||||||||||||||
Business Segment
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
|
% change
|
|
(in millions)
|
||||||||
Reinsurance
|
|
$
|
51.9
|
|
|
(26.9
|
)%
|
|
$
|
71.0
|
|
|
(20.6
|
)%
|
|
$
|
89.4
|
|
Insurance
|
|
295.1
|
|
|
11.2
|
%
|
|
265.4
|
|
|
40.2
|
%
|
|
189.3
|
|
|||
Total
|
|
$
|
347.0
|
|
|
3.2
|
%
|
|
$
|
336.4
|
|
|
20.7
|
%
|
|
$
|
278.7
|
|
|
|
Net Premiums Earned for the Twelve Months Ended December 31,
|
||||||||||||||||
Business Segment
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
|
% change
|
|
(in millions)
|
||||||||
Reinsurance
|
|
$
|
1,073.0
|
|
|
(5.2
|
)%
|
|
$
|
1,132.4
|
|
|
2.2
|
%
|
|
$
|
1,108.3
|
|
Insurance
|
|
1,098.8
|
|
|
15.5
|
%
|
|
951.1
|
|
|
21.9
|
%
|
|
780.2
|
|
|||
Total
|
|
$
|
2,171.8
|
|
|
4.2
|
%
|
|
$
|
2,083.5
|
|
|
10.3
|
%
|
|
$
|
1,888.5
|
|
For the Twelve Months Ended December 31, 2013
|
|
Total Loss
Ratio
|
|
Current Year
Adjustments
|
|
Loss
Ratio Excluding
Current Year
Adjustments
|
|||
Reinsurance
|
|
44.9
|
%
|
|
(8.5
|
)%
|
|
36.4
|
%
|
Insurance
|
|
67.5
|
%
|
|
(1.4
|
)%
|
|
66.1
|
%
|
Total
|
|
56.3
|
%
|
|
(4.8
|
)%
|
|
51.5
|
%
|
For the Twelve Months Ended December 31, 2012
|
|
Total Loss
Ratio
|
|
Current Year
Adjustments
|
|
Loss
Ratio Excluding
Current Year
Adjustments
|
|||
Reinsurance
|
|
56.1
|
%
|
|
(13.7
|
)%
|
|
42.4
|
%
|
Insurance
|
|
63.4
|
%
|
|
(6.0
|
)%
|
|
57.4
|
%
|
Total
|
|
59.4
|
%
|
|
(10.1
|
)%
|
|
49.3
|
%
|
For the Twelve Months Ended December 31, 2011
|
|
Total Loss
Ratio
|
|
Current Year
Adjustments
|
|
Loss
Ratio Excluding
Current Year
Adjustments
|
|||
Reinsurance
|
|
97.7
|
%
|
|
(51.2
|
)%
|
|
46.5
|
%
|
Insurance
|
|
60.6
|
%
|
|
(1.8
|
)%
|
|
58.8
|
%
|
Total
|
|
82.4
|
%
|
|
(30.9
|
)%
|
|
51.5
|
%
|
|
|
For the Twelve Months Ended December 31, 2013
|
|||||||
Ratios Based on Gross Earned Premium
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
|||
Policy acquisition expense ratio
|
|
18.4
|
%
|
|
15.7
|
%
|
|
16.9
|
%
|
General and administrative expense ratio
(1)
|
|
11.6
|
|
|
13.6
|
|
|
14.8
|
|
Gross expense ratio
|
|
30.0
|
|
|
29.3
|
|
|
31.7
|
|
Effect of reinsurance
|
|
1.5
|
|
|
7.1
|
|
|
4.6
|
|
Total net expense ratio
|
|
31.5
|
%
|
|
36.4
|
%
|
|
36.3
|
%
|
|
|
For the Twelve Months Ended December 31, 2012
|
|||||||
Ratios Based on Gross Earned Premium
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
|||
Policy acquisition expense ratio
|
|
17.2
|
%
|
|
14.7
|
%
|
|
16.0
|
%
|
General and administrative expense ratio
(1)
|
|
10.3
|
|
|
14.3
|
|
|
14.5
|
|
Gross expense ratio
|
|
27.5
|
|
|
29.0
|
|
|
30.5
|
|
Effect of reinsurance
|
|
1.8
|
|
|
6.9
|
|
|
4.4
|
|
Total net expense ratio
|
|
29.3
|
%
|
|
35.9
|
%
|
|
34.9
|
%
|
|
|
For the Twelve Months Ended December 31, 2011
|
|||||||
Ratios Based on Gross Earned Premium
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
|||
Policy acquisition expense ratio
|
|
16.6
|
%
|
|
15.7
|
%
|
|
16.2
|
%
|
General and administrative expense ratio
(1)
|
|
9.4
|
|
|
13.5
|
|
|
13.3
|
|
Gross expense ratio
|
|
26.0
|
|
|
29.2
|
|
|
29.5
|
|
Effect of reinsurance
|
|
1.9
|
|
|
6.3
|
|
|
4.0
|
|
Total net expense ratio
|
|
27.9
|
%
|
|
35.5
|
%
|
|
33.5
|
%
|
(1)
|
The total group general and administrative expense ratio includes corporate expenses.
|
|
|
For the Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Available for sale:
|
|
|
|
|
|
|
||||||
Fixed income maturities — gross realized gains
|
|
$
|
18.2
|
|
|
$
|
7.6
|
|
|
$
|
35.8
|
|
Fixed income maturities — gross realized (losses)
|
|
(7.4
|
)
|
|
(0.4
|
)
|
|
(8.3
|
)
|
|||
Equity securities — gross realized gains
|
|
18.0
|
|
|
4.3
|
|
|
1.7
|
|
|||
Equity securities — gross realized (losses)
|
|
(0.3
|
)
|
|
(4.9
|
)
|
|
(3.2
|
)
|
|||
Total other-than-temporary impairments
|
|
—
|
|
|
(3.0
|
)
|
|
—
|
|
|||
Trading:
|
|
|
|
|
|
|
||||||
Fixed income maturities — gross realized gains
|
|
9.5
|
|
|
9.8
|
|
|
6.2
|
|
|||
Fixed income maturities — gross realized (losses)
|
|
(2.9
|
)
|
|
(0.3
|
)
|
|
(1.7
|
)
|
|||
Equity securities — gross realized gains
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|||
Equity securities — gross realized (losses)
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|||
Net change in gross unrealized gains
|
|
6.1
|
|
|
10.5
|
|
|
(3.3
|
)
|
|||
Gross realized and unrealized gains in other investments
|
|
3.0
|
|
|
3.2
|
|
|
3.1
|
|
|||
Other realized losses
|
|
(9.3
|
)
|
|
—
|
|
|
—
|
|
|||
Total net realized and unrealized investment gains recorded in the statement of operations
|
|
$
|
36.4
|
|
|
$
|
26.8
|
|
|
$
|
30.3
|
|
|
|
For the Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Underwriting income/(loss)
|
|
$
|
158.0
|
|
|
$
|
118.7
|
|
|
$
|
(299.0
|
)
|
Other income/(expenses)
|
|
6.5
|
|
|
0.9
|
|
|
(6.8
|
)
|
|||
Net investment income
|
|
186.4
|
|
|
204.9
|
|
|
225.6
|
|
|||
Change in fair value of derivatives
|
|
1.3
|
|
|
(28.4
|
)
|
|
(59.9
|
)
|
|||
Realized and unrealized investment gains
|
|
56.9
|
|
|
35.4
|
|
|
46.8
|
|
|||
Realized and unrealized investment (losses)
|
|
(20.5
|
)
|
|
(8.6
|
)
|
|
(16.5
|
)
|
|||
Net realized and unrealized foreign exchange (losses)/gains
|
|
(13.2
|
)
|
|
3.4
|
|
|
(6.7
|
)
|
|||
Interest on long-term debt
|
|
(32.7
|
)
|
|
(30.9
|
)
|
|
(30.8
|
)
|
|||
Income/(loss) before tax
|
|
$
|
342.7
|
|
|
$
|
295.4
|
|
|
$
|
(147.3
|
)
|
|
|
Twelve Months Ended December 31, 2013
|
||||||||||
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Underwriting revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
1,133.9
|
|
|
$
|
1,512.8
|
|
|
$
|
2,646.7
|
|
Net written premiums
|
|
1,082.0
|
|
|
1,217.7
|
|
|
2,299.7
|
|
|||
Gross earned premiums
|
|
1,126.6
|
|
|
1,366.8
|
|
|
2,493.4
|
|
|||
Net earned premiums
|
|
1,073.0
|
|
|
1,098.8
|
|
|
2,171.8
|
|
|||
Underwriting Expenses
|
|
|
|
|
|
|
||||||
Losses and loss expenses
|
|
481.7
|
|
|
742.0
|
|
|
1,223.7
|
|
|||
Amortization of deferred policy acquisition costs
|
|
207.2
|
|
|
214.8
|
|
|
422.0
|
|
|||
General and administrative expenses
|
|
131.0
|
|
|
185.9
|
|
|
316.9
|
|
|||
Underwriting income/(loss)
|
|
$
|
253.1
|
|
|
$
|
(43.9
|
)
|
|
209.2
|
|
|
Corporate expenses
|
|
|
|
|
|
(51.2
|
)
|
|||||
Net investment income
|
|
|
|
|
|
186.4
|
|
|||||
Realized and unrealized investment gains
|
|
|
|
|
|
56.9
|
|
|||||
Realized and unrealized investment losses
|
|
|
|
|
|
(20.5
|
)
|
|||||
Change in fair value of derivatives
|
|
|
|
|
|
1.3
|
|
|||||
Interest on long-term debt
|
|
|
|
|
|
(32.7
|
)
|
|||||
Net realized and unrealized foreign exchange losses
|
|
|
|
|
|
(13.2
|
)
|
|||||
Other income
|
|
|
|
|
|
8.2
|
|
|||||
Other expenses
|
|
|
|
|
|
(1.7
|
)
|
|||||
Income before income tax
|
|
|
|
|
|
342.7
|
|
|||||
Income tax expense
|
|
|
|
|
|
(13.4
|
)
|
|||||
Net income
|
|
|
|
|
|
$
|
329.3
|
|
||||
|
|
|
|
|
|
|
||||||
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,646.8
|
|
|
$
|
1,699.4
|
|
|
$
|
4,346.2
|
|
|
|
|
|
|
|
|
||||||
Ratios
|
|
|
|
|
|
|
||||||
Loss ratio
|
|
44.9
|
%
|
|
67.5
|
%
|
|
56.3
|
%
|
|||
Policy acquisition expense ratio
|
|
19.3
|
|
|
19.5
|
|
|
19.4
|
|
|||
General and administrative expense ratio
(1)
|
|
12.2
|
|
|
16.9
|
|
|
16.9
|
|
|||
Expense ratio
|
|
31.5
|
|
|
36.4
|
|
|
36.3
|
|
|||
Combined ratio
|
|
76.4
|
%
|
|
103.9
|
%
|
|
92.6
|
%
|
(1)
|
The total group general and administrative expense ratio includes the impact from corporate expenses.
|
|
|
Twelve Months Ended December 31, 2012
|
||||||||||
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Underwriting revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
1,227.9
|
|
|
$
|
1,355.4
|
|
|
$
|
2,583.3
|
|
Net written premiums
|
|
1,156.9
|
|
|
1,090.0
|
|
|
2,246.9
|
|
|||
Gross earned premiums
|
|
1,208.0
|
|
|
1,177.0
|
|
|
2,385.0
|
|
|||
Net earned premiums
|
|
1,132.4
|
|
|
951.1
|
|
|
2,083.5
|
|
|||
Underwriting Expenses
|
|
|
|
|
|
|
|
|
|
|||
Losses and loss expenses
|
|
635.3
|
|
|
603.2
|
|
|
1,238.5
|
|
|||
Amortization of deferred policy acquisition costs
|
|
207.8
|
|
|
173.4
|
|
|
381.2
|
|
|||
General and administrative expenses
|
|
123.9
|
|
|
168.2
|
|
|
292.1
|
|
|||
Underwriting income
|
|
$
|
165.4
|
|
|
$
|
6.3
|
|
|
171.7
|
|
|
Corporate expenses
|
|
|
|
|
|
|
|
(53.0
|
)
|
|||
Net investment income
|
|
|
|
|
|
|
|
204.9
|
|
|||
Realized and unrealized investment gains
|
|
|
|
|
|
|
|
35.4
|
|
|||
Realized and unrealized investment (losses)
|
|
|
|
|
|
|
|
(8.6
|
)
|
|||
Change in fair value of derivatives
|
|
|
|
|
|
|
|
(28.4
|
)
|
|||
Interest on long-term debt
|
|
|
|
|
|
|
|
(30.9
|
)
|
|||
Net realized and unrealized foreign exchange gains
|
|
|
|
|
|
|
|
3.4
|
|
|||
Other income
|
|
|
|
|
|
|
|
5.6
|
|
|||
Other expenses
|
|
|
|
|
|
|
|
(4.7
|
)
|
|||
Income before income tax
|
|
|
|
|
|
|
|
295.4
|
|
|||
Income tax expense
|
|
|
|
|
|
|
|
(15.0
|
)
|
|||
Net income
|
|
|
|
|
|
|
|
$
|
280.4
|
|
||
|
|
|
|
|
|
|
||||||
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,811.3
|
|
|
$
|
1,469.4
|
|
|
$
|
4,280.7
|
|
|
|
|
|
|
|
|
||||||
Ratios
|
|
|
|
|
|
|
||||||
Loss ratio
|
|
56.1
|
%
|
|
63.4
|
%
|
|
59.4
|
%
|
|||
Policy acquisition expense ratio
|
|
18.4
|
|
|
18.2
|
|
|
18.3
|
|
|||
General and administrative expense ratio
(1)
|
|
10.9
|
|
|
17.7
|
|
|
16.6
|
|
|||
Expense ratio
|
|
29.3
|
|
|
35.9
|
|
|
34.9
|
|
|||
Combined ratio
|
|
85.4
|
%
|
|
99.3
|
%
|
|
94.3
|
%
|
(1)
|
The total group general and administrative expense ratio includes the impact from corporate expenses.
|
|
|
Twelve Months Ended December 31, 2011
|
||||||||||
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Underwriting revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
1,187.5
|
|
|
$
|
1,020.3
|
|
|
$
|
2,207.8
|
|
Net written premiums
|
|
1,098.1
|
|
|
831.0
|
|
|
1,929.1
|
|
|||
Gross earned premiums
|
|
1,190.6
|
|
|
950.5
|
|
|
2,141.1
|
|
|||
Net earned premiums
|
|
1,108.3
|
|
|
780.2
|
|
|
1,888.5
|
|
|||
Underwriting Expenses
|
|
|
|
|
|
|
||||||
Losses and loss expenses
|
|
1,083.3
|
|
|
472.7
|
|
|
1,556.0
|
|
|||
Amortization of deferred policy acquisition costs
|
|
197.7
|
|
|
149.3
|
|
|
347.0
|
|
|||
General and administrative expenses
|
|
111.8
|
|
|
128.0
|
|
|
239.8
|
|
|||
Underwriting income/(loss)
|
|
$
|
(284.5
|
)
|
|
$
|
30.2
|
|
|
(254.3
|
)
|
|
Corporate expenses
|
|
|
|
|
|
(44.7
|
)
|
|||||
Net investment income
|
|
|
|
|
|
225.6
|
|
|||||
Realized and unrealized investment gains
|
|
|
|
|
|
46.8
|
|
|||||
Realized and unrealized investment (losses)
|
|
|
|
|
|
(16.5
|
)
|
|||||
Change in fair value of derivatives
|
|
|
|
|
|
(59.9
|
)
|
|||||
Interest on long-term debt
|
|
|
|
|
|
(30.8
|
)
|
|||||
Net realized and unrealized foreign exchange gains/(losses)
|
|
|
|
|
|
(6.7
|
)
|
|||||
Other income
|
|
|
|
|
|
10.5
|
|
|||||
Other (expenses)
|
|
|
|
|
|
(17.3
|
)
|
|||||
(Loss) before income tax
|
|
|
|
|
|
(147.3
|
)
|
|||||
Income tax benefit
|
|
|
|
|
|
37.2
|
|
|||||
Net (loss)
|
|
|
|
|
|
$
|
(110.1
|
)
|
||||
|
|
|
|
|
|
|
||||||
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,770.0
|
|
|
$
|
1,328.6
|
|
|
$
|
4,098.6
|
|
|
|
|
|
|
|
|
||||||
Ratios
|
|
|
|
|
|
|
||||||
Loss ratio
|
|
97.7
|
%
|
|
60.6
|
%
|
|
82.4
|
%
|
|||
Policy acquisition expense ratio
|
|
17.8
|
|
|
19.1
|
|
|
18.4
|
|
|||
General and administrative expense ratio
(1)
|
|
10.1
|
|
|
16.4
|
|
|
15.1
|
|
|||
Expense ratio
|
|
27.9
|
|
|
35.5
|
|
|
33.5
|
|
|||
Combined ratio
|
|
125.6
|
%
|
|
96.1
|
%
|
|
115.9
|
%
|
(1)
|
The general and administrative expense ratio in the total column includes corporate expenses.
|
|
|
For the Twelve Months Ended December 31,
|
||||||||||||||||
Lines of Business
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
||||||||
Property catastrophe reinsurance
|
|
$
|
273.3
|
|
|
(12.2
|
)%
|
|
$
|
311.3
|
|
|
1.4
|
%
|
|
$
|
306.9
|
|
Other property reinsurance
|
|
302.8
|
|
|
(3.4
|
)%
|
|
313.4
|
|
|
12.3
|
%
|
|
279.1
|
|
|||
Casualty reinsurance
|
|
312.3
|
|
|
(7.5
|
)%
|
|
337.5
|
|
|
9.2
|
%
|
|
309.1
|
|
|||
Specialty reinsurance
|
|
245.5
|
|
|
(7.6
|
)%
|
|
265.7
|
|
|
(9.1
|
)%
|
|
292.4
|
|
|||
Total
|
|
$
|
1,133.9
|
|
|
(7.7
|
)%
|
|
$
|
1,227.9
|
|
|
3.4
|
%
|
|
$
|
1,187.5
|
|
|
|
For the Twelve Months Ended December 31,
|
||||||||||||||||
Lines of Business
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
|
% change
|
|
($ in millions)
|
||||||||
Property insurance
|
|
$
|
236.0
|
|
|
(1.5
|
)%
|
|
$
|
239.7
|
|
|
18.5
|
%
|
|
$
|
202.3
|
|
Casualty insurance
|
|
265.4
|
|
|
37.7
|
%
|
|
192.8
|
|
|
51.6
|
%
|
|
127.2
|
|
|||
Marine, energy, aviation and construction insurance
|
|
523.4
|
|
|
(1.4
|
)%
|
|
530.9
|
|
|
22.8
|
%
|
|
432.2
|
|
|||
Financial and professional lines insurance
|
|
335.3
|
|
|
23.5
|
%
|
|
271.6
|
|
|
17.8
|
%
|
|
230.5
|
|
|||
Programs business
|
|
152.7
|
|
|
26.8
|
%
|
|
120.4
|
|
|
328.5
|
%
|
|
28.1
|
|
|||
Total
|
|
$
|
1,512.8
|
|
|
11.6
|
%
|
|
$
|
1,355.4
|
|
|
32.8
|
%
|
|
$
|
1,020.3
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||||||||
|
|
Estimated
Fair Value
|
|
Percentage of
Total Cash and
Investments
|
|
Estimated
Fair Value
|
|
Percentage of
Total Cash and
Investments
|
||||||
|
|
($ in millions except for percentages)
|
||||||||||||
Fixed Income Securities — Available for Sale
|
|
|
|
|
|
|
|
|
||||||
U.S. government
|
|
$
|
1,020.4
|
|
|
12.4
|
%
|
|
$
|
1,126.3
|
|
|
13.8
|
%
|
U.S. agency
|
|
269.1
|
|
|
3.2
|
|
|
308.6
|
|
|
3.8
|
|
||
Municipal
|
|
32.8
|
|
|
0.4
|
|
|
39.7
|
|
|
0.5
|
|
||
Corporate
|
|
2,069.4
|
|
|
24.9
|
|
|
2,038.5
|
|
|
24.8
|
|
||
Non-U.S. government-backed corporate
|
|
84.6
|
|
|
1.0
|
|
|
101.1
|
|
|
1.2
|
|
||
Foreign government
|
|
778.9
|
|
|
9.4
|
|
|
641.0
|
|
|
7.8
|
|
||
Asset-backed
|
|
122.3
|
|
|
1.4
|
|
|
53.8
|
|
|
0.7
|
|
||
Non-agency commercial mortgage-backed
|
|
62.6
|
|
|
0.8
|
|
|
71.1
|
|
|
0.9
|
|
||
Agency mortgage-backed
|
|
1,129.0
|
|
|
13.7
|
|
|
1,177.2
|
|
|
14.4
|
|
||
Total Fixed Income Securities — Available for Sale
|
|
$
|
5,569.1
|
|
|
67.2
|
%
|
|
$
|
5,557.3
|
|
|
67.9
|
%
|
Fixed Income Securities — Trading
|
|
|
|
|
|
|
|
|
||||||
U.S. government
|
|
22.0
|
|
|
0.3
|
|
|
9.4
|
|
|
0.1
|
|
||
U.S. agency
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
||
Municipal
|
|
1.1
|
|
|
—
|
|
|
2.9
|
|
|
—
|
|
||
Corporate
|
|
474.8
|
|
|
5.7
|
|
|
414.4
|
|
|
5.1
|
|
||
Foreign government
|
|
136.2
|
|
|
1.6
|
|
|
26.3
|
|
|
0.3
|
|
||
Asset-backed
|
|
12.8
|
|
|
0.1
|
|
|
2.9
|
|
|
—
|
|
||
Bank loans
|
|
69.1
|
|
|
0.8
|
|
|
—
|
|
|
—
|
|
||
Total Fixed Income Securities — Trading
|
|
$
|
716.2
|
|
|
8.5
|
%
|
|
$
|
456.1
|
|
|
5.5
|
%
|
Total other investments
|
|
48.0
|
|
|
0.6
|
|
|
45.0
|
|
|
0.5
|
|
||
Total catastrophe bonds — trading
|
|
5.8
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
||
Total equity securities — available for sale
|
|
149.5
|
|
|
1.8
|
|
|
200.1
|
|
|
2.4
|
|
||
Total equity securities — trading
|
|
310.9
|
|
|
3.7
|
|
|
—
|
|
|
—
|
|
||
Total short-term investments — available for sale
|
|
160.3
|
|
|
1.9
|
|
|
431.5
|
|
|
5.3
|
|
||
Total short-term investments — trading
|
|
—
|
|
|
—
|
|
|
2.4
|
|
|
—
|
|
||
Total cash and cash equivalents
|
|
1,293.6
|
|
|
15.6
|
|
|
1,463.6
|
|
|
17.8
|
|
||
Total net (payable)/receivable for securities (purchased)/sold
|
|
1.1
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
||
Total accrued interest receivable
|
|
47.9
|
|
|
0.6
|
|
|
47.7
|
|
|
0.6
|
|
||
Total Cash and Investments
|
|
$
|
8,302.4
|
|
|
100.0
|
%
|
|
$
|
8,203.9
|
|
|
100.0
|
%
|
|
|
AAA
|
|
AA and Below
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Agency
|
|
$
|
—
|
|
|
$
|
1,129.0
|
|
|
$
|
1,129.0
|
|
Non-agency commercial
|
|
37.0
|
|
|
25.6
|
|
|
62.6
|
|
|||
Total mortgage-backed securities
|
|
$
|
37.0
|
|
|
$
|
1,154.6
|
|
|
$
|
1,191.6
|
|
|
|
For the Twelve Months Ended
|
||||||||||
Available for Sale Equity Portfolio
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Dividend income
|
|
$
|
5.6
|
|
|
$
|
6.2
|
|
|
$
|
6.1
|
|
Realized investment gains/(losses)
|
|
17.7
|
|
|
(0.6
|
)
|
|
(1.5
|
)
|
|||
Change in net unrealized gains, gross of tax
|
|
11.2
|
|
|
16.4
|
|
|
9.7
|
|
|||
Realized foreign exchange (losses)
|
|
(1.3
|
)
|
|
(1.8
|
)
|
|
(0.1
|
)
|
|||
Unrealized foreign exchange gains
|
|
1.4
|
|
|
3.3
|
|
|
(4.8
|
)
|
|||
Total investment return from the available for sale equity portfolio
|
|
$
|
34.6
|
|
|
$
|
23.5
|
|
|
$
|
9.4
|
|
|
|
For the Twelve Months Ended
|
||||||||||
Trading Equity Portfolio
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Dividend income
|
|
$
|
7.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Realized investment gains
|
|
1.5
|
|
|
—
|
|
|
—
|
|
|||
Change in net unrealized gains, gross of tax
|
|
26.5
|
|
|
—
|
|
|
—
|
|
|||
Realized foreign exchange (losses)
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|||
Unrealized foreign exchange gains
|
|
2.8
|
|
|
—
|
|
|
—
|
|
|||
Total investment return from the trading equity portfolio
|
|
$
|
37.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
As at December 31, 2013 by Ratings
|
|||||||||||||||||||||||||||||
Country
|
|
AAA
|
|
AA
|
|
A
|
|
BBB
|
|
BB
|
|
NR
|
|
Market
Value
|
|
Market
Value
%
|
|||||||||||||||
|
|
($ in millions except percentages)
|
|||||||||||||||||||||||||||||
Austria
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
0.5
|
%
|
Belgium
|
|
—
|
|
|
—
|
|
|
25.2
|
|
|
—
|
|
|
—
|
|
|
11.6
|
|
|
36.8
|
|
|
3.4
|
|
|||||||
Denmark
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
2.6
|
|
|
0.2
|
|
||||||||
Finland
|
|
22.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.6
|
|
|
27.8
|
|
|
2.6
|
|
|||||||
France
|
|
4.5
|
|
|
32.4
|
|
|
23.2
|
|
|
3.7
|
|
|
—
|
|
|
32.7
|
|
|
96.5
|
|
|
9.0
|
|
|||||||
Germany
|
|
70.9
|
|
|
24.7
|
|
|
43.0
|
|
|
3.0
|
|
|
0.6
|
|
|
6.5
|
|
|
148.7
|
|
|
13.9
|
|
|||||||
Italy
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.3
|
|
|
6.3
|
|
|
0.6
|
|
|||||||
Netherlands
|
|
—
|
|
|
68.1
|
|
|
9.0
|
|
|
—
|
|
|
1.5
|
|
|
—
|
|
|
78.6
|
|
|
7.3
|
|
|||||||
Norway
|
|
5.6
|
|
|
16.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21.9
|
|
|
2.1
|
|
|||||||
Spain
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
0.2
|
|
|||||||
Sweden
|
|
3.0
|
|
|
16.1
|
|
|
—
|
|
|
2.3
|
|
|
—
|
|
|
20.8
|
|
|
42.2
|
|
|
4.0
|
|
|||||||
Switzerland
|
|
12.5
|
|
|
29.1
|
|
|
41.5
|
|
|
2.5
|
|
|
—
|
|
|
59.4
|
|
|
145.0
|
|
|
13.5
|
|
|||||||
United Kingdom
|
|
14.8
|
|
|
246.1
|
|
|
81.5
|
|
|
26.0
|
|
|
2.0
|
|
|
86.9
|
|
|
457.3
|
|
|
42.7
|
|
|||||||
Total European Exposures
|
|
$
|
136.1
|
|
|
$
|
438.1
|
|
|
$
|
223.4
|
|
|
$
|
39.7
|
|
|
$
|
4.1
|
|
|
$
|
229.8
|
|
|
$
|
1,071.2
|
|
|
100.0
|
%
|
|
|
As at December 31, 2013 by Sectors
|
||||||||||||||||||||||||||||||||||||||||||||||
Country
|
|
Sovereign
|
|
ABS
|
|
Government
Guaranteed
Bonds
|
|
Agency
|
|
Local
Government
|
|
Corporate
Financial
Issuers
|
|
Corporate
Non-
Financial
Issuers
|
|
Covered
Bonds
|
|
Equity
|
|
Bank Loans
|
|
Market
Value
|
|
Unrealized
Pre-tax
Gain
|
||||||||||||||||||||||||
|
|
($ in millions except percentages)
|
||||||||||||||||||||||||||||||||||||||||||||||
Austria
|
|
$
|
3.3
|
|
|
$
|
—
|
|
|
$
|
2.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
$
|
—
|
|
Belgium
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25.2
|
|
|
—
|
|
|
11.6
|
|
|
—
|
|
|
36.8
|
|
|
1.7
|
|
||||||||||||
Denmark
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
|
—
|
|
||||||||||||
Finland
|
|
13.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.6
|
|
|
—
|
|
|
27.8
|
|
|
1.5
|
|
||||||||||||
France
|
|
—
|
|
|
—
|
|
|
5.3
|
|
|
27.3
|
|
|
—
|
|
|
—
|
|
|
26.7
|
|
|
4.5
|
|
|
32.7
|
|
|
—
|
|
|
96.5
|
|
|
4.7
|
|
||||||||||||
Germany
|
|
20.2
|
|
|
5.6
|
|
|
37.8
|
|
|
11.0
|
|
|
18.6
|
|
|
—
|
|
|
49.0
|
|
|
—
|
|
|
6.5
|
|
|
—
|
|
|
148.7
|
|
|
3.4
|
|
||||||||||||
Italy
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.3
|
|
|
—
|
|
|
6.3
|
|
|
—
|
|
||||||||||||
Netherlands
|
|
12.7
|
|
|
—
|
|
|
0.5
|
|
|
27.8
|
|
|
—
|
|
|
6.7
|
|
|
29.4
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
78.6
|
|
|
0.7
|
|
||||||||||||
Norway
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21.9
|
|
|
1.0
|
|
||||||||||||
Spain
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
0.1
|
|
||||||||||||
Sweden
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.4
|
|
|
3.0
|
|
|
13.6
|
|
|
1.4
|
|
|
—
|
|
|
20.8
|
|
|
—
|
|
|
42.2
|
|
|
4.3
|
|
||||||||||||
Switzerland
|
|
8.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18.6
|
|
|
61.1
|
|
|
3.8
|
|
|
52.8
|
|
|
—
|
|
|
145.0
|
|
|
12.2
|
|
||||||||||||
United Kingdom
|
|
218.9
|
|
|
0.8
|
|
|
17.6
|
|
|
2.3
|
|
|
—
|
|
|
17.9
|
|
|
96.4
|
|
|
14.5
|
|
|
86.9
|
|
|
2.0
|
|
|
457.3
|
|
|
11.3
|
|
||||||||||||
Total European Exposures
|
|
$
|
277.6
|
|
|
$
|
6.4
|
|
|
$
|
63.2
|
|
|
$
|
93.7
|
|
|
$
|
32.6
|
|
|
$
|
56.8
|
|
|
$
|
291.4
|
|
|
$
|
22.8
|
|
|
$
|
223.2
|
|
|
$
|
3.5
|
|
|
$
|
1,071.2
|
|
|
$
|
40.9
|
|
|
|
As at December 31, 2013
|
||||||||||
Business Segment
|
|
Gross
|
|
Reinsurance
Recoverable
|
|
Net
|
||||||
|
|
($ in millions)
|
||||||||||
Reinsurance
|
|
$
|
2,707.0
|
|
|
$
|
(60.2
|
)
|
|
$
|
2,646.8
|
|
Insurance
|
|
1,971.9
|
|
|
(272.5
|
)
|
|
1,699.4
|
|
|||
Total losses and loss expense reserves
|
|
$
|
4,678.9
|
|
|
$
|
(332.7
|
)
|
|
$
|
4,346.2
|
|
|
|
As at December 31, 2012
|
||||||||||
Business Segment
|
|
Gross
|
|
Reinsurance
Recoverable
|
|
Net
|
||||||
|
|
($ in millions)
|
||||||||||
Reinsurance
|
|
$
|
2,983.7
|
|
|
$
|
(172.4
|
)
|
|
$
|
2,811.3
|
|
Insurance
|
|
1,796.0
|
|
|
(326.6
|
)
|
|
1,469.4
|
|
|||
Total losses and loss expense reserves
|
|
$
|
4,779.7
|
|
|
$
|
(499.0
|
)
|
|
$
|
4,280.7
|
|
|
|
As at December 31, 2013
|
|||||||||||||
|
|
Gross
Outstandings
|
|
Gross
IBNR
|
|
Gross
Reserve
|
|
% IBNR
|
|||||||
|
|
($ in millions, except for percentages)
|
|||||||||||||
Reinsurance
|
|
$
|
1,212.8
|
|
|
$
|
1,494.2
|
|
|
$
|
2,707.0
|
|
|
55.2
|
%
|
Insurance
|
|
880.5
|
|
|
1,091.4
|
|
|
1,971.9
|
|
|
55.3
|
%
|
|||
Total losses and loss expense reserves
|
|
$
|
2,093.3
|
|
|
$
|
2,585.6
|
|
|
$
|
4,678.9
|
|
|
55.3
|
%
|
|
|
As at December 31, 2012
|
|||||||||||||
|
|
Gross
Outstandings
|
|
Gross
IBNR
|
|
Gross
Reserve
|
|
% IBNR
|
|||||||
|
|
($ in millions, except for percentages)
|
|||||||||||||
Reinsurance
|
|
$
|
1,356.0
|
|
|
$
|
1,627.7
|
|
|
$
|
2,983.7
|
|
|
54.6
|
%
|
Insurance
|
|
845.0
|
|
|
951.0
|
|
|
1,796.0
|
|
|
53.0
|
%
|
|||
Total losses and loss expense reserves
|
|
$
|
2,201.0
|
|
|
$
|
2,578.7
|
|
|
$
|
4,779.7
|
|
|
54.0
|
%
|
|
|
For the Twelve Months Ended
|
||||||||||
Business Segment
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Reinsurance
|
|
$
|
122.6
|
|
|
$
|
102.2
|
|
|
$
|
72.3
|
|
Insurance
|
|
(14.9
|
)
|
|
35.2
|
|
|
20.0
|
|
|||
Total losses and loss expense reserves reductions
|
|
$
|
107.7
|
|
|
$
|
137.4
|
|
|
$
|
92.3
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions)
|
||||||
Share capital, additional paid-in capital, retained income and accumulated other comprehensive income attributable to ordinary shareholders
|
|
$
|
2,744.0
|
|
|
$
|
2,980.3
|
|
Preference shares (liquidation preferences net of issue costs)
|
|
555.8
|
|
|
508.1
|
|
||
Long-term debt
|
|
549.0
|
|
|
499.1
|
|
||
Long-term debt issued by Silverton
|
|
50.0
|
|
|
—
|
|
||
Total capital
|
|
$
|
3,898.8
|
|
|
$
|
3,987.5
|
|
•
|
On February 2, 2012, our Board extended the authorization for the remaining amount of the $400.0 million ordinary share repurchase program originally authorized on February 9, 2010. In 2012, we initiated an open market share repurchase and acquired a total of 2,064,643 ordinary shares for a total amount of $59.9 million.
|
•
|
On March 9, 2012, an agreement was signed to repurchase 42,578 ordinary shares from the Names’ Trustee for a total consideration of $1.1 million and on March 23, 2012, an agreement was signed to repurchase 26,708 ordinary shares from the Names’ Trustee for a total consideration of $0.7 million. The shares under both transactions were repurchased on May 8, 2012 and subsequently cancelled.
|
•
|
On April 11, 2012, we issued 6,400,000 Perpetual Preference Shares with a liquidation preference of $25 for an aggregate amount of $160.0 million. Each Perpetual Preference Share will receive dividends on a non-cumulative basis only when declared by our Board at an annual rate of 7.250%. The Perpetual Preference Shares have no stated maturity but are callable at our option on or after the 10th anniversary of the date of issuance. We raised net proceeds of approximately $154.5 million from this issuance.
|
•
|
On April 25, 2012, our Board approved and we announced a 13.3% increase in our normal quarterly dividend to our ordinary shareholders from $0.15 per share to $0.17 per share.
|
•
|
On August 10, 2012, an agreement was signed to repurchase 34,151 ordinary shares from the Names’ Trustee. The shares were repurchased for a total consideration of $1.0 million and subsequently cancelled.
|
•
|
On October 24, 2012, our Board approved a new share repurchase authorization for up to $400.0 million of outstanding ordinary shares. The share repurchase authorization replaced the previous authorization and permits us to effect the repurchases from time to time through a combination of transactions, including open market repurchases, privately negotiated transactions and accelerated share repurchase transactions.
|
•
|
On February 7, 2013, the Company’s Board of Directors replaced the existing share repurchase authorization of
$400.0 million
with a new authorization of
$500.0 million
. The total share repurchase authorization, which was effective immediately through February 7, 2015, permits the Company to effect the repurchases from time to time through a combination of transactions, including open market repurchases, privately negotiated transactions and accelerated share repurchase transactions.
|
•
|
Under the open market repurchases, the Company acquired and cancelled
8,461,174
ordinary shares for the
twelve months ended
December 31, 2013
. The total consideration paid was
$309.6 million
and the average price paid was $36.59. As at
December 31, 2013
, we had
$224.2 million
remaining under our current share repurchase authorization.
|
•
|
On February 26, 2013, the Company entered into an accelerated share repurchase agreement (“ASR”) with Goldman Sachs & Co. (“Goldman”) to repurchase an aggregate of
$150.0 million
of our ordinary shares. Under this arrangement, we initially acquired and cancelled
3,348,214
ordinary shares for the three months ended March 31, 2013. The ASR commenced on February 27, 2013, and was terminated on August 29, 2013. Settlement was made entirely in the Company’s ordinary shares and was accounted for as an equity transaction under the guidelines specified under ASC 815
Derivatives and Hedging
. On August 29, 2013, Goldman delivered to the Company an additional
705,062
ordinary shares. The total amount repurchased under the ASR was
4,053,276
ordinary shares at an average price of
$37.01
.
|
•
|
On March 4, 2013, an agreement was signed to repurchase
54,437
ordinary shares from the Names’ Trustee. The shares were repurchased on March 21, 2013 for a total purchase price of
$2.0 million
and subsequently cancelled.
|
•
|
On April 24, 2013, we announced a
6%
increase in our normal quarterly dividend to our ordinary shareholders from
$0.17
per share to
$0.18
per share.
|
•
|
On May 2, 2013, we issued
11.0 million
shares of our
5.950%
Perpetual Preference Shares. See Part II, Item 5, “Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities — Description of our 5.95% Fixed-to-Floating Rate Perpetual Non-Cumulative Preference Shares.” On May 30, 2013, we redeemed all of our 5.625% Perpetual PIERS with a liquidation preference of
$50.00
for an aggregate amount of
$230.0 million
. We also issued a total of
1,835,860
ordinary shares in connection with the redemption of the 5.625% Perpetual PIERS.
|
•
|
On November 13, 2013, we closed our offering on the 2023 Senior Notes. The net proceeds from the 2023 Senior Notes offering, before offering expenses, were $299.7 million and a portion of the proceeds was used to redeem the outstanding 6.00% $250.0 million Senior Notes due August 15, 2014. The redemption resulted in a realized loss, or make-whole payment, of $9.3 million which is reflected in net realized and unrealized investment gains and losses of the statement of operations and other comprehensive income. Subject to applicable law, the 2023 Senior Notes will be the senior unsecured obligations of Aspen Holdings and will rank equally in right of payment with all of our other senior unsecured indebtedness from time to time outstanding.
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions, except percentages)
|
||||||
Regulatory trusts and deposits:
|
|
|
|
|
||||
Affiliated transactions
|
|
$
|
685.8
|
|
|
$
|
598.7
|
|
Third party
|
|
2,236.4
|
|
|
1,933.5
|
|
||
Letters of credit / guarantees
|
|
830.4
|
|
|
1,189.2
|
|
||
Total restricted assets
|
|
$
|
3,752.6
|
|
|
$
|
3,721.4
|
|
Total as percent of cash and invested assets
|
|
45.5
|
%
|
|
45.6
|
%
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
Later
Years |
|
Total
|
||||||||||||||
|
($ in millions)
|
||||||||||||||||||||||||||
Operating lease obligations
|
$
|
11.9
|
|
|
$
|
12.1
|
|
|
$
|
8.3
|
|
|
$
|
7.5
|
|
|
$
|
6.3
|
|
|
$
|
6.5
|
|
|
$
|
52.6
|
|
Long-term debt obligations
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
550.0
|
|
|
550.0
|
|
|||||||
Reserves for losses and LAE
(2)
|
1,412.1
|
|
|
924.6
|
|
|
625.1
|
|
|
441.6
|
|
|
312.6
|
|
|
962.9
|
|
|
4,678.9
|
|
|||||||
Total
|
$
|
1,424.0
|
|
|
$
|
936.7
|
|
|
$
|
633.4
|
|
|
$
|
449.1
|
|
|
$
|
318.9
|
|
|
$
|
1,519.4
|
|
|
$
|
5,281.5
|
|
(1)
|
The long-term debt obligations disclosed above do not include the
$29.0 million
annual interest payments on our outstanding senior notes or dividends payable to holders of our preference shares or the loan notes issued by Silverton in the amount of $50.0 million which mature in September 2016.
|
(2)
|
In estimating the time intervals into which payments of our reserves for losses and loss adjustment expenses fall, as set out above, we have utilized actuarially assessed payment patterns. By the nature of the insurance and reinsurance contracts under which these liabilities are assumed, there can be no certainty that actual payments will fall in the periods shown and there could be a material acceleration or deceleration of claims payments depending on factors outside our control. This uncertainty is heightened by the relatively short time in which we have operated (relevant in particular to longer-tail lines), thereby providing limited Company-specific claims loss payment patterns. The total amount of payments in respect of our reserves, as well as the timing of such payments, may differ materially from our current estimates for the reasons set out above under “ — Critical Accounting Policies — Reserves for Losses and Loss Expenses.”
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions, except for share amounts)
|
||||||
Total shareholders’ equity
|
|
$
|
3,299.6
|
|
|
$
|
3,488.4
|
|
Accumulated other comprehensive income, net of taxes
|
|
(219.1
|
)
|
|
(427.4
|
)
|
||
Preference shares less issue expenses
|
|
(555.8
|
)
|
|
(508.1
|
)
|
||
Non-controlling interest
|
|
0.3
|
|
|
(0.2
|
)
|
||
Ordinary dividends
|
|
47.8
|
|
|
47.0
|
|
||
Adjusted total shareholders’ equity
|
|
$
|
2,572.8
|
|
|
$
|
2,599.7
|
|
|
|
|
|
|
||||
Ordinary shares
|
|
65,546,976
|
|
|
70,753,723
|
|
||
Diluted ordinary shares
|
|
67,089,572
|
|
|
73,312,340
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions)
|
||||||
Total shareholders’ equity
|
|
$
|
3,299.6
|
|
|
$
|
3,488.4
|
|
Non-controlling interest
|
|
0.3
|
|
|
(0.2
|
)
|
||
Average preference shares
|
|
(541.0
|
)
|
|
(460.6
|
)
|
||
Average adjustment
|
|
22.5
|
|
|
(93.6
|
)
|
||
Average equity
|
|
$
|
2,781.4
|
|
|
$
|
2,934.0
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions)
|
||||||
Net income after tax
|
|
$
|
329.3
|
|
|
$
|
280.4
|
|
Add (deduct) after tax income:
|
|
|
|
|
|
|
||
Net realized and unrealized investment (gains)
|
|
(35.7
|
)
|
|
(25.6
|
)
|
||
Net realized and unrealized exchange losses
|
|
9.0
|
|
|
(4.4
|
)
|
||
Changes to the fair value of derivatives
|
|
1.6
|
|
|
29.7
|
|
||
Other non-recurring items
|
|
(0.4
|
)
|
|
1.1
|
|
||
Tax on non-operating income
|
|
0.5
|
|
|
(1.3
|
)
|
||
Operating income after tax
|
|
$
|
304.3
|
|
|
$
|
279.9
|
|
•
|
We have ISDA master agreements with multiple potential counterparties to diversify our counterparty credit risk exposure as we deem appropriate.
|
•
|
We view senior unsecured debt ratings as the key factor in assessing the financial strength and probability of default of a counterparty. Accordingly, as of
December 31, 2013
, we have only entered into interest rate swap transactions with swap counterparties who have (or whose obligations are guaranteed by an affiliate that has) a senior unsecured debt rating of at least “BBB.” As at
December 31, 2013
, the Goldman Sachs Group (the guarantor of the obligations of Goldman under the Goldman ISDA Agreement) was rated “Baa1” from Moody’s and “A-” from S&P and Crédit Agricole CIB was rated “A2” from Moody’s and “A” from S&P.
|
•
|
We protected the ability to maintain a minimum counterparty rating by negotiating provisions that permit us to terminate the ISDA agreements with our counterparties (and all interest rate swaps thereunder) if the rating of the counterparty (or its guarantor) fell below certain levels.
|
•
|
Our credit exposure to any one swap counterparty is the amount of uncollateralized NPV (i.e., the amount, if any, that the counterparty would owe us upon termination of the swap following a default by the counterparty that is unsecured by collateral that has been delivered by the counterparty to us). Under each ISDA agreement, we negotiated a maximum amount of unsecured credit risk (uncollateralized NPV) that we can be exposed to before the counterparty is required to post collateral to us. Such amount is called the Minimum Transfer Amount (“MTA”). If an Event of Default or certain other events (such as the downgrade event discussed above, a merger or other combination of the counterparty as a result of which the counterparty is materially weaker, or a change in law) has occurred and is continuing with respect to a counterparty, the MTA with respect to such party becomes zero, and the counterparty is required to post collateral for all amounts due to us.
|
•
|
The movement in the NPV of each interest rate swap is measured on a daily basis and settled on a daily basis if the amount required to be transferred to us is greater than the respective MTA of the ISDA agreement. Collateral required to be posted to us is required to be delivered to a collateral account held by our custodian. Therefore, our exposure to a counterparty’s credit risk is recalibrated on a daily basis. The permitted collateral that can be posted between the parties is cash and U.S. Treasuries of various maturities, but not exceeding 10 years. Valuation of the posted collateral is based on the closing market price of the posted Treasury from Bloomberg and applies a valuation percentage by type of security.
|
Item 8.
|
Financial Statements and Supplementary Data
|
Item 9A.
|
Controls and Procedures
|
Item 9B.
|
Other Information
|
|
|
A
|
|
B
|
|
C
|
|
|||
Plan Category
|
|
Number of Securities to
Be Issued Upon Exercise
of Outstanding Options,
Warrants and Rights
|
|
Weighted-Average
Exercise Price of
Outstanding
Options, Warrants and
Rights
(2)
|
|
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (Excluding
Securities Reflected in
Column A)
|
|
|||
Equity compensation plans approved by security
holders
(1)
|
|
1,827,107
|
|
|
$4.06
|
|
4,025,429
|
|
(3) (4)
|
|
Equity compensation plans not approved by security holders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
1,827,107
|
|
|
$4.06
|
|
4,025,429
|
|
(3) (4)
|
(1)
|
In respect of performance shares, this column includes (i) 294,971 performance shares that have been earned based on applicable performance testing prior to December 31, 2013 and (ii) 690,660 performance shares that are subject to performance testing after December 31, 2013, which we have assumed will vest at 100.0% of target performance (the actual number of performance shares earned can range from 0.0% to 200.0% of target based on applicable performance testing).
|
(2)
|
The weighted average exercise price calculation includes option exercise prices between $21.96 and $27.28 plus outstanding restricted share units and performance shares which have a $Nil exercise price. The weighted average exercise price of outstanding options (i.e., excluding outstanding restricted share units and performance shares) is $24.98.
|
(3)
|
The number of shares that may be issued under the 2013 Share Incentive Plan will be reduced by (i) the gross number of shares for which options or share appreciation rights are exercised, regardless of whether any of the shares underlying such awards are not actually issued to the participant as a result of a net settlement, and (ii) any shares withheld to satisfy any tax withholding obligation with respect to any award. In addition, the maximum aggregate number of shares that may be issued under the 2013 Share Incentive Plan will be cumulatively increased from time to time by the number of
|
(4)
|
Includes 706,473 shares authorized and remaining available for issuance under the 2008 Employee Purchase Plans as of December 31, 2013. Of these, 94,280 shares under the 2008 Employee Purchase Plans were subject to purchase rights as of December 31, 2013.
|
Item 15.
|
Exhibits, Financial Statement Schedules
|
Exhibit
Number
|
|
Description
|
3.1
|
|
Certificate of Incorporation and Memorandum of Association (incorporated herein by reference to exhibit 3.1 to the Company’s 2003 Registration Statement on Form F-1 (Registration No. 333-110435))
|
|
|
|
3.2
|
|
Amendments to the Memorandum of Association (incorporated by reference to exhibit 3.2 of the Company’s Current Report on Form 8-K filed on May 4, 2009)
|
|
|
|
3.3
|
|
Amended and Restated Bye-laws (incorporated herein by reference to exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 4, 2009)
|
|
|
|
4.1
|
|
Specimen Ordinary Share Certificate (incorporated herein by reference to exhibit 4.1 to the Company’s 2003 Registration Statement on Form F-1 (Registration No. 333-110435))
|
|
|
|
4.2
|
|
Amended and Restated Instrument Constituting Options to Subscribe for Shares in Aspen Insurance Holdings Limited, dated September 30, 2005 (incorporated herein by reference to exhibit 4.1 to the Company’s Current Report on Form 8-K filed on September 30, 2005)
|
|
|
|
4.3
|
|
Indenture, dated August 16, 2005, between the Company and Deutsche Bank Trust Company Americas, as trustee (incorporated herein by reference to exhibit 4.3 to the Company’s 2004 Registration Statement on Form F-1 (Registration No. 333-119-314))
|
|
|
|
4.4
|
|
First Supplemental Indenture, dated as of August 16, 2004, by and between the Company, as issuer, and Deutsche Bank Trust Company Americas, as trustee (incorporated herein by reference to exhibit 4.4 to the Company’s 2004 Registration Statement on Form F-1 (Registration No. 333-119-314))
|
|
|
|
4.5
|
|
Second Supplemental Indenture, dated December 10, 2010, between the Company, as issuer, and Deutsche Bank Trust Company Americas, as trustee (incorporated herein by reference to exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 10, 2010).
|
|
|
|
4.6
|
|
Third Supplemental Indenture, dated November 13, 2013, between the Company, as issuer, and Deutsche Bank Trust Company Americas, as trustee (incorporated herein by reference to exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 13, 2013).
|
|
|
|
4.7
|
|
Certificate of Designations of the Company’s 5.625% Perpetual PIERS, dated December 12, 2005 (incorporated herein by reference to exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 13, 2005).
|
|
|
|
4.8
|
|
Specimen Certificate for the Company’s 5.625% Perpetual PIERS (incorporated herein by reference to the form of which is in exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 13, 2005).
|
|
|
|
4.9
|
|
Certificate of Designations of the Company’s Preference Shares, dated December 12, 2005 (incorporated herein by reference to exhibit 4.3 to the Company’s Current Report on Form 8-K filed on December 13, 2005)
|
|
|
|
4.10
|
|
Specimen Certificate for the Company’s Preference Shares (incorporated herein by reference to the form of which is in exhibit 4.3 to the Company’s Current Report on Form 8-K filed on December 13, 2005)
|
|
|
|
4.11
|
|
Form of Certificate of Designations of the Company’s 7.401% Perpetual Preference Shares, dated November 15, 2006 (incorporated herein by reference to exhibit 4.1 to the Company’s Current Report on Form 8-K filed on
November 15, 2006)
|
|
|
|
4.12
|
|
Specimen Certificate for the Company’s 7.401% Perpetual Preference Shares, (incorporated herein by reference to the form of which is in exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 15, 2006)
|
|
|
|
4.13
|
|
Form of Certificate of Designations of the Company’s 7.250% Perpetual Preference Shares, dated November 15, 2006 (incorporated herein by reference to exhibit 3.1 to the Company’s Current Report on Form 8-K filed on April 11, 2012)
|
|
|
|
4.14
|
|
Specimen Certificate for the Company’s 7.250% Perpetual Preference Shares, (incorporated herein by reference to the form of which is in exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 11, 2012)
|
|
|
|
4.15
|
|
Form of Certificate of Designations of the Company’s 5.95% Perpetual Non-Cumulative Preference Shares, dated May 2, 2013 (incorporated herein by reference to exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 2, 2013)
|
|
|
|
4.16
|
|
Specimen Certificate for the Company’s 5.95% Perpetual Non-Cumulative Preference Shares (incorporated herein by reference to the form of which is in exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 2, 2013)
|
|
|
|
4.17
|
|
Form of Replacement Capital Covenant, dated November 15, 2006 (incorporated herein by reference to exhibit 4.3 to the Company’s Current Report on Form 8-K filed on November 15, 2006)
|
|
|
|
10.1
|
|
Amended and Restated Shareholders’ Agreement, dated as of September 30, 2003, among the Company and each of the persons listed on Schedule A thereto (incorporated herein by reference to exhibit 10.1 to the Company’s 2003 Registration Statement on Form F-1 (Registration No. 333-110435))
|
|
|
|
10.2
|
|
Third Amended and Restated Registration Rights Agreement, dated as of November 14, 2003, among the Company and each of the persons listed on Schedule 1 thereto (incorporated herein by reference to exhibit 10.2 to the Company’s 2003 Registration Statement on Form F-1 (Registration No. 333-110435))
|
|
|
|
10.3
|
|
Service Agreement, dated September 24, 2004, among Christopher O’Kane, Aspen Insurance UK Services Limited and the Company (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 24, 2004)*
|
|
|
|
10.4
|
|
Employment Agreement, effective November 1, 2012, between John Worth and Aspen Insurance UK Services Limited, filed with this report (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 11, 2012)*
|
|
|
|
10.5
|
|
Service Agreement dated March 10, 2005, between James Few and Aspen Bermuda Limited (formerly Aspen Insurance Limited) (incorporated herein by reference to exhibit 10.20 to the Company’s Annual Report on Form 10-K for fiscal year ended December 31, 2004, filed on March 14, 2005)*
|
|
|
|
10.6
|
|
Employment Agreement, dated January 12, 2004, between Brian Boornazian and Aspen Insurance U.S. Services Inc. (incorporated herein by reference to exhibit 10.8 to the Company’s Annual Report on Form 10-K for fiscal year ended December 31, 2005, filed on March 6, 2006)*
|
|
|
|
10.7
|
|
Addendum, dated February 5, 2008, to the Employment Agreement dated January 12, 2004 between Brian Boornazian and Aspen Insurance U.S. Services Inc. (incorporated herein by reference to exhibit 10.7 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007, filed on February 29,
2008)*
|
|
|
|
10.8
|
|
Amendment to Brian Boornazian’s Employment Agreement, dated October 28, 2008 (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 3, 2008), as further amended, dated December 31, 2008, (incorporated herein by reference to exhibit 10.9 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, filed on February 26, 2009)*
|
|
|
|
10.9
|
|
Amendment No. 2 to Brian Boornazian’s Employment Agreement, dated February 11, 2010 (incorporated herein by reference to exhibit 10.10 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009, filed on February 26, 2010)*
|
|
|
|
10.10
|
|
Employment Agreement, dated February 25, 2011, between Mario Vitale and Aspen Insurance U.S. Services Inc., incorporated herein by reference to exhibit 10.6 to the Company’s Annual Report Form 10-K for the fiscal year ended December 31, 2011 filed on February 28, 2012)*
|
|
|
|
10.11
|
|
Appointment Letter, dated April 19, 2007, between Glyn Jones and the Company (incorporated herein by reference to exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for three months ended March 31, 2007, filed on May 9, 2007)*
|
|
|
|
10.12
|
|
Appointment Letter, dated May 6, 2010 between Glyn Jones and the Company (incorporated herein by reference to exhibit 10.21 to the Company’s Quarterly Report on Form 10-Q for three months ended March 31, 2010, filed on May 7, 2010)*
|
|
|
|
10.13
|
|
John Worth’s Restricted Share Unit Award Agreement, effective November 1, 2012 (incorporated herein by reference to exhibit 10.20 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed on February 26, 2013)*
|
|
|
|
10.14
|
|
Supplemental Employment Retirement Plan for Mario Vitale, effective January 1, 2012 (incorporated herein by reference to exhibit 10.21 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed on February 26, 2013)*
|
|
|
|
10.15
|
|
Aspen Insurance Holdings Limited 2003 Share Incentive Plan, as amended, dated February 6, 2008 (incorporated herein by reference to exhibit 10.12 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007, filed on February 29, 2008)*
|
|
|
|
10.16
|
|
Amendment to the Aspen Insurance Holdings Limited Amended 2003 Share Incentive Plan (incorporated herein by reference to exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the nine months ended September 30, 2008, filed on November 10, 2008)*
|
|
|
|
10.17
|
|
Aspen Insurance Holdings Limited 2013 Share Incentive Plan, filed with this report
|
|
|
|
10.18
|
|
2006 Option Plan for Non-Employee Directors (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on May 26, 2006)*
|
|
|
|
10.19
|
|
Aspen Insurance Holdings Limited 2006 Stock Incentive Plan for Non-Employee Directors, as amended dated March 21, 2007 (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 7, 2007)*
|
|
|
|
10.20
|
|
Amendment to the Aspen Insurance Holdings Limited 2006 Stock Incentive Plan for Non-Employee Directors (incorporated herein by reference to exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the nine months ended September 30, 2008, filed on November 10, 2008)*
|
|
|
|
10.21
|
|
Employee Share Purchase Plan, including the International Employee Share Purchase Plan of Aspen Insurance Holdings Limited (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 5, 2008)*
|
|
|
|
10.22
|
|
Aspen Insurance Holdings Limited Revised 2008 Sharesave Scheme (incorporated herein by reference to exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2010, filed on May 7, 2010)*
|
|
|
|
10.23
|
|
Amendment to the Forms of Performance Share Award Agreements relating to grants in 2007, 2008 and 2009 under the 2003 Share Incentive Plan (incorporated herein by reference to exhibit 10.51 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009, filed on February 26, 2010)*
|
|
|
|
10.24
|
|
Form of 2009 Performance Share Agreement (incorporated herein by reference to exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the six months ended June 30, 2009, filed on August 4, 2009)*
|
|
|
|
10.25
|
|
Form of 2010 Performance Share Agreement (incorporated herein by reference to exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2010, filed on May 7, 2010)*
|
|
|
|
10.26
|
|
Form of 2011 Performance Share Award Agreement (incorporated herein by reference to exhibit 10.39 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011, filed on February 28,
2012)*
|
|
|
|
10.27
|
|
Form of 2012 Performance Share Award Agreement (incorporated herein by reference to exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2012, filed on May 7, 2012)*
|
|
|
|
10.28
|
|
Form of 2013 Performance Share Award Agreement (incorporated herein by reference to exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2013, filed on April 29, 2013)*
|
|
|
|
10.29
|
|
Form of Non-Employee Director Nonqualified Share Option Agreement (incorporated herein by reference to exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on May 26, 2006)*
|
|
|
|
10.30
|
|
Form of Non-Employee Director Restricted Share Unit Award Agreement (incorporated herein by reference to exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on May 7, 2007)*
|
|
|
|
10.31
|
|
Form of 2008 Non-Employee Director Restricted Share Unit Award Agreement (incorporated herein by reference to exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the six months ended September 30, 2008, filed on August 6, 2008
|
|
|
|
10.32
|
|
Form of Restricted Share Unit Award Agreement (incorporated herein by reference to exhibit 10.40 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, filed on February 26, 2009)
|
|
|
|
10.33
|
|
Amendment to Form of Restricted Share Unit Award Agreement (U.S. version) (incorporated herein by reference to exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the nine months ended September 30, 2008, filed on November 10, 2008)
|
|
|
|
10.34
|
|
Amendment to Form of Restricted Share Unit Award Agreement (U.S. employees employed outside the U.S.) (incorporated by reference to exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the nine months ended September 30, 2008, filed on November 10, 2008)*
|
|
|
|
10.35
|
|
Form of Restricted Share Unit Award Agreement made as part of the annual incentive grant (U.S. recipients) (incorporated herein by reference to exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2012, filed on May 7, 2012)*
|
|
|
|
10.36
|
|
Form of Restricted Share Unit Award Agreement made as part of the annual incentive grant (non-U.S. recipients) (incorporated herein by reference to exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2012, filed on May 7, 2012)*
|
|
|
|
10.37
|
|
Master Confirmation, dated September 28 2007, between the Company and Goldman, Sachs & Co relating to the accelerated share repurchase (incorporated herein by reference to exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the three months ended September 30, 2007 filed on November 8, 2007)**
|
|
|
|
10.38
|
|
Supplemental Confirmation, dated as of February 26, 2013, between the Company and Goldman, Sachs & Co relating to the accelerated share repurchase (incorporated herein by reference to exhibit 10.2 to the Company’s Quarterly Report for the three months ended March 31, 2013 filed on April 29, 2013)**
|
|
|
|
10.39
|
|
Credit Agreement, dated as of July 30, 2010, among the Company, various lenders and Barclays Bank PLC, as administrative agent (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 4, 2010)
|
|
|
|
10.40
|
|
Amended and Restated Credit Agreement, dated as of June 12, 2013, among the Company, various lenders and Barclays Bank plc, as administrative agent (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 2, 2013)
|
|
|
|
10.41
|
|
Committed Letter of Credit Facility, dated October 11, 2006, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Ireland Financial Services plc. (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on October 13, 2006)
|
|
|
|
10.42
|
|
Insurance Letters of Credit - Master Agreement, dated December 15, 2003, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Ireland Financial Services plc. (incorporated herein by reference to exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on October 13, 2006)
|
|
|
|
10.43
|
|
Pledge Agreement, dated January 17, 2006, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank, N.A. (incorporated herein by reference to exhibit 10.3 to the Company’s Current Report on Form 8-K, filed on October 13, 2006)
|
|
|
|
10.44
|
|
Side Letter relating to the Pledge Agreement, dated January 27, 2006, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank, N.A. (incorporated herein by reference to exhibit 10.4 to the Company’s Current Report on Form 8-K, filed on October 13, 2006)
|
|
|
|
10.45
|
|
Assignment Agreement, dated October 11, 2006, among Aspen Bermuda Limited (formerly known as Aspen Insurance Limited), Citibank, N.A., Citibank Ireland Financial Services plc and The Bank of New York (incorporated herein by reference to exhibit 10.5 to the Company’s Current Report on Form 8-K, filed on October 13, 2006)
|
|
|
|
10.46
|
|
Letter Agreement, dated October 11, 2006, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Ireland Financial Services plc. (incorporated herein by reference to exhibit 10.6 to the Company’s Current Report on Form 8-K, filed on October 13, 2006)
|
|
|
|
10.47
|
|
Amendment to Committed Letter of Credit Facility, dated October 29, 2008, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Europe plc (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on November 4, 2008)
|
|
|
|
10.48
|
|
Amendment to Pledge Agreement, dated October 29, 2008, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Europe plc (incorporated herein by reference to exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on November 4, 2008)
|
|
|
|
10.49
|
|
Letter of Credit, dated April 29, 2009, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Europe plc (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on May 4, 2009)
|
|
|
|
10.50
|
|
Letter of Credit, dated August 12, 2011, between Aspen Bermuda Limited (formerly known Aspen Insurance Limited) and Citibank Europe plc, (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on August 15, 2011)
|
|
|
|
10.51
|
|
Letter of Credit, dated July 30, 2012, between Aspen Bermuda Limited and Citibank Europe plc (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on July 31, 2012)
|
|
|
|
10.52
|
|
Amendment to Pledge Agreement, dated August 12, 2011, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited) and Citibank Europe plc (incorporated herein by reference to exhibit 10.2 to the Company’s Current Report on Form 8-K, filed on August 15, 2011)
|
|
|
|
10.53
|
|
$200,000,000 Facility Agreement, dated October 6, 2009, between Aspen Bermuda Limited (formerly known as Aspen Insurance Limited), Aspen Insurance UK Limited and Barclays Bank PLC (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on October 7, 2009)
|
|
|
|
10.54
|
|
First Amendment Agreement to Multicurrency Letter of Credit Facility, dated February 28, 2011, among Aspen Bermuda Limited (formerly known as Aspen Insurance Limited), Aspen Insurance UK Limited and Barclays Bank PLC (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on March 1, 2011)
|
|
|
|
10.55
|
|
Amendment Letter to Multicurrency Letter of Credit Facility, dated February 1, 2013, among Aspen Bermuda Limited (formerly known as Aspen Insurance Limited), Aspen Insurance UK Limited and Barclays Bank PLC (incorporated herein by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 1, 2013)
|
|
|
|
21.1
|
|
Subsidiaries of the Company, filed with this report
|
|
|
|
23.1
|
|
Consent of KPMG Audit Plc, filed with this report
|
|
|
|
24.1
|
|
Power of Attorney for officers and directors of Aspen Insurance Holdings Limited (included on the signature page of this report)
|
|
|
|
31.1
|
|
Officer Certification of Christopher O’Kane, Chief Executive Officer of Aspen Insurance Holdings Limited, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed with this report
|
|
|
|
31.2
|
|
Officer Certification of John Worth, Chief Financial Officer of Aspen Insurance Holdings Limited, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed with this report
|
|
|
|
32.1
|
|
Officer Certification of Christopher O’Kane, Chief Executive Officer of Aspen Insurance Holdings Limited, and John Worth, Chief Financial Officer of Aspen Insurance Holdings Limited, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, submitted with this report
|
|
|
|
101
|
|
The following financial information from Aspen Insurance Holdings Limited’s annual report on Form 10-K for the year ended December 31, 2013 formatted in XBRL: (i) Consolidated Statements of Operations and Comprehensive Income for the twelve months ended December 31, 2013, 2012 and 2011; (ii) Consolidated Balance Sheets at December 31, 2013 and December 31, 2012; (iii) Consolidated Statements of Shareholders’ Equity for the twelve months ended December 31, 2013, 2012 and 2011; (iv) Consolidated Statements of Cash Flows for the twelve months ended December 31, 2013, 2012 and 2011; and (v) Notes to the Audited Consolidated Financial Statements, tagged as blocks of text and in detail***
|
*
|
This exhibit is a management contract or compensatory plan or arrangement.
|
**
|
Confidential treatment has been requested with respect to certain portions of this exhibit. Omitted portions have been separately filed with the SEC.
|
***
|
As provided in Rule 406T of Regulation S-T, this information is “furnished” herewith and not “filed” for the purposes of Sections 11 and 12 of the Securities Act and Section 18 of the Exchange Act. Such exhibit will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act unless Aspen Insurance Holdings Limited specifically incorporates it by reference.
|
|
|
|
|
||
|
ASPEN INSURANCE HOLDINGS LIMITED
|
|
|||
|
|
|
|
||
|
By:
|
/s/ Christopher O’Kane
|
|
||
|
|
Name: Christopher O’Kane
|
|
||
|
|
Title: Chief Executive Officer
|
|
Signature
|
|
Title
|
/s/ Glyn Jones
|
|
Chairman and Director
|
Glyn Jones
|
|
|
|
||
/s/ Christopher O’Kane
|
|
Chief Executive Officer
(Principal Executive Officer)
|
Christopher O’Kane
|
|
|
|
|
|
/s/ John Worth
|
|
Chief Financial Officer
(Principal Financial Officer and Principal
Accounting Officer)
|
John Worth
|
|
|
|
|
|
/s/ Liaquat Ahamed
|
|
Director
|
Liaquat Ahamed
|
|
|
|
|
|
/s/ Albert Beer
|
|
Director
|
Albert Beer
|
|
|
|
|
|
/s/ Richard Bucknall
|
|
Director
|
Richard Bucknall
|
|
|
|
|
|
/s/ John Cavoores
|
|
Director
|
John Cavoores
|
|
|
|
|
|
/s/ Gary Gregg
|
|
Director
|
Gary Gregg
|
|
|
|
|
|
/s/ Heidi Hutter
|
|
Director
|
Heidi Hutter
|
|
|
|
|
|
/s/ Gordon Ireland
|
|
Director
|
Gordon Ireland
|
|
|
|
|
|
/s/ Peter O’Flinn
|
|
Director
|
Peter O’Flinn
|
|
|
|
|
|
/s/ Bret Pearlman
|
|
Director
|
Bret Pearlman
|
|
|
|
|
|
/s/ Ronald Pressman
|
|
Director
|
Ronald Pressman
|
|
|
|
Page
|
Management’s Report on Internal Control over Financial Reporting
|
|
Report of Independent Registered Public Accounting Firm
|
|
Consolidated Financial Statements for the Twelve Months Ended December 31, 2013, December 31, 2012 and December 2011
|
|
Consolidated Statements of Operations and Comprehensive Income for the Twelve Months Ended December 31, 2013, December 31, 2012 and December 31, 2011
|
|
Consolidated Balance Sheets as at December 31, 2013 and December 31, 2012
|
|
Consolidated Statements of Shareholders’ Equity for the Twelve Months Ended December 31, 2013, December 31, 2012 and December 31, 2011
|
|
Consolidated Statements of Cash Flows for the Twelve Months Ended December 31, 2013, December 31, 2012 and December 31, 2011
|
|
Notes to the Audited Consolidated Financial Statements for the Twelve Months Ended December 31, 2013, December 31, 2012 and December 31, 2011
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
Net earned premium
|
|
$
|
2,171.8
|
|
|
$
|
2,083.5
|
|
|
$
|
1,888.5
|
|
Net investment income
|
|
186.4
|
|
|
204.9
|
|
|
225.6
|
|
|||
Realized and unrealized investment gains
|
|
56.9
|
|
|
35.4
|
|
|
46.8
|
|
|||
Other income
|
|
8.2
|
|
|
5.6
|
|
|
10.5
|
|
|||
Total revenues
|
|
2,423.3
|
|
|
2,329.4
|
|
|
2,171.4
|
|
|||
Expenses
|
|
|
|
|
|
|
||||||
Losses and loss adjustment expenses
|
|
1,223.7
|
|
|
1,238.5
|
|
|
1,556.0
|
|
|||
Amortization of deferred policy acquisition costs
|
|
422.0
|
|
|
381.2
|
|
|
347.0
|
|
|||
General, administrative and corporate expenses
|
|
368.1
|
|
|
345.1
|
|
|
284.5
|
|
|||
Interest on long-term debt
|
|
32.7
|
|
|
30.9
|
|
|
30.8
|
|
|||
Change in fair value of derivatives
|
|
(1.3
|
)
|
|
28.4
|
|
|
59.9
|
|
|||
Realized and unrealized investment losses
|
|
20.5
|
|
|
8.6
|
|
|
16.5
|
|
|||
Net realized and unrealized foreign exchange losses/(gains)
|
|
13.2
|
|
|
(3.4
|
)
|
|
6.7
|
|
|||
Other expenses
|
|
1.7
|
|
|
4.7
|
|
|
17.3
|
|
|||
Total expenses
|
|
2,080.6
|
|
|
2,034.0
|
|
|
2,318.7
|
|
|||
Income/(loss) from operations before income tax
|
|
342.7
|
|
|
295.4
|
|
|
(147.3
|
)
|
|||
Income tax (expense)/credit
|
|
(13.4
|
)
|
|
(15.0
|
)
|
|
37.2
|
|
|||
Net income/(loss)
|
|
$
|
329.3
|
|
|
$
|
280.4
|
|
|
$
|
(110.1
|
)
|
Add: Loss attributable to non-controlling interest
|
|
0.5
|
|
|
0.2
|
|
|
0.1
|
|
|||
Net income/(loss) attributable to Aspen Holdings’ ordinary shareholders
|
|
$
|
329.8
|
|
|
$
|
280.6
|
|
|
$
|
(110.0
|
)
|
Other Comprehensive Income:
|
|
|
|
|
|
|
||||||
Available for sale investments:
|
|
|
|
|
|
|
||||||
Reclassification adjustment for net realized losses/(gains) on investments included in net income
|
|
$
|
(24.1
|
)
|
|
$
|
2.6
|
|
|
$
|
(19.1
|
)
|
Change in net unrealized gains on available for sale securities held
|
|
(174.3
|
)
|
|
16.5
|
|
|
115.3
|
|
|||
Amortization of loss on derivative contract
|
|
0.5
|
|
|
0.2
|
|
|
0.3
|
|
|||
Change in foreign currency translation adjustment
|
|
(24.1
|
)
|
|
(11.5
|
)
|
|
10.8
|
|
|||
Other comprehensive income, gross of tax
|
|
(222.0
|
)
|
|
7.8
|
|
|
107.3
|
|
|||
Tax thereon:
|
|
|
|
|
|
|
||||||
Reclassification adjustment for net realized losses on investments included in net income
|
|
0.7
|
|
|
(0.6
|
)
|
|
2.5
|
|
|||
Change in net unrealized gains on available for sale securities held
|
|
13.0
|
|
|
(8.7
|
)
|
|
(5.2
|
)
|
|||
Total tax on other comprehensive income
|
|
13.7
|
|
|
(9.3
|
)
|
|
(2.7
|
)
|
|||
Other comprehensive income, net of tax
|
|
(208.3
|
)
|
|
(1.5
|
)
|
|
104.6
|
|
|||
Total comprehensive income/(loss) attributable to Aspen Holdings’ ordinary shareholders
|
|
$
|
121.5
|
|
|
$
|
279.1
|
|
|
$
|
(5.4
|
)
|
Per Share Data
|
|
|
|
|
|
|
||||||
Weighted average number of ordinary share and share equivalents
|
|
|
|
|
|
|
||||||
Basic
(1)
|
|
66,872,048
|
|
|
71,095,856
|
|
|
70,665,166
|
|
|||
Diluted
(1)
|
|
69,417,903
|
|
|
73,689,423
|
|
|
70,665,166
|
|
|||
Basic earnings per ordinary share adjusted for preference share dividends
|
|
$
|
4.29
|
|
|
$
|
3.51
|
|
|
$
|
(1.88
|
)
|
Diluted earnings per ordinary share adjusted for preference share dividends
|
|
$
|
4.14
|
|
|
$
|
3.39
|
|
|
$
|
(1.88
|
)
|
(1)
|
The basic and diluted number of ordinary shares for the twelve months ended December 31, 2011 is the same, as the inclusion of dilutive securities in a loss-making period would be anti-dilutive.
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
ASSETS
|
|
|
|
|
||||
Investments:
|
|
|
|
|
||||
Fixed income maturities, available for sale at fair value
(amortized cost — $5,449.9 and $5,228.5)
|
|
$
|
5,569.1
|
|
|
$
|
5,557.3
|
|
Fixed income maturities, trading at fair value
(amortized cost — $712.1 and $431.6)
|
|
716.2
|
|
|
456.1
|
|
||
Equity securities, available for sale at fair value
(cost — $112.2 and $174.0)
|
|
149.5
|
|
|
200.1
|
|
||
Equity securities, trading at fair value
(cost — $281.6 and $Nil)
|
|
310.9
|
|
|
—
|
|
||
Short-term investments, available for sale at fair value
(amortized cost — $160.3 and $431.5)
|
|
160.3
|
|
|
431.5
|
|
||
Short-term investments, trading at fair value
(amortized cost — $Nil and $2.4)
|
|
—
|
|
|
2.4
|
|
||
Catastrophe bonds, trading at fair value (cost — $5.8 and $Nil)
|
|
5.8
|
|
|
—
|
|
||
Other investments, equity method
|
|
48.0
|
|
|
45.0
|
|
||
Total investments
|
|
6,959.8
|
|
|
6,692.4
|
|
||
Cash and cash equivalents (including cash within consolidated variable interest entities of $50.0 and $Nil)
|
|
1,293.6
|
|
|
1,463.6
|
|
||
Reinsurance recoverables:
|
|
|
|
|
||||
Unpaid losses
|
|
332.7
|
|
|
499.0
|
|
||
Ceded unearned premiums
|
|
151.9
|
|
|
122.6
|
|
||
Receivables:
|
|
|
|
|
||||
Underwriting premiums
|
|
999.0
|
|
|
1,057.5
|
|
||
Other
|
|
90.3
|
|
|
68.5
|
|
||
Funds withheld
|
|
46.5
|
|
|
84.3
|
|
||
Deferred policy acquisition costs
|
|
262.2
|
|
|
223.0
|
|
||
Derivatives at fair value
|
|
7.0
|
|
|
2.0
|
|
||
Receivable for securities sold
|
|
5.2
|
|
|
0.2
|
|
||
Office properties and equipment
|
|
60.1
|
|
|
57.9
|
|
||
Tax recoverable
|
|
—
|
|
|
2.4
|
|
||
Deferred taxation
|
|
1.6
|
|
|
—
|
|
||
Other assets
|
|
2.2
|
|
|
18.2
|
|
||
Intangible assets
|
|
18.4
|
|
|
19.0
|
|
||
Total assets
|
|
$
|
10,230.5
|
|
|
$
|
10,310.6
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
LIABILITIES
|
|
|
|
|
||||
Insurance reserves
|
|
|
|
|
||||
Losses and loss adjustment expenses
|
|
$
|
4,678.9
|
|
|
$
|
4,779.7
|
|
Unearned premiums
|
|
1,280.6
|
|
|
1,120.8
|
|
||
Total insurance reserves
|
|
5,959.5
|
|
|
5,900.5
|
|
||
Payables
|
|
|
|
|
||||
Reinsurance premiums
|
|
88.2
|
|
|
154.1
|
|
||
Current taxation
|
|
15.7
|
|
|
—
|
|
||
Deferred taxation
|
|
—
|
|
|
11.8
|
|
||
Accrued expenses and other payables
|
|
265.6
|
|
|
249.3
|
|
||
Liabilities under derivative contracts
|
|
2.9
|
|
|
7.4
|
|
||
Total payables
|
|
372.4
|
|
|
422.6
|
|
||
Long-term debt issued by Silverton, at fair value
|
|
50.0
|
|
|
—
|
|
||
Long-term debt
|
|
549.0
|
|
|
499.1
|
|
||
Total liabilities
|
|
$
|
6,930.9
|
|
|
$
|
6,822.2
|
|
Commitments and contingent liabilities (see Note 19)
|
|
—
|
|
|
—
|
|
||
SHAREHOLDERS’ EQUITY
|
|
|
|
|
||||
Ordinary shares:
|
|
|
|
|
||||
65,546,976 shares of par value 0.15144558¢ each
(December 31, 2012 — 70,753,723)
|
|
$
|
0.1
|
|
|
0.1
|
|
|
Preference shares:
|
|
|
|
|
||||
11,000,000 5.950% shares of par value 0.15144558¢ each
(December 31, 2012 — Nil)
|
|
—
|
|
|
—
|
|
||
Nil 5.625% shares of par value 0.15144558¢ each
(December 31, 2012 — 4,600,000)
|
|
—
|
|
|
—
|
|
||
5,327,500 7.401% shares of par value 0.15144558¢ each
(December 31, 2012 — 5,327,500)
|
|
—
|
|
|
—
|
|
||
6,400,000 7.250% shares of par value 0.15144558¢ each
(December 31, 2012 — 6,400,000)
|
|
—
|
|
|
—
|
|
||
Non-controlling interest
|
|
(0.3
|
)
|
|
0.2
|
|
||
Additional paid-in capital
|
|
1,297.4
|
|
|
1,516.7
|
|
||
Retained earnings
|
|
1,783.3
|
|
|
1,544.0
|
|
||
Accumulated other comprehensive income, net of taxes
|
|
219.1
|
|
|
427.4
|
|
||
Total shareholders’ equity
|
|
3,299.6
|
|
|
3,488.4
|
|
||
Total liabilities and shareholders’ equity
|
|
$
|
10,230.5
|
|
|
$
|
10,310.6
|
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Ordinary shares
|
|
|
|
|
|
|
||||||
Beginning and end of the year
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Preference shares
|
|
|
|
|
|
|
||||||
Beginning and end of the year
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Non-controlling interest
|
|
|
|
|
|
|
||||||
Beginning of the year
|
|
0.2
|
|
|
0.4
|
|
|
0.5
|
|
|||
Introductory capital
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net (loss) attributable to non-controlling interest for the year
|
|
(0.5
|
)
|
|
(0.2
|
)
|
|
(0.1
|
)
|
|||
End of the year
|
|
(0.3
|
)
|
|
0.2
|
|
|
0.4
|
|
|||
Additional paid-in capital
|
|
|
|
|
|
|
||||||
Beginning of the year
|
|
1,516.7
|
|
|
1,385.0
|
|
|
1,388.3
|
|
|||
New ordinary shares issued
|
|
21.2
|
|
|
22.1
|
|
|
0.8
|
|
|||
Ordinary shares repurchased and cancelled
|
|
(309.6
|
)
|
|
(62.7
|
)
|
|
(8.1
|
)
|
|||
Preference shares issued
|
|
270.6
|
|
|
154.5
|
|
|
—
|
|
|||
PIERS redeemed and cancelled
|
|
(230.0
|
)
|
|
—
|
|
|
—
|
|
|||
PIERS redemption
(1)
|
|
7.1
|
|
|
—
|
|
|
—
|
|
|||
Share-based compensation
|
|
21.4
|
|
|
17.8
|
|
|
4.0
|
|
|||
End of the year
|
|
1,297.4
|
|
|
1,516.7
|
|
|
1,385.0
|
|
|||
Retained earnings
|
|
|
|
|
|
|
||||||
Beginning of the year
|
|
1,544.0
|
|
|
1,341.6
|
|
|
1,517.0
|
|
|||
Net income for the year
|
|
329.3
|
|
|
280.4
|
|
|
(110.1
|
)
|
|||
Dividends on ordinary shares
|
|
(47.8
|
)
|
|
(47.0
|
)
|
|
(42.5
|
)
|
|||
Dividends on preference shares
|
|
(35.5
|
)
|
|
(31.1
|
)
|
|
(22.8
|
)
|
|||
PIERS redemption
(1)
|
|
(7.1
|
)
|
|
—
|
|
|
—
|
|
|||
Net loss attributable to non-controlling interest for the year
|
|
0.5
|
|
|
0.2
|
|
|
0.1
|
|
|||
Dividends due to non-controlling interest
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|||
End of the year
(1)
|
|
1,783.3
|
|
|
1,544.0
|
|
|
1,341.6
|
|
|||
Accumulated other comprehensive income:
|
|
|
|
|
|
|
||||||
Cumulative foreign currency translation adjustments, net of taxes:
|
|
|
|
|
|
|
||||||
Beginning of the year
|
|
112.7
|
|
|
124.2
|
|
|
113.4
|
|
|||
Change for the year, net of income tax
|
|
(24.1
|
)
|
|
(11.5
|
)
|
|
10.8
|
|
|||
End of the year
|
|
88.6
|
|
|
112.7
|
|
|
124.2
|
|
|||
Deferred loss on derivatives, net of taxes:
|
|
|
|
|
|
|
||||||
Beginning of the year
|
|
(0.5
|
)
|
|
(0.7
|
)
|
|
(1.0
|
)
|
|||
Reclassification to interest on long-term debt
|
|
0.5
|
|
|
0.2
|
|
|
0.3
|
|
|||
End of the year
|
|
—
|
|
|
(0.5
|
)
|
|
(0.7
|
)
|
|||
Unrealized appreciation on available for sale investments, net of taxes:
|
|
|
|
|
|
|
||||||
Beginning of the year
|
|
315.2
|
|
|
305.4
|
|
|
211.9
|
|
|||
Change for the year, net of taxes
|
|
(184.7
|
)
|
|
9.8
|
|
|
93.5
|
|
|||
End of the year
|
|
130.5
|
|
|
315.2
|
|
|
305.4
|
|
|||
Total accumulated other comprehensive income, net of taxes
|
|
219.1
|
|
|
427.4
|
|
|
428.9
|
|
|||
|
|
|
|
|
|
|
||||||
Total shareholders’ equity
|
|
$
|
3,299.6
|
|
|
$
|
3,488.4
|
|
|
$
|
3,156.0
|
|
(1)
|
The
$7.1 million
reclassification from additional paid-in capital to retained earnings is the difference between the capital raised upon issuance of the 5.625% Perpetual Preferred Income Equity Replacement Securities (“PIERS”), net of the original issuance costs, and the final redemption of the PIERS in the amount of
$230.0 million
.
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Net income/(loss)
|
|
$
|
329.3
|
|
|
$
|
280.4
|
|
|
$
|
(110.1
|
)
|
Proportion due to non-controlling interest
|
|
0.5
|
|
|
0.2
|
|
|
0.1
|
|
|||
Adjustments to reconcile net income to net cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
41.1
|
|
|
38.8
|
|
|
28.1
|
|
|||
Share-based compensation
|
|
21.4
|
|
|
17.8
|
|
|
4.0
|
|
|||
Realized and unrealized investment (gains)
|
|
(56.9
|
)
|
|
(35.4
|
)
|
|
(46.8
|
)
|
|||
Realized and unrealized investment losses
|
|
20.5
|
|
|
8.6
|
|
|
16.5
|
|
|||
Other investments gains/(losses)
|
|
2.3
|
|
|
—
|
|
|
—
|
|
|||
Net realized and unrealized investment foreign exchange losses
|
|
3.7
|
|
|
1.9
|
|
|
—
|
|
|||
Loss on derivative contracts
|
|
0.5
|
|
|
0.2
|
|
|
0.3
|
|
|||
Changes in:
|
|
|
|
|
|
|
||||||
Insurance reserves:
|
|
|
|
|
|
|
||||||
Losses and loss adjustment expenses
|
|
(82.9
|
)
|
|
211.9
|
|
|
700.2
|
|
|||
Unearned premiums
|
|
158.5
|
|
|
198.3
|
|
|
60.3
|
|
|||
Reinsurance recoverables:
|
|
|
|
|
|
|
||||||
Unpaid losses
|
|
164.1
|
|
|
(70.4
|
)
|
|
(146.6
|
)
|
|||
Ceded unearned premiums
|
|
(29.4
|
)
|
|
(34.0
|
)
|
|
(25.2
|
)
|
|||
Other receivables
|
|
12.4
|
|
|
1.6
|
|
|
(1.8
|
)
|
|||
Deferred policy acquisition costs
|
|
(39.1
|
)
|
|
(37.6
|
)
|
|
(29.5
|
)
|
|||
Reinsurance premiums payable
|
|
(32.8
|
)
|
|
(2.3
|
)
|
|
42.6
|
|
|||
Funds withheld
|
|
37.8
|
|
|
6.4
|
|
|
(7.4
|
)
|
|||
Premiums receivable
|
|
52.1
|
|
|
(165.9
|
)
|
|
(63.5
|
)
|
|||
Deferred taxes
|
|
(19.5
|
)
|
|
(20.8
|
)
|
|
(36.0
|
)
|
|||
Income tax payable
|
|
21.3
|
|
|
18.3
|
|
|
(32.1
|
)
|
|||
Accrued expenses and other payable
|
|
(9.6
|
)
|
|
52.4
|
|
|
(10.4
|
)
|
|||
Fair value of derivatives and settlement of liabilities under derivatives
|
|
(9.2
|
)
|
|
7.7
|
|
|
9.7
|
|
|||
Long-term debt
|
|
0.2
|
|
|
0.1
|
|
|
0.2
|
|
|||
Intangible assets
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|||
Other assets
|
|
(19.8
|
)
|
|
18.2
|
|
|
(9.1
|
)
|
|||
Net cash generated by operating activities
|
|
$
|
566.4
|
|
|
$
|
496.4
|
|
|
$
|
343.5
|
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Cash flows (used in)/from investing activities:
|
|
|
|
|
|
|
||||||
(Purchases) of fixed income maturities — Available for sale
|
|
$
|
(2,129.8
|
)
|
|
$
|
(1,529.6
|
)
|
|
$
|
(1,784.4
|
)
|
(Purchases) of fixed income maturities — Trading
|
|
(763.4
|
)
|
|
(300.8
|
)
|
|
(378.6
|
)
|
|||
Proceeds from sales and maturities of fixed income maturities — Available for sale
|
|
1,872.3
|
|
|
1,416.5
|
|
|
1,823.5
|
|
|||
Proceeds from sales and maturities of fixed income maturities — Trading
|
|
486.0
|
|
|
257.2
|
|
|
389.9
|
|
|||
(Purchases) of equity securities — Available for sale
|
|
(2.5
|
)
|
|
(53.1
|
)
|
|
(205.4
|
)
|
|||
(Purchases) of equity securities — Trading
|
|
(304.4
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from sales of equity securities — Available for sale
|
|
82.2
|
|
|
46.9
|
|
|
29.2
|
|
|||
Proceeds from sales of equity securities — Trading
|
|
24.1
|
|
|
—
|
|
|
—
|
|
|||
Net (purchases)/sales of short-term investments
|
|
260.6
|
|
|
(122.7
|
)
|
|
(13.3
|
)
|
|||
Net change in (payable)/receivable for securities sold
|
|
(0.9
|
)
|
|
1.1
|
|
|
(41.5
|
)
|
|||
Investment in Chaspark Maritime Holdings Ltd
|
|
—
|
|
|
(8.7
|
)
|
|
—
|
|
|||
Purchase of equipment
|
|
(16.3
|
)
|
|
(24.0
|
)
|
|
(29.9
|
)
|
|||
(Purchases) of catastrophe bonds — Trading
|
|
(5.8
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash (used in)/from investing activities
|
|
(497.9
|
)
|
|
(317.2
|
)
|
|
(210.5
|
)
|
|||
|
|
|
|
|
|
|
||||||
Cash flows (used in)/from financing activities:
|
|
|
|
|
|
|
||||||
Proceeds from the issuance of ordinary shares, net of issuance costs
|
|
21.2
|
|
|
22.1
|
|
|
0.8
|
|
|||
Proceeds from the issuance of preference shares, net of issuance costs
|
|
270.6
|
|
|
154.5
|
|
|
—
|
|
|||
PIERS repurchased and cancelled
|
|
(230.0
|
)
|
|
—
|
|
|
—
|
|
|||
Ordinary shares repurchased
|
|
(309.6
|
)
|
|
(62.7
|
)
|
|
(8.1
|
)
|
|||
Proceeds from long-term debt issuances by Silverton
|
|
50.0
|
|
|
—
|
|
|
—
|
|
|||
Dividends paid on ordinary shares
|
|
(47.8
|
)
|
|
(47.0
|
)
|
|
(42.5
|
)
|
|||
Dividends paid on preference shares
|
|
(35.5
|
)
|
|
(31.1
|
)
|
|
(22.8
|
)
|
|||
Dividends paid to non-controlling interest
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|||
Proceeds from note issuances by Aspen Holdings
|
|
299.7
|
|
|
—
|
|
|
—
|
|
|||
Long-term debt redeemed
|
|
(250.0
|
)
|
|
—
|
|
|
—
|
|
|||
Make whole payment
|
|
(9.3
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash (used in)/from financing activities
|
|
(240.8
|
)
|
|
35.7
|
|
|
(72.7
|
)
|
|||
|
|
|
|
|
|
|
||||||
Effect of exchange rate movements on cash and cash equivalents
|
|
2.3
|
|
|
9.6
|
|
|
(0.3
|
)
|
|||
|
|
|
|
|
|
|
||||||
Increase/(decrease) in cash and cash equivalents
|
|
(170.0
|
)
|
|
224.5
|
|
|
60.0
|
|
|||
Cash and cash equivalents at beginning of period
|
|
1,463.6
|
|
|
1,239.1
|
|
|
1,179.1
|
|
|||
Cash and cash equivalents at end of period
|
|
$
|
1,293.6
|
|
|
$
|
1,463.6
|
|
|
$
|
1,239.1
|
|
|
|
|
|
|
|
|
||||||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
||||||
Net cash (received)/paid during the period for income tax
|
|
$
|
(6.3
|
)
|
|
$
|
11.0
|
|
|
$
|
24.8
|
|
Cash paid during the period for interest
|
|
$
|
35.0
|
|
|
$
|
30.0
|
|
|
$
|
30.2
|
|
1.
|
History and Organization
|
2.
|
Basis of Presentation and Significant Accounting Policies
|
(a)
|
Use of Estimates
|
(b)
|
Accounting for Insurance and Reinsurance Operations
|
(c)
|
Accounting for Investments, Cash and Cash Equivalents
|
(d)
|
Accounting for Derivative Financial Instruments
|
(e)
|
Intangible Assets
|
(f)
|
Office Properties and Equipment
|
(g)
|
Foreign Currencies Translation
|
(h)
|
Earnings per Ordinary Share
|
(i)
|
Accounting for Income Tax
|
(j)
|
Preference Shares
|
(k)
|
Share-Based Employee Compensation
|
(l)
|
Long-term debt issued by Silverton
|
(m)
|
New Accounting Policies
|
3.
|
Related Party Transactions
|
4.
|
Earnings per Ordinary Share
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
($ in millions, except share and per share amounts)
|
|||||||||||
|
|
|
|
|
|
|
||||||
Net income/(loss)
|
|
$
|
329.3
|
|
|
$
|
280.4
|
|
|
$
|
(110.1
|
)
|
PIERS redemption
(1)
|
|
(7.1
|
)
|
|
—
|
|
|
—
|
|
|||
Preference share dividends
|
|
(35.5
|
)
|
|
(31.1
|
)
|
|
(22.8
|
)
|
|||
Net loss attributable to non-controlling interest
|
|
0.5
|
|
|
0.2
|
|
|
0.1
|
|
|||
Basic and diluted net income/(loss) available to ordinary shareholders
|
|
287.2
|
|
|
249.5
|
|
|
(132.8
|
)
|
|||
Ordinary shares:
|
|
|
|
|
|
|
||||||
Basic weighted average ordinary shares
|
|
66,872,048
|
|
|
71,095,856
|
|
|
70,665,166
|
|
|||
Weighted average effect of dilutive securities
(2)
|
|
2,545,855
|
|
|
2,593,567
|
|
|
—
|
|
|||
Total diluted weighted average ordinary shares
|
|
69,417,903
|
|
|
73,689,423
|
|
|
70,665,166
|
|
|||
Earnings/(loss) per ordinary share:
|
|
|
|
|
|
|
||||||
Basic
|
|
$
|
4.29
|
|
|
$
|
3.51
|
|
|
$
|
(1.88
|
)
|
Diluted
|
|
$
|
4.14
|
|
|
$
|
3.39
|
|
|
$
|
(1.88
|
)
|
(1)
|
The $
7.1 million
deduction from net income is attributable to the reclassification from additional paid-in capital to retained earnings representing the difference between the capital raised upon issuance of the PIERS, net of the original issuance costs, and the final redemption of the PIERS in the amount of $
230.0 million
. For more information, please refer to Note 14 of these consolidated financial statements.
|
(2)
|
The basic and diluted number of ordinary shares for the twelve months ended
December 31, 2011
is the same, as the inclusion of dilutive securities in a loss-making period would be anti-dilutive. Dilutive securities comprise: investor options, employee options, performance shares associated with the Company’s long term incentive program, employee share purchase plans and restricted stock units as described in Note 17(b) of these consolidated financial statements, in addition to the PIERS that were redeemed in
2013
.
|
|
|
Dividend
|
|
Payable on:
|
|
Record Date:
|
||
Ordinary shares
|
|
$
|
0.18
|
|
|
March 7, 2014
|
|
February 21, 2014
|
7.401% Preference Shares
|
|
$
|
0.462563
|
|
|
April 1, 2014
|
|
March 15, 2014
|
7.250% Preference Shares
|
|
$
|
0.4531
|
|
|
April 1, 2014
|
|
March 15, 2014
|
5.95% Preference Shares
|
|
$
|
0.3719
|
|
|
April 1, 2014
|
|
March 15, 2014
|
5.
|
Segment Reporting
|
|
|
Twelve Months Ended December 31, 2013
|
||||||||||
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Underwriting Revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
1,133.9
|
|
|
$
|
1,512.8
|
|
|
$
|
2,646.7
|
|
Net written premiums
|
|
1,082.0
|
|
|
1,217.7
|
|
|
2,299.7
|
|
|||
Gross earned premiums
|
|
1,126.6
|
|
|
1,366.8
|
|
|
2,493.4
|
|
|||
Net earned premiums
|
|
1,073.0
|
|
|
1,098.8
|
|
|
2,171.8
|
|
|||
Underwriting Expenses
|
|
|
|
|
|
|
||||||
Losses and loss adjustment expenses
|
|
481.7
|
|
|
742.0
|
|
|
1,223.7
|
|
|||
Amortization of deferred policy acquisition costs
|
|
207.2
|
|
|
214.8
|
|
|
422.0
|
|
|||
General and administrative expenses
|
|
131.0
|
|
|
185.9
|
|
|
316.9
|
|
|||
Underwriting income/(loss)
|
|
253.1
|
|
|
(43.9
|
)
|
|
209.2
|
|
|||
Corporate expenses
|
|
|
|
|
|
(51.2
|
)
|
|||||
Net investment income
|
|
|
|
|
|
186.4
|
|
|||||
Realized and unrealized investment gains
|
|
|
|
|
|
56.9
|
|
|||||
Realized and unrealized investment (losses)
|
|
|
|
|
|
(20.5
|
)
|
|||||
Change in fair value of derivatives
|
|
|
|
|
|
1.3
|
|
|||||
Interest expense on long term debt
|
|
|
|
|
|
(32.7
|
)
|
|||||
Net realized and unrealized foreign exchange (losses)
|
|
|
|
|
|
(13.2
|
)
|
|||||
Other income
|
|
|
|
|
|
8.2
|
|
|||||
Other expenses
|
|
|
|
|
|
(1.7
|
)
|
|||||
Income before tax
|
|
|
|
|
|
342.7
|
|
|||||
Income tax expense
|
|
|
|
|
|
(13.4
|
)
|
|||||
Net income
|
|
|
|
|
|
$
|
329.3
|
|
||||
|
|
|
|
|
|
|
||||||
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,646.8
|
|
|
$
|
1,699.4
|
|
|
$
|
4,346.2
|
|
Ratios
|
|
|
|
|
|
|
||||||
Loss ratio
|
|
44.9
|
%
|
|
67.5
|
%
|
|
56.3
|
%
|
|||
Policy acquisition expense ratio
|
|
19.3
|
|
|
19.5
|
|
|
19.4
|
|
|||
General and administrative expense ratio
(1)
|
|
12.2
|
|
|
16.9
|
|
|
16.9
|
|
|||
Expense ratio
|
|
31.5
|
|
|
36.4
|
|
|
36.3
|
|
|||
Combined ratio
|
|
76.4
|
%
|
|
103.9
|
%
|
|
92.6
|
%
|
(1)
|
The general and administrative expense ratio in the total column includes corporate expenses.
|
|
|
Twelve Months Ended December 31, 2012
|
||||||||||
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
||||||
|
|
( $ in millions)
|
||||||||||
Underwriting Revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
1,227.9
|
|
|
$
|
1,355.4
|
|
|
$
|
2,583.3
|
|
Net written premiums
|
|
1,156.9
|
|
|
1,090.0
|
|
|
2,246.9
|
|
|||
Gross earned premiums
|
|
1,208.0
|
|
|
1,177.0
|
|
|
2,385.0
|
|
|||
Net earned premiums
|
|
1,132.4
|
|
|
951.1
|
|
|
2,083.5
|
|
|||
Underwriting Expenses
|
|
|
|
|
|
|
||||||
Losses and loss adjustment expenses
|
|
635.3
|
|
|
603.2
|
|
|
1,238.5
|
|
|||
Amortization of deferred policy acquisition costs
|
|
207.8
|
|
|
173.4
|
|
|
381.2
|
|
|||
General and administrative expenses
|
|
123.9
|
|
|
168.2
|
|
|
292.1
|
|
|||
Underwriting income
|
|
165.4
|
|
|
6.3
|
|
|
171.7
|
|
|||
Corporate expenses
|
|
|
|
|
|
(53.0
|
)
|
|||||
Net investment income
|
|
|
|
|
|
204.9
|
|
|||||
Realized and unrealized investment gains
|
|
|
|
|
|
35.4
|
|
|||||
Realized and unrealized investment (losses)
|
|
|
|
|
|
(8.6
|
)
|
|||||
Change in fair value of derivatives
|
|
|
|
|
|
(28.4
|
)
|
|||||
Interest expense on long term debt
|
|
|
|
|
|
(30.9
|
)
|
|||||
Net realized and unrealized foreign exchange (losses)
|
|
|
|
|
|
3.4
|
|
|||||
Other income
|
|
|
|
|
|
5.6
|
|
|||||
Other expenses
|
|
|
|
|
|
(4.7
|
)
|
|||||
Income before tax
|
|
|
|
|
|
295.4
|
|
|||||
Income tax expense
|
|
|
|
|
|
(15.0
|
)
|
|||||
Net income
|
|
|
|
|
|
$
|
280.4
|
|
||||
|
|
|
|
|
|
|
||||||
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,811.3
|
|
|
$
|
1,469.4
|
|
|
$
|
4,280.7
|
|
Ratios
|
|
|
|
|
|
|
||||||
Loss ratio
|
|
56.1
|
%
|
|
63.4
|
%
|
|
59.4
|
%
|
|||
Policy acquisition expense ratio
|
|
18.4
|
|
|
18.2
|
|
|
18.3
|
|
|||
General and administrative expense ratio
(1)
|
|
10.9
|
|
|
17.7
|
|
|
16.6
|
|
|||
Expense ratio
|
|
29.3
|
|
|
35.9
|
|
|
34.9
|
|
|||
Combined ratio
|
|
85.4
|
%
|
|
99.3
|
%
|
|
94.3
|
%
|
(1)
|
The general and administrative expense ratio in the total column includes corporate expenses.
|
|
|
Twelve Months Ended December 31, 2011
|
||||||||||
|
|
Reinsurance
|
|
Insurance
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Underwriting Revenues
|
|
|
|
|
|
|
||||||
Gross written premiums
|
|
$
|
1,187.5
|
|
|
$
|
1,020.3
|
|
|
$
|
2,207.8
|
|
Net written premiums
|
|
1,098.1
|
|
|
831.0
|
|
|
1,929.1
|
|
|||
Gross earned premiums
|
|
1,190.6
|
|
|
950.5
|
|
|
2,141.1
|
|
|||
Net earned premiums
|
|
1,108.3
|
|
|
780.2
|
|
|
1,888.5
|
|
|||
Underwriting Expenses
|
|
|
|
|
|
|
||||||
Losses and loss adjustment expenses
|
|
1,083.3
|
|
|
472.7
|
|
|
1,556.0
|
|
|||
Amortization of deferred policy acquisition costs
|
|
197.7
|
|
|
149.3
|
|
|
347.0
|
|
|||
General and administrative expenses
|
|
111.8
|
|
|
128.0
|
|
|
239.8
|
|
|||
Underwriting (loss)/income
|
|
(284.5
|
)
|
|
30.2
|
|
|
(254.3
|
)
|
|||
Corporate expenses
|
|
|
|
|
|
(44.7
|
)
|
|||||
Net investment income
|
|
|
|
|
|
225.6
|
|
|||||
Realized and unrealized investment gains
|
|
|
|
|
|
46.8
|
|
|||||
Realized and unrealized investment (losses)
|
|
|
|
|
|
(16.5
|
)
|
|||||
Change in fair value of derivatives
|
|
|
|
|
|
(59.9
|
)
|
|||||
Interest expense on long term debt
|
|
|
|
|
|
(30.8
|
)
|
|||||
Net realized and unrealized foreign exchange (losses)
|
|
|
|
|
|
(6.7
|
)
|
|||||
Other income
|
|
|
|
|
|
10.5
|
|
|||||
Other (expenses)
|
|
|
|
|
|
(17.3
|
)
|
|||||
(Loss) before tax
|
|
|
|
|
|
(147.3
|
)
|
|||||
Income tax credit
|
|
|
|
|
|
37.2
|
|
|||||
Net (loss)
|
|
|
|
|
|
$
|
(110.1
|
)
|
||||
|
|
|
|
|
|
|
||||||
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,770.0
|
|
|
$
|
1,328.6
|
|
|
$
|
4,098.6
|
|
Ratios
|
|
|
|
|
|
|
||||||
Loss ratio
|
|
97.7
|
%
|
|
60.6
|
%
|
|
82.4
|
%
|
|||
Policy acquisition expense ratio
|
|
17.8
|
|
|
19.1
|
|
|
18.4
|
|
|||
General and administrative expense ratio
(1)
|
|
10.1
|
|
|
16.4
|
|
|
15.1
|
|
|||
Expense ratio
|
|
27.9
|
|
|
35.5
|
|
|
33.5
|
|
|||
Combined ratio
|
|
125.6
|
%
|
|
96.1
|
%
|
|
115.9
|
%
|
(1)
|
The general and administrative expense ratio in the total column includes corporate expenses.
|
|
|
For the Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Australia/Asia
|
|
$
|
108.4
|
|
|
$
|
139.3
|
|
|
$
|
129.6
|
|
Caribbean
|
|
14.4
|
|
|
12.2
|
|
|
12.4
|
|
|||
Europe
|
|
112.2
|
|
|
113.0
|
|
|
103.2
|
|
|||
United Kingdom
|
|
166.4
|
|
|
168.6
|
|
|
145.7
|
|
|||
United States & Canada
(1)
|
|
1,179.6
|
|
|
1,106.9
|
|
|
875.6
|
|
|||
Worldwide excluding United States
(2)
|
|
145.7
|
|
|
151.7
|
|
|
157.5
|
|
|||
Worldwide including United States
(3)
|
|
827.4
|
|
|
810.8
|
|
|
698.7
|
|
|||
Others
|
|
92.6
|
|
|
80.8
|
|
|
85.1
|
|
|||
Total
|
|
$
|
2,646.7
|
|
|
$
|
2,583.3
|
|
|
$
|
2,207.8
|
|
(1)
|
“United States and Canada” comprises individual policies that insure risks specifically in the United States and/or Canada, but not elsewhere.
|
(2)
|
“Worldwide excluding the United States” comprises individual policies that insure risks wherever they may be across the world but specifically excludes the United States.
|
(3)
|
“Worldwide including the United States” comprises individual policies that insure risks wherever they may be across the world but specifically includes the United States.
|
|
|
For the Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Fixed income maturities — Available for sale
|
|
$
|
155.6
|
|
|
$
|
181.3
|
|
|
$
|
203.2
|
|
Fixed income maturities — Trading
|
|
20.3
|
|
|
16.5
|
|
|
17.1
|
|
|||
Short-term investments — Available for sale
|
|
2.1
|
|
|
3.1
|
|
|
1.2
|
|
|||
Short-term investments — Trading
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|||
Fixed term deposits (included in cash and cash equivalents)
|
|
5.3
|
|
|
6.5
|
|
|
5.8
|
|
|||
Equity securities — Available for sale
|
|
5.6
|
|
|
6.2
|
|
|
6.1
|
|
|||
Equity securities — Trading
|
|
7.0
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
195.9
|
|
|
213.6
|
|
|
233.5
|
|
|||
Investment expenses
|
|
(9.5
|
)
|
|
(8.7
|
)
|
|
(7.9
|
)
|
|||
Net investment income
|
|
$
|
186.4
|
|
|
$
|
204.9
|
|
|
$
|
225.6
|
|
|
|
For the Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Available for sale:
|
|
|
|
|
|
|
||||||
Fixed income maturities — gross realized gains
|
|
$
|
18.2
|
|
|
$
|
7.6
|
|
|
$
|
35.8
|
|
Fixed income maturities — gross realized (losses)
|
|
(7.4
|
)
|
|
(0.4
|
)
|
|
(8.3
|
)
|
|||
Equity securities — gross realized gains
|
|
18.0
|
|
|
4.3
|
|
|
1.7
|
|
|||
Equity securities — gross realized (losses)
|
|
(0.3
|
)
|
|
(4.9
|
)
|
|
(3.2
|
)
|
|||
Total other-than-temporary impairments
|
|
—
|
|
|
(3.0
|
)
|
|
—
|
|
|||
Trading:
|
|
|
|
|
|
|
||||||
Fixed income maturities — gross realized gains
|
|
9.5
|
|
|
9.8
|
|
|
6.2
|
|
|||
Fixed income maturities — gross realized (losses)
|
|
(2.9
|
)
|
|
(0.3
|
)
|
|
(1.7
|
)
|
|||
Equity securities — gross realized gains
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|||
Equity securities — gross realized (losses)
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|||
Net change in gross unrealized gains/(losses)
|
|
6.1
|
|
|
10.5
|
|
|
(3.3
|
)
|
|||
Gross realized and unrealized gains in other investments
|
|
3.0
|
|
|
3.2
|
|
|
3.1
|
|
|||
Other realized losses
|
|
(9.3
|
)
|
|
—
|
|
|
—
|
|
|||
Total net realized and unrealized investment gains recorded in the statement of operations
|
|
$
|
36.4
|
|
|
$
|
26.8
|
|
|
$
|
30.3
|
|
|
|
|
|
|
|
|
||||||
Change in available for sale net unrealized (losses)/gains:
|
|
|
|
|
|
|
||||||
Fixed income maturities
|
|
(209.6
|
)
|
|
2.7
|
|
|
86.5
|
|
|||
Short-term investments
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Equity securities
|
|
11.2
|
|
|
16.4
|
|
|
9.7
|
|
|||
Total change in pre-tax available for sale unrealized (losses)/gains
|
|
(198.4
|
)
|
|
19.1
|
|
|
96.2
|
|
|||
Change in taxes
|
|
13.7
|
|
|
(9.3
|
)
|
|
(2.7
|
)
|
|||
Total change in net unrealized (losses)/gains, net of taxes recorded in other comprehensive income
|
|
$
|
(184.7
|
)
|
|
$
|
9.8
|
|
|
$
|
93.5
|
|
|
|
As at December 31, 2013
|
||||||||||||||
|
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S. government
|
|
$
|
1,004.7
|
|
|
$
|
21.2
|
|
|
$
|
(5.5
|
)
|
|
$
|
1,020.4
|
|
U.S. agency
|
|
258.5
|
|
|
11.4
|
|
|
(0.8
|
)
|
|
269.1
|
|
||||
Municipal
|
|
32.3
|
|
|
0.9
|
|
|
(0.4
|
)
|
|
32.8
|
|
||||
Corporate
|
|
2,005.6
|
|
|
82.5
|
|
|
(18.7
|
)
|
|
2,069.4
|
|
||||
Non-U.S. government-backed corporate
|
|
83.4
|
|
|
1.4
|
|
|
(0.2
|
)
|
|
84.6
|
|
||||
Foreign government
|
|
772.0
|
|
|
11.2
|
|
|
(4.3
|
)
|
|
778.9
|
|
||||
Asset-backed
|
|
119.8
|
|
|
2.8
|
|
|
(0.3
|
)
|
|
122.3
|
|
||||
Non-agency commercial mortgage-backed
|
|
56.9
|
|
|
5.7
|
|
|
—
|
|
|
62.6
|
|
||||
Agency mortgage-backed
|
|
1,116.7
|
|
|
30.6
|
|
|
(18.3
|
)
|
|
1,129.0
|
|
||||
Total fixed income maturities — Available for sale
|
|
5,449.9
|
|
|
167.7
|
|
|
(48.5
|
)
|
|
5,569.1
|
|
||||
Total short-term investments — Available for sale
|
|
160.3
|
|
|
—
|
|
|
—
|
|
|
160.3
|
|
||||
Total equity securities — Available for sale
|
|
112.2
|
|
|
37.8
|
|
|
(0.5
|
)
|
|
149.5
|
|
||||
Total
|
|
$
|
5,722.4
|
|
|
$
|
205.5
|
|
|
$
|
(49.0
|
)
|
|
$
|
5,878.9
|
|
|
|
As at December 31, 2012
|
||||||||||||||
|
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S. government
|
|
$
|
1,071.8
|
|
|
$
|
54.8
|
|
|
$
|
(0.3
|
)
|
|
$
|
1,126.3
|
|
U.S. agency
|
|
288.3
|
|
|
20.3
|
|
|
—
|
|
|
308.6
|
|
||||
Municipal
|
|
37.2
|
|
|
2.6
|
|
|
(0.1
|
)
|
|
39.7
|
|
||||
Corporate
|
|
1,889.2
|
|
|
149.9
|
|
|
(0.6
|
)
|
|
2,038.5
|
|
||||
Non-U.S. government-backed corporate
|
|
98.0
|
|
|
3.1
|
|
|
—
|
|
|
101.1
|
|
||||
Foreign government
|
|
617.0
|
|
|
24.1
|
|
|
(0.1
|
)
|
|
641.0
|
|
||||
Asset-backed
|
|
49.2
|
|
|
4.6
|
|
|
—
|
|
|
53.8
|
|
||||
Non-agency commercial mortgage-backed
|
|
61.7
|
|
|
9.4
|
|
|
—
|
|
|
71.1
|
|
||||
Agency mortgage-backed
|
|
1,116.1
|
|
|
61.2
|
|
|
(0.1
|
)
|
|
1,177.2
|
|
||||
Total fixed income maturities — Available for sale
|
|
5,228.5
|
|
|
330.0
|
|
|
(1.2
|
)
|
|
5,557.3
|
|
||||
Total short-term investments — Available for sale
|
|
431.5
|
|
|
—
|
|
|
—
|
|
|
431.5
|
|
||||
Total equity securities — Available for sale
|
|
174.0
|
|
|
28.2
|
|
|
(2.1
|
)
|
|
200.1
|
|
||||
Total
|
|
$
|
5,834.0
|
|
|
$
|
358.2
|
|
|
$
|
(3.3
|
)
|
|
$
|
6,188.9
|
|
|
|
As at December 31, 2013
|
||||||||||||||
|
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S. government
|
|
$
|
22.7
|
|
|
$
|
—
|
|
|
$
|
(0.7
|
)
|
|
$
|
22.0
|
|
U.S. agency
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Municipal
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
||||
Corporate
|
|
469.8
|
|
|
10.3
|
|
|
(5.3
|
)
|
|
474.8
|
|
||||
Foreign government
|
|
136.5
|
|
|
1.2
|
|
|
(1.5
|
)
|
|
136.2
|
|
||||
Asset-backed
|
|
12.7
|
|
|
0.1
|
|
|
—
|
|
|
12.8
|
|
||||
Bank loans
|
|
69.1
|
|
|
0.3
|
|
|
(0.3
|
)
|
|
69.1
|
|
||||
Total fixed income maturities — Trading
|
|
712.1
|
|
|
11.9
|
|
|
(7.8
|
)
|
|
716.2
|
|
||||
Total equity securities — Trading
|
|
281.6
|
|
|
34.0
|
|
|
(4.7
|
)
|
|
310.9
|
|
||||
Total catastrophe bonds — Trading
|
|
5.8
|
|
|
—
|
|
|
—
|
|
|
5.8
|
|
||||
Total
|
|
$
|
999.5
|
|
|
$
|
45.9
|
|
|
$
|
(12.5
|
)
|
|
$
|
1,032.9
|
|
|
|
As at December 31, 2012
|
||||||||||||||
|
|
Cost or
Amortized Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Market
Value
|
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S. government
|
|
$
|
9.3
|
|
|
$
|
0.2
|
|
|
$
|
(0.1
|
)
|
|
$
|
9.4
|
|
U.S. agency
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
||||
Municipal
|
|
2.8
|
|
|
0.1
|
|
|
—
|
|
|
2.9
|
|
||||
Corporate
|
|
392.0
|
|
|
22.7
|
|
|
(0.3
|
)
|
|
414.4
|
|
||||
Foreign government
|
|
24.4
|
|
|
1.9
|
|
|
—
|
|
|
26.3
|
|
||||
Asset-backed
|
|
2.9
|
|
|
—
|
|
|
—
|
|
|
2.9
|
|
||||
Total fixed income maturities — Trading
|
|
431.6
|
|
|
24.9
|
|
|
(0.4
|
)
|
|
456.1
|
|
||||
Total short-term investments — Trading
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
||||
Total
|
|
$
|
434.0
|
|
|
$
|
24.9
|
|
|
$
|
(0.4
|
)
|
|
$
|
458.5
|
|
|
|
Cartesian
|
|
Chaspark
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Opening undistributed value of investment as at January 1, 2013
|
|
$
|
36.3
|
|
|
$
|
8.7
|
|
|
$
|
45.0
|
|
Realized gain for the twelve months to December 31, 2013
|
|
3.0
|
|
|
—
|
|
|
3.0
|
|
|||
Closing value of investment as at December 31, 2013
|
|
$
|
39.3
|
|
|
$
|
8.7
|
|
|
$
|
48.0
|
|
|
|
|
|
|
|
|
||||||
Opening undistributed value of investment as at January 1, 2012
|
|
$
|
33.1
|
|
|
$
|
—
|
|
|
$
|
33.1
|
|
Investment in Chaspark Maritime Holdings Ltd.
|
|
—
|
|
|
8.7
|
|
|
8.7
|
|
|||
Unrealized gain for the twelve months to December 31, 2012
|
|
3.2
|
|
|
—
|
|
|
3.2
|
|
|||
Closing value of investment as at December 31, 2012
|
|
$
|
36.3
|
|
|
$
|
8.7
|
|
|
$
|
45.0
|
|
|
|
As at December 31, 2013
|
||||||||
|
|
Amortized
Cost or Cost
|
|
Fair Market
Value
|
|
Average
S&P Ratings by
Maturity
|
||||
|
|
($ in millions)
|
||||||||
Due one year or less
|
|
$
|
694.8
|
|
|
$
|
700.0
|
|
|
AA
|
Due after one year through five years
|
|
2,376.1
|
|
|
2,438.0
|
|
|
AA-
|
||
Due after five years through ten years
|
|
1,003.9
|
|
|
1,032.8
|
|
|
A+
|
||
Due after ten years
|
|
81.7
|
|
|
84.4
|
|
|
AA-
|
||
Subtotal
|
|
4,156.5
|
|
|
4,255.2
|
|
|
|
||
Non-agency commercial mortgage-backed
|
|
56.9
|
|
|
62.6
|
|
|
AA+
|
||
Agency mortgage-backed
|
|
1,116.7
|
|
|
1,129.0
|
|
|
AA+
|
||
Other asset-backed
|
|
119.8
|
|
|
122.3
|
|
|
AAA
|
||
Total fixed income maturities — Available for sale
|
|
$
|
5,449.9
|
|
|
$
|
5,569.1
|
|
|
|
|
|
As at December 31, 2012
|
||||||||
|
|
Amortized
Cost or Cost
|
|
Fair Market
Value
|
|
Average
S&P Ratings by
Maturity
|
||||
|
|
($ in millions)
|
||||||||
Due one year or less
|
|
$
|
554.6
|
|
|
$
|
561.0
|
|
|
AA
|
Due after one year through five years
|
|
2,270.0
|
|
|
2,378.8
|
|
|
AA
|
||
Due after five years through ten years
|
|
1,077.8
|
|
|
1,199.3
|
|
|
AA-
|
||
Due after ten years
|
|
99.1
|
|
|
116.1
|
|
|
AA+
|
||
Subtotal
|
|
4,001.5
|
|
|
4,255.2
|
|
|
|
||
Non-agency commercial mortgage-backed
|
|
61.7
|
|
|
71.1
|
|
|
AA+
|
||
Agency mortgage-backed
|
|
1,116.1
|
|
|
1,177.2
|
|
|
AA+
|
||
Other asset-backed
|
|
49.2
|
|
|
53.8
|
|
|
AAA
|
||
Total fixed income maturities — Available for sale
|
|
$
|
5,228.5
|
|
|
$
|
5,557.3
|
|
|
|
|
|
December 31, 2013
|
||||||||||||||||||||||||
|
|
0-12 months
|
|
Over 12 months
|
|
Total
|
||||||||||||||||||||
|
|
Fair
Market
Value
|
|
Gross
Unrealized
Loss
|
|
Fair
Market
Value
|
|
Gross
Unrealized
Loss
|
|
Fair
Market
Value
|
|
Gross
Unrealized
Loss
|
|
Number of
Securities
|
||||||||||||
|
|
($ in millions)
|
||||||||||||||||||||||||
U.S. government
|
|
$
|
293.9
|
|
|
$
|
(5.5
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
293.9
|
|
|
$
|
(5.5
|
)
|
|
51
|
U.S. agency
|
|
72.1
|
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|
72.1
|
|
|
(0.8
|
)
|
|
18
|
||||||
Municipal
|
|
5.5
|
|
|
(0.2
|
)
|
|
1.3
|
|
|
(0.2
|
)
|
|
6.8
|
|
|
(0.4
|
)
|
|
7
|
||||||
Corporate
|
|
695.4
|
|
|
(16.8
|
)
|
|
23.4
|
|
|
(1.9
|
)
|
|
718.8
|
|
|
(18.7
|
)
|
|
372
|
||||||
Non-U.S. government-backed corporate
|
|
21.8
|
|
|
(0.2
|
)
|
|
4.9
|
|
|
—
|
|
|
26.7
|
|
|
(0.2
|
)
|
|
8
|
||||||
Foreign government
|
|
239.7
|
|
|
(4.1
|
)
|
|
8.5
|
|
|
(0.2
|
)
|
|
248.2
|
|
|
(4.3
|
)
|
|
44
|
||||||
Asset-backed
|
|
50.2
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
50.2
|
|
|
(0.3
|
)
|
|
51
|
||||||
Agency mortgage-backed
|
|
491.8
|
|
|
(18.3
|
)
|
|
1.2
|
|
|
—
|
|
|
493.0
|
|
|
(18.3
|
)
|
|
123
|
||||||
Total fixed income maturities — Available for sale
|
|
1,870.4
|
|
|
(46.2
|
)
|
|
39.3
|
|
|
(2.3
|
)
|
|
1,909.7
|
|
|
(48.5
|
)
|
|
674
|
||||||
Total short-term investments — Available for sale
|
|
7.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.7
|
|
|
—
|
|
|
6
|
||||||
Total equity securities — Available for sale
|
|
6.0
|
|
|
(0.4
|
)
|
|
2.3
|
|
|
(0.1
|
)
|
|
8.3
|
|
|
(0.5
|
)
|
|
7
|
||||||
Total
|
|
$
|
1,884.1
|
|
|
$
|
(46.6
|
)
|
|
$
|
41.6
|
|
|
$
|
(2.4
|
)
|
|
$
|
1,925.7
|
|
|
$
|
(49.0
|
)
|
|
687
|
|
|
December 31, 2012
|
||||||||||||||||||||||||
|
|
0-12 months
|
|
Over 12 months
|
|
Total
|
||||||||||||||||||||
|
|
Fair
Market
Value
|
|
Gross
Unrealized
Loss
|
|
Fair
Market
Value
|
|
Gross
Unrealized
Loss
|
|
Fair
Market
Value
|
|
Gross
Unrealized
Loss
|
|
Number of
Securities
|
||||||||||||
|
|
($ in millions)
|
||||||||||||||||||||||||
U.S. government
|
|
$
|
72.7
|
|
|
$
|
(0.3
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
72.7
|
|
|
$
|
(0.3
|
)
|
|
9
|
Municipal
|
|
1.4
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
1.4
|
|
|
(0.1
|
)
|
|
1
|
||||||
Corporate
|
|
170.8
|
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|
170.8
|
|
|
(0.6
|
)
|
|
63
|
||||||
Non-U.S. government-backed corporate
|
|
10.1
|
|
|
—
|
|
|
2.0
|
|
|
—
|
|
|
12.1
|
|
|
—
|
|
|
3
|
||||||
Foreign government
|
|
87.7
|
|
|
(0.1
|
)
|
|
4.0
|
|
|
—
|
|
|
91.7
|
|
|
(0.1
|
)
|
|
20
|
||||||
Asset-backed
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
1
|
||||||
Agency mortgage-backed
|
|
26.7
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
26.7
|
|
|
(0.1
|
)
|
|
14
|
||||||
Total fixed income maturities — Available for sale
|
|
370.1
|
|
|
(1.2
|
)
|
|
6.0
|
|
|
—
|
|
|
376.1
|
|
|
(1.2
|
)
|
|
111
|
||||||
Total short-term investments — Available for sale
|
|
9.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.4
|
|
|
—
|
|
|
4
|
||||||
Total equity securities — Available for sale
|
|
28.6
|
|
|
(1.9
|
)
|
|
2.2
|
|
|
(0.2
|
)
|
|
30.8
|
|
|
(2.1
|
)
|
|
18
|
||||||
Total
|
|
$
|
408.1
|
|
|
$
|
(3.1
|
)
|
|
$
|
8.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
416.3
|
|
|
$
|
(3.3
|
)
|
|
133
|
|
|
For the Twelve Months Ended
|
||||||||||
|
|
December 31, 2013
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
(Purchases) of fixed income maturities — Available for sale
|
|
$
|
(2,129.8
|
)
|
|
$
|
(1,529.6
|
)
|
|
$
|
(1,784.4
|
)
|
(Purchases) of fixed income maturities — Trading
|
|
(763.4
|
)
|
|
(300.8
|
)
|
|
(378.6
|
)
|
|||
(Purchases) of equity securities — Available for sale
|
|
(2.5
|
)
|
|
(53.1
|
)
|
|
(205.4
|
)
|
|||
(Purchases) of equity securities — Trading
|
|
(304.4
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from sales and maturities of fixed income maturities — Available for sale
|
|
1,872.3
|
|
|
1,416.5
|
|
|
1,823.5
|
|
|||
Proceeds from sales and maturities of fixed income maturities — Trading
|
|
486.0
|
|
|
257.2
|
|
|
389.9
|
|
|||
Proceeds from sales of equity securities — Available for sale
|
|
82.2
|
|
|
46.9
|
|
|
29.2
|
|
|||
Proceeds from sales of equity securities — Trading
|
|
24.1
|
|
|
—
|
|
|
—
|
|
|||
Net change in (payable)/receivable for securities (purchased) /sold
|
|
(0.9
|
)
|
|
1.1
|
|
|
(41.5
|
)
|
|||
Net sales/(purchases) of short-term investments — Available for sale
|
|
258.2
|
|
|
(122.7
|
)
|
|
(13.3
|
)
|
|||
Net sales/(purchases) of short-term investments — Trading
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|||
Investment in Chaspark Maritime Holdings Ltd
|
|
—
|
|
|
(8.7
|
)
|
|
—
|
|
|||
Net (purchases) of catastrophe bonds
|
|
$
|
(5.8
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Net (purchases)/sales for the year
|
|
$
|
(481.6
|
)
|
|
$
|
(293.2
|
)
|
|
$
|
(180.6
|
)
|
7.
|
Fair Value Measurements
|
|
|
As at December 31, 2013
|
||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
|
($ in millions)
|
||||||||||||||
Available for sale financial assets, at fair value
|
|
|
|
|
|
|
|
|
||||||||
U.S. government
|
|
$
|
1,020.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,020.4
|
|
U.S. agency
|
|
—
|
|
|
269.1
|
|
|
—
|
|
|
269.1
|
|
||||
Municipal
|
|
—
|
|
|
32.8
|
|
|
—
|
|
|
32.8
|
|
||||
Corporate
|
|
—
|
|
|
2,069.4
|
|
|
—
|
|
|
2,069.4
|
|
||||
Non-U.S. government-backed corporate
|
|
—
|
|
|
84.6
|
|
|
—
|
|
|
84.6
|
|
||||
Foreign government
|
|
596.2
|
|
|
182.7
|
|
|
—
|
|
|
778.9
|
|
||||
Asset-backed
|
|
—
|
|
|
122.3
|
|
|
—
|
|
|
122.3
|
|
||||
Non-agency commercial mortgage-backed
|
|
—
|
|
|
62.6
|
|
|
—
|
|
|
62.6
|
|
||||
Agency mortgage-backed
|
|
—
|
|
|
1,129.0
|
|
|
—
|
|
|
1,129.0
|
|
||||
Total fixed income maturities available for sale, at fair value
|
|
1,616.6
|
|
|
3,952.5
|
|
|
—
|
|
|
5,569.1
|
|
||||
Short-term investments available for sale, at fair value
|
|
129.5
|
|
|
30.8
|
|
|
—
|
|
|
160.3
|
|
||||
Equity investments available for sale, at fair value
|
|
149.5
|
|
|
—
|
|
|
—
|
|
|
149.5
|
|
||||
Held for trading financial assets, at fair value
|
|
|
|
|
|
|
|
|
||||||||
U.S. government
|
|
$
|
22.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
22.0
|
|
U.S. agency
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||
Municipal
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||
Corporate
|
|
—
|
|
|
474.8
|
|
|
—
|
|
|
474.8
|
|
||||
Foreign government
|
|
44.2
|
|
|
92.0
|
|
|
—
|
|
|
136.2
|
|
||||
Asset-backed
|
|
—
|
|
|
12.8
|
|
|
—
|
|
|
12.8
|
|
||||
Bank loans
|
|
—
|
|
|
69.1
|
|
|
—
|
|
|
69.1
|
|
||||
Total fixed income maturities trading, at fair value
|
|
66.2
|
|
|
650.0
|
|
|
—
|
|
|
716.2
|
|
||||
Short-term investments trading, at fair value
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Equity investments trading, at fair value
|
|
310.9
|
|
|
—
|
|
|
—
|
|
|
310.9
|
|
||||
Catastrophe bonds
|
|
—
|
|
|
5.8
|
|
|
—
|
|
|
5.8
|
|
||||
Other financial assets and liabilities, at fair value
|
|
|
|
|
|
|
|
|
||||||||
Derivatives at fair value — foreign exchange contracts
|
|
—
|
|
|
5.9
|
|
|
—
|
|
|
5.9
|
|
||||
Derivatives at fair value — interest rate swaps
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||
Liabilities under derivative contracts — foreign exchange contracts
|
|
—
|
|
|
(2.9
|
)
|
|
—
|
|
|
(2.9
|
)
|
||||
Long-term notes issued by Silverton
|
|
—
|
|
|
—
|
|
|
(50.0
|
)
|
|
(50.0
|
)
|
||||
Total
|
|
$
|
2,272.7
|
|
|
$
|
4,643.2
|
|
|
$
|
(50.0
|
)
|
|
$
|
6,865.9
|
|
|
|
As at December 31, 2012
|
||||||||||
|
|
Level 1
|
|
Level 2
|
|
Total
|
||||||
|
|
($ in millions)
|
||||||||||
Available for sale financial assets, at fair value
|
|
|
|
|
|
|
||||||
U.S. government
|
|
$
|
1,126.3
|
|
|
$
|
—
|
|
|
$
|
1,126.3
|
|
U.S. agency
|
|
—
|
|
|
308.6
|
|
|
308.6
|
|
|||
Municipal
|
|
—
|
|
|
39.7
|
|
|
39.7
|
|
|||
Corporate
|
|
—
|
|
|
2,038.5
|
|
|
2,038.5
|
|
|||
Non-U.S. government-backed corporate
|
|
—
|
|
|
101.1
|
|
|
101.1
|
|
|||
Foreign government
|
|
487.2
|
|
|
153.8
|
|
|
641.0
|
|
|||
Asset-backed
|
|
—
|
|
|
53.8
|
|
|
53.8
|
|
|||
Non-agency commercial mortgage-backed
|
|
—
|
|
|
71.1
|
|
|
71.1
|
|
|||
Agency mortgage-backed
|
|
—
|
|
|
1,177.2
|
|
|
1,177.2
|
|
|||
Total fixed income maturities available for sale, at fair value
|
|
1,613.5
|
|
|
3,943.8
|
|
|
5,557.3
|
|
|||
Short-term investments available for sale, at fair value
|
|
426.2
|
|
|
5.3
|
|
|
431.5
|
|
|||
Equity investments available for sale, at fair value
|
|
200.1
|
|
|
—
|
|
|
200.1
|
|
|||
Held for trading financial assets, at fair value
|
|
|
|
|
|
|
||||||
U.S. government
|
|
$
|
9.4
|
|
|
$
|
—
|
|
|
$
|
9.4
|
|
U.S. agency
|
|
—
|
|
|
0.2
|
|
|
0.2
|
|
|||
Municipal
|
|
—
|
|
|
2.9
|
|
|
2.9
|
|
|||
Corporate
|
|
—
|
|
|
414.4
|
|
|
414.4
|
|
|||
Foreign government
|
|
4.2
|
|
|
22.1
|
|
|
26.3
|
|
|||
Asset-backed
|
|
—
|
|
|
2.9
|
|
|
2.9
|
|
|||
Total fixed income maturities trading, at fair value
|
|
13.6
|
|
|
442.5
|
|
|
456.1
|
|
|||
Short-term investments trading, at fair value
|
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|||
Other financial assets and liabilities, at fair value
|
|
|
|
|
|
|
||||||
Derivatives at fair value — foreign exchange contracts
|
|
—
|
|
|
2.0
|
|
|
2.0
|
|
|||
Liabilities under derivative contracts — foreign exchange contracts
|
|
—
|
|
|
(6.1
|
)
|
|
(6.1
|
)
|
|||
Liabilities under derivative contracts — interest rate swaps
|
|
—
|
|
|
(1.3
|
)
|
|
(1.3
|
)
|
|||
Total
|
|
$
|
2,255.8
|
|
|
$
|
4,386.2
|
|
|
$
|
6,642.0
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||
Index providers
|
|
85
|
%
|
|
89
|
%
|
Pricing services
|
|
12
|
|
|
9
|
|
Broker-dealers
|
|
3
|
|
|
2
|
|
Total
|
|
100
|
%
|
|
100
|
%
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||||||
|
|
Fair Market
Value Determined
using Prices from
Index Providers
|
|
% of Total
Fair Value by
Security Type
|
|
Fair Market
Value Determined
using Prices from
Index Providers
|
|
% of Total
Fair Value by
Security Type
|
||||
|
|
($ in millions, except for percentages)
|
||||||||||
U.S. government
|
|
$
|
998.5
|
|
|
96%
|
|
$
|
1,034.5
|
|
|
91%
|
U.S. agency
|
|
255.3
|
|
|
95%
|
|
291.9
|
|
|
95%
|
||
Municipal
|
|
14.5
|
|
|
43%
|
|
20.5
|
|
|
48%
|
||
Corporate
|
|
2,400.8
|
|
|
94%
|
|
2,339.8
|
|
|
95%
|
||
Non-U.S. government-backed corporate
|
|
55.9
|
|
|
66%
|
|
84.5
|
|
|
84%
|
||
Foreign government
|
|
605.8
|
|
|
66%
|
|
516.9
|
|
|
77%
|
||
Asset-backed
|
|
130.6
|
|
|
97%
|
|
44.6
|
|
|
79%
|
||
Non-agency commercial mortgage-backed
|
|
61.0
|
|
|
97%
|
|
70.4
|
|
|
99%
|
||
Agency mortgage-backed
|
|
830.6
|
|
|
74%
|
|
957.8
|
|
|
81%
|
||
Total fixed income maturities
|
|
$
|
5,353.0
|
|
|
85%
|
|
$
|
5,360.9
|
|
|
89%
|
•
|
quantitative analysis (e.g., comparing the quarterly return for each managed portfolio to its target benchmark, with significant differences identified and investigated);
|
•
|
comparison of market values obtained from pricing services, index providers and broker-dealers against alternative price sources for each security where further investigation is completed when significant differences exist for pricing of individual securities between pricing sources;
|
•
|
initial and ongoing evaluation of methodologies used by outside parties to calculate fair value; and
|
•
|
comparison of the fair value estimates to the Company’s knowledge of the current market.
|
8.
|
Reinsurance
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in millions)
|
||||||||||
Premiums written
:
|
|
|
|
|
|
|
||||||
Direct
|
|
$
|
1,512.8
|
|
|
$
|
1,355.4
|
|
|
$
|
1,020.3
|
|
Assumed
|
|
1,133.9
|
|
|
1,227.9
|
|
|
1,187.5
|
|
|||
Ceded
|
|
(347.0
|
)
|
|
(336.4
|
)
|
|
(278.7
|
)
|
|||
Net premiums written
|
|
$
|
2,299.7
|
|
|
$
|
2,246.9
|
|
|
$
|
1,929.1
|
|
|
|
|
|
|
|
|
|
|
|
|||
Premiums earned:
|
|
|
|
|
|
|
|
|
|
|||
Direct
|
|
$
|
1,366.8
|
|
|
$
|
1,177.0
|
|
|
$
|
950.5
|
|
Assumed
|
|
1,126.6
|
|
|
1,208.0
|
|
|
1,190.6
|
|
|||
Ceded
|
|
(321.6
|
)
|
|
(301.5
|
)
|
|
(252.6
|
)
|
|||
Net premiums earned
|
|
$
|
2,171.8
|
|
|
$
|
2,083.5
|
|
|
$
|
1,888.5
|
|
|
|
|
|
|
|
|
|
|
|
|||
Insurance losses and loss adjustment expenses:
|
|
|
|
|
|
|
|
|
|
|||
Direct
|
|
$
|
829.4
|
|
|
$
|
763.0
|
|
|
$
|
553.4
|
|
Assumed
|
|
459.4
|
|
|
650.1
|
|
|
1,230.3
|
|
|||
Ceded
|
|
(65.1
|
)
|
|
(174.6
|
)
|
|
(227.7
|
)
|
|||
Net insurance losses and loss adjustment expenses
|
|
$
|
1,223.7
|
|
|
$
|
1,238.5
|
|
|
$
|
1,556.0
|
|
9.
|
Derivative Contracts
|
|
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
|
||||||||||||
Derivatives Not Designated as Hedging Instruments
Under ASC 815
|
|
Balance Sheet Location
|
|
Notional
Amount
|
|
Fair
Value
|
|
Notional
Amount
|
|
Fair
Value
|
|
||||||||
|
|
|
|
($ in millions)
|
|
($ in millions)
|
|
||||||||||||
Interest Rate Swaps
|
|
Derivatives at Fair Value
|
|
$
|
1,000.0
|
|
|
$
|
1.1
|
|
(1)
|
$
|
—
|
|
|
$
|
—
|
|
|
Interest Rate Swaps
|
|
Liabilities under Derivative Contracts
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,000.0
|
|
|
$
|
(1.3
|
)
|
(1)
|
Foreign Exchange Contracts
|
|
Derivatives at Fair Value
|
|
$
|
224.4
|
|
|
$
|
5.9
|
|
|
$
|
335.4
|
|
|
$
|
2.0
|
|
|
Foreign Exchange Contracts
|
|
Liabilities under Derivative Contracts
|
|
$
|
57.5
|
|
|
$
|
(2.9
|
)
|
|
$
|
88.6
|
|
|
$
|
(6.1
|
)
|
|
(1)
|
Net of
$34.3 million
of cash collateral provided to counterparties as security for the Company’s net liability position (
December 31, 2012
—
$52.0 million
).
|
|
|
|
|
Amount of Income/(Loss)
Recognized in the Statement
of Operations
|
||||||
|
|
|
|
Twelve Months Ended
|
||||||
Derivatives Not Designated as Hedging Instruments Under
ASC 815
|
|
Location of Income/(Loss) Recognized in the
Statement of Operations
|
|
December 31, 2013
|
|
December 31, 2012
|
||||
|
|
|
|
($ in millions)
|
||||||
Foreign Exchange Contracts
|
|
Change in Fair Value of Derivatives
|
|
$
|
(1.3
|
)
|
|
$
|
(5.4
|
)
|
Interest Rate Swaps
|
|
Change in Fair Value of Derivatives
|
|
$
|
2.6
|
|
|
$
|
(23.0
|
)
|
10.
|
Deferred Policy Acquisition Costs
|
|
|
|
Twelve Months Ended
December 31, 2013 |
|
Twelve Months Ended December 31, 2012
|
||||
|
|
($ in millions)
|
|||||||
Balance at the beginning of the period
|
|
$
|
223.0
|
|
|
$
|
184.5
|
|
|
|
Acquisition costs deferred
|
|
461.2
|
|
|
419.7
|
|
||
|
Amortization of deferred policy acquisition costs
|
|
(422.0
|
)
|
|
(381.2
|
)
|
||
Balance at the end of the period
|
|
$
|
262.2
|
|
|
$
|
223.0
|
|
|
|
As at December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in millions)
|
||||||||||
Provision for losses and LAE at the start of the year
|
|
$
|
4,779.7
|
|
|
$
|
4,525.2
|
|
|
$
|
3,820.5
|
|
Less reinsurance recoverable
|
|
(499.0
|
)
|
|
(426.6
|
)
|
|
(279.9
|
)
|
|||
Net loss and LAE at the start of the year
|
|
4,280.7
|
|
|
4,098.6
|
|
|
3,540.6
|
|
|||
|
|
|
|
|
|
|
||||||
Net loss and LAE expenses (disposed)
|
|
(34.6
|
)
|
|
(9.0
|
)
|
|
(20.6
|
)
|
|||
Provision for losses and LAE for claims incurred:
|
|
|
|
|
|
|
||||||
Current year
|
|
1,331.4
|
|
|
1,375.9
|
|
|
1,648.3
|
|
|||
Prior years
|
|
(107.7
|
)
|
|
(137.4
|
)
|
|
(92.3
|
)
|
|||
Total incurred
|
|
1,223.7
|
|
|
1,238.5
|
|
|
1,556.0
|
|
|||
Losses and LAE payments for claims incurred:
|
|
|
|
|
|
|
||||||
Current year
|
|
(172.8
|
)
|
|
(244.3
|
)
|
|
(269.3
|
)
|
|||
Prior years
|
|
(912.3
|
)
|
|
(835.7
|
)
|
|
(712.9
|
)
|
|||
Total paid
|
|
(1,085.1
|
)
|
|
(1,080.0
|
)
|
|
(982.2
|
)
|
|||
|
|
|
|
|
|
|
||||||
Foreign exchange (gains)/losses
|
|
(38.5
|
)
|
|
32.6
|
|
|
4.8
|
|
|||
Net losses and LAE reserves at the end of the year
|
|
4,346.2
|
|
|
4,280.7
|
|
|
4,098.6
|
|
|||
Plus reinsurance recoverable on unpaid losses at the end of the year
|
|
332.7
|
|
|
499.0
|
|
|
426.6
|
|
|||
Provision for losses and LAE at the end of the year
|
|
$
|
4,678.9
|
|
|
$
|
4,779.7
|
|
|
$
|
4,525.2
|
|
12.
|
Income Taxes
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in millions)
|
||||||||||
Income tax expense/(benefit) on income
|
|
$
|
13.4
|
|
|
$
|
15.0
|
|
|
$
|
(37.2
|
)
|
Income tax expense/(benefit) on other comprehensive income
|
|
(13.7
|
)
|
|
8.9
|
|
|
2.7
|
|
|||
Income tax (benefit) charged directly to shareholders’ equity
|
|
(1.5
|
)
|
|
(2.4
|
)
|
|
—
|
|
|||
Total income tax expense/(benefit)
|
|
$
|
(1.8
|
)
|
|
$
|
21.5
|
|
|
$
|
(34.5
|
)
|
|
|
Twelve Months Ended December 31, 2013
|
||||||||||||||
|
|
(Loss)/income
before tax
|
|
Current
income tax
expense
|
|
Deferred
income tax
(benefit)
|
|
Total
income tax
expense
|
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S.
|
|
$
|
(12.2
|
)
|
|
$
|
3.8
|
|
|
$
|
—
|
|
|
$
|
3.8
|
|
Non-U.S.
|
|
354.9
|
|
|
5.9
|
|
|
3.7
|
|
|
9.6
|
|
||||
Total
|
|
$
|
342.7
|
|
|
$
|
9.7
|
|
|
$
|
3.7
|
|
|
$
|
13.4
|
|
|
|
|
||||||||||||||
|
|
Twelve Months Ended December 31, 2012
|
||||||||||||||
|
|
(Loss)/income
before tax
|
|
Current
income tax
expense
|
|
Deferred
income tax
(benefit)
|
|
Total
income tax
expense
|
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S.
|
|
$
|
(58.3
|
)
|
|
$
|
4.4
|
|
|
$
|
—
|
|
|
$
|
4.4
|
|
Non-U.S.
|
|
353.7
|
|
|
18.4
|
|
|
(7.8
|
)
|
|
10.6
|
|
||||
Total
|
|
$
|
295.4
|
|
|
$
|
22.8
|
|
|
$
|
(7.8
|
)
|
|
$
|
15.0
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Twelve Months Ended December 31, 2011
|
||||||||||||||
|
|
(Loss)
before tax |
|
Current
income tax (benefit) |
|
Deferred
income tax (benefit) |
|
Total
income tax (benefit) |
||||||||
|
|
($ in millions)
|
||||||||||||||
U.S.
|
|
$
|
(88.9
|
)
|
|
$
|
(5.2
|
)
|
|
$
|
—
|
|
|
$
|
(5.2
|
)
|
Non-U.S.
|
|
(58.4
|
)
|
|
(19.2
|
)
|
|
(12.8
|
)
|
|
(32.0
|
)
|
||||
Total
|
|
$
|
(147.3
|
)
|
|
$
|
(24.4
|
)
|
|
$
|
(12.8
|
)
|
|
$
|
(37.2
|
)
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Income Tax Reconciliation
|
|
($ in millions)
|
||||||||||
Expected tax (benefit)/expense at weighted average rate
|
|
$
|
(7.5
|
)
|
|
$
|
(14.4
|
)
|
|
$
|
(42.9
|
)
|
Prior year adjustments
(1)
|
|
(4.2
|
)
|
|
(4.9
|
)
|
|
(7.2
|
)
|
|||
Valuation provision on U.S. deferred tax assets
|
|
15.1
|
|
|
26.7
|
|
|
15.9
|
|
|||
Uncertain tax positions
|
|
8.5
|
|
|
9.6
|
|
|
—
|
|
|||
Non-utilizable foreign tax credits
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|||
Disallowable expenses
|
|
1.6
|
|
|
1.2
|
|
|
0.9
|
|
|||
Other non-taxable items
|
|
(0.2
|
)
|
|
(2.4
|
)
|
|
(2.2
|
)
|
|||
Impact of changes in statutory tax rates
|
|
(2.5
|
)
|
|
(0.8
|
)
|
|
(1.7
|
)
|
|||
Total income tax expense/(benefit)
|
|
$
|
13.4
|
|
|
$
|
15.0
|
|
|
$
|
(37.2
|
)
|
|
|
Twelve Months Ended December 31,
|
||||||
|
|
2013
|
|
2012
|
||||
|
|
($ in millions)
|
||||||
Unrecognized tax benefits balance at January 1
|
|
$
|
15.4
|
|
|
$
|
—
|
|
Gross increases/(decreases) for tax positions of prior years
|
|
8.5
|
|
|
5.8
|
|
||
Gross increases/(decreases) for tax positions of current year
|
|
—
|
|
|
9.6
|
|
||
Unrecognized tax benefits balance at December 31
|
|
$
|
23.9
|
|
|
$
|
15.4
|
|
13.
|
Deferred Taxation
|
|
|
As at December 31,
|
||||||
|
|
2013
|
|
2012
|
||||
|
|
($ in millions)
|
||||||
Deferred tax assets:
|
||||||||
Share options
|
|
$
|
3.9
|
|
|
$
|
3.8
|
|
Operating loss carry forwards
|
|
80.9
|
|
|
69.5
|
|
||
Loss reserves
|
|
1.7
|
|
|
1.6
|
|
||
Unrealized (gains) / losses on investments
|
|
13.3
|
|
|
—
|
|
||
Accrued expenses
|
|
8.4
|
|
|
4.5
|
|
||
Foreign tax credits
|
|
7.5
|
|
|
—
|
|
||
Unearned premiums
|
|
6.5
|
|
|
2.5
|
|
||
Timing differences on fixed assets
|
|
5.6
|
|
|
1.2
|
|
||
Other temporary differences
|
|
8.5
|
|
|
15.6
|
|
||
Total gross deferred tax assets
|
|
136.3
|
|
|
98.7
|
|
||
Less valuation allowance
|
|
(93.8
|
)
|
|
(76.0
|
)
|
||
Net deferred tax assets
|
|
$
|
42.5
|
|
|
$
|
22.7
|
|
|
|
|
|
|
||||
Deferred tax liabilities:
|
|
|
|
|
|
|
||
Equalization provision reserves
|
|
$
|
(34.1
|
)
|
|
$
|
(25.9
|
)
|
Intangible assets (other)
|
|
(1.8
|
)
|
|
(1.5
|
)
|
||
Unrealized (gains) / losses on investments
|
|
(0.2
|
)
|
|
(2.8
|
)
|
||
Deferred policy acquisition costs
|
|
(4.2
|
)
|
|
(0.8
|
)
|
||
Other temporary differences
|
|
(0.6
|
)
|
|
(3.5
|
)
|
||
Total gross deferred tax (liabilities)
|
|
(40.9
|
)
|
|
(34.5
|
)
|
||
|
|
|
|
|
||||
Net deferred tax (liability)
|
|
$
|
1.6
|
|
|
$
|
(11.8
|
)
|
14.
|
Capital Structure
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||||||
|
|
Number
|
|
$ in
Thousands
|
|
Number
|
|
$ in
Thousands
|
||||
Authorized share capital:
|
|
|
|
|
|
|
|
|
||||
Ordinary Shares 0.15144558¢ per share
|
|
969,629,030
|
|
|
1,469
|
|
|
969,629,030
|
|
|
1,469
|
|
Non-Voting Shares 0.15144558¢ per share
|
|
6,787,880
|
|
|
10
|
|
|
6,787,880
|
|
|
10
|
|
Preference Shares 0.15144558¢ per share
|
|
100,000,000
|
|
|
152
|
|
|
100,000,000
|
|
|
152
|
|
Total authorized share capital
|
|
|
|
1,631
|
|
|
|
|
1,631
|
|
||
|
|
|
|
|
|
|
|
|
||||
Issued share capital:
|
|
|
|
|
|
|
|
|
||||
Issued ordinary shares of 0.15144558¢ per share
|
|
65,546,976
|
|
|
99
|
|
|
70,753,723
|
|
|
107
|
|
Issued 5.625% preference shares of 0.15144558¢ each with a liquidation preference of $50 per share
|
|
—
|
|
|
—
|
|
|
4,600,000
|
|
|
7
|
|
Issued 7.401% Preference Shares of 0.15144558¢ each with a liquidation preference of $25 per share
|
|
5,327,500
|
|
|
8
|
|
|
5,327,500
|
|
|
8
|
|
Issued 7.250% Preference Shares of 0.15144558¢ each with a liquidation preference of $25 per share
|
|
6,400,000
|
|
|
10
|
|
|
6,400,000
|
|
|
10
|
|
Issued 5.95% Preference Shares of 0.15144558¢ each with a liquidation preference of $25 per share
|
|
11,000,000
|
|
|
17
|
|
|
—
|
|
|
—
|
|
Total issued share capital
|
|
|
|
134
|
|
|
|
|
132
|
|
|
|
Number of Ordinary Shares
|
||||
|
|
2013
|
|
2012
|
||
Ordinary shares in issue at the beginning of the year
|
|
70,753,723
|
|
|
70,655,698
|
|
Ordinary shares issued to the Names’ Trust upon exercise of investor options (refer to Note 17)
|
|
—
|
|
|
116,510
|
|
Ordinary shares issued to employees under the 2003 share incentive plan and/or 2008 share purchase plan
|
|
1,374,567
|
|
|
2,105,561
|
|
Ordinary shares issued to non-employee directors
|
|
44,000
|
|
|
44,034
|
|
Ordinary shares repurchased
|
|
(8,461,174
|
)
|
|
(2,168,080
|
)
|
Ordinary shares issued in respect of the redemption of the PIERS
|
|
1,835,860
|
|
|
—
|
|
Ordinary shares in issue at the end of the year
|
|
65,546,976
|
|
|
70,753,723
|
|
15.
|
Statutory Requirements and Dividends Restrictions
|
|
|
As at December 31, 2013
|
||||||||||
|
|
U.S.
|
|
Bermuda
|
|
U.K.
|
||||||
|
|
($ in millions)
|
||||||||||
Required statutory capital and surplus
|
|
$
|
40.9
|
|
|
$
|
1,068.2
|
|
|
$
|
218.8
|
|
Statutory capital and surplus
|
|
$
|
375.3
|
|
|
$
|
1,907.4
|
|
|
$
|
1,005.1
|
|
|
|
As at December 31, 2012
|
||||||||||
|
|
U.S.
|
|
Bermuda
|
|
U.K.
|
||||||
|
|
($ in millions)
|
||||||||||
Required statutory capital and surplus
|
|
$
|
43.7
|
|
|
$
|
1,089.7
|
|
|
$
|
202.6
|
|
Statutory capital and surplus
|
|
$
|
273.2
|
|
|
$
|
1,934.3
|
|
|
$
|
1,273.6
|
|
16.
|
Retirement Plans
|
17.
|
Share-Based Payments
|
(a)
|
Investor Options
|
|
|
Options Granted
|
|
Options Exercised
|
|
Ordinary Shares Issued
|
|||
2002
|
|
3,006,760
|
|
|
—
|
|
|
—
|
|
2003
|
|
—
|
|
|
440,144
|
|
|
152,583
|
|
2004
|
|
—
|
|
|
856,218
|
|
|
135,321
|
|
2005
|
|
—
|
|
|
303,321
|
|
|
56,982
|
|
2006
|
|
—
|
|
|
34,155
|
|
|
3,757
|
|
2007
|
|
—
|
|
|
66,759
|
|
|
7,381
|
|
2008
|
|
—
|
|
|
20,641
|
|
|
3,369
|
|
2009
|
|
—
|
|
|
9,342
|
|
|
3,056
|
|
2010
|
|
—
|
|
|
149,895
|
|
|
49,538
|
|
2011
|
|
—
|
|
|
761,037
|
|
|
255,504
|
|
2012
|
|
—
|
|
|
365,248
|
|
|
116,510
|
|
Total as at December 31, 2013
|
|
3,006,760
|
|
|
3,006,760
|
|
|
784,001
|
|
(b)
|
Employee Equity Incentives
|
|
|
As at December 31, 2013
|
||||||||||||||||
|
|
Options
Granted
|
|
Options
Forfeited
|
|
Options
Exercised
|
|
Outstanding
and
Exercisable
|
|
Exercise
Price
|
|
Weighted Average
Fair Value at
Grant Date
|
|
Remaining
Contractual
Time
|
||||
Option Holder
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
2003 Option grants
|
3,884,030
|
|
|
712,906
|
|
|
3,171,124
|
|
|
—
|
|
|
$16.20
|
|
$5.31
|
|
expired
|
|
2004 Option grants
|
500,113
|
|
|
276,082
|
|
|
196,178
|
|
|
27,853
|
|
|
$24.44
|
|
$5.74
|
|
1 year
|
|
2006 Option grants February 16
|
1,072,490
|
|
|
450,567
|
|
|
470,095
|
|
|
151,828
|
|
|
$23.65
|
|
$6.99
|
|
2 years, 2 months
|
|
2007 Option grants May 4
|
607,641
|
|
|
154,181
|
|
|
347,261
|
|
|
106,199
|
|
|
$27.28
|
|
$6.14
|
|
4 months
|
|
|
Grant Date
|
||||||||||||||||||||||
|
|
October 22, 2007
|
|
May 4,
2007
|
|
August 4,
2006
|
|
February 16,
2006
|
|
December 23,
2004
|
|
August 20,
2003(1)
|
||||||||||||
Per share weighted average fair value
|
|
$
|
5.76
|
|
|
$
|
6.14
|
|
|
$
|
4.41
|
|
|
$
|
6.99
|
|
|
$
|
5.74
|
|
|
$
|
5.31
|
|
Risk free interest rate
|
|
4.09
|
%
|
|
4.55
|
%
|
|
5.06
|
%
|
|
4.66
|
%
|
|
3.57
|
%
|
|
4.7
|
%
|
||||||
Dividend yield
|
|
2.1
|
%
|
|
2.2
|
%
|
|
2.6
|
%
|
|
2.7
|
%
|
|
0.5
|
%
|
|
0.6
|
%
|
||||||
Expected life
|
|
5 years
|
|
|
5 years
|
|
|
5 years
|
|
|
5 years
|
|
|
5 years
|
|
|
7 years
|
|
||||||
Share price volatility
|
|
20.28
|
%
|
|
23.76
|
%
|
|
19.33
|
%
|
|
35.12
|
%
|
|
19.68
|
%
|
|
—
|
|
||||||
Foreign currency volatility
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.4
|
%
|
|
9.4
|
%
|
(1)
|
The 2003 options had a price volatility of zero. The minimum value method was utilized because the Company was unlisted on the date that the options were issued. Foreign currency volatility of
9.40%
was applied as the exercise price was initially in British Pounds and the share price of the Company is in U.S. Dollars.
|
|
|
|
As at December 31, 2013
|
||||||||||
|
|
|
Restricted Share Units
|
||||||||||
RSU Holder
|
|
|
Amount
Granted
|
|
Amount
Vested
|
|
Amount
Forfeited
|
|
Amount
Outstanding
|
||||
2004 - 2010 Grants
|
|
782,892
|
|
|
734,002
|
|
|
48,890
|
|
|
—
|
|
|
2011 Grants
|
|
183,019
|
|
|
110,876
|
|
|
19,941
|
|
|
52,202
|
|
|
2012 Grants
|
|
350,899
|
|
|
110,438
|
|
|
43,855
|
|
|
196,606
|
|
|
2013 Grants
|
|
307,441
|
|
|
—
|
|
|
18,482
|
|
|
288,959
|
|
|
Total
|
|
1,624,251
|
|
|
955,316
|
|
|
131,168
|
|
|
537,767
|
|
|
|
As at December 31, 2013
|
||||||||||
|
|
Performance Share Awards
|
||||||||||
|
|
Amount
Granted
|
|
Amount
Vested
|
|
Amount
Forfeited
|
|
Amount Outstanding
|
||||
2004 - 2010 Grants
(1)
|
|
3,303,844
|
|
|
1,735,291
|
|
|
1,568,553
|
|
|
—
|
|
2011 Grants
|
|
890,794
|
|
|
485,151
|
|
|
405,643
|
|
|
—
|
|
2012 Grants
(2)
|
|
344,131
|
|
|
95,942
|
|
|
48,622
|
|
|
199,567
|
|
2013 Grants
(2)
|
|
250,066
|
|
|
25,001
|
|
|
12,715
|
|
|
212,350
|
|
Total
|
|
4,788,835
|
|
|
2,341,385
|
|
|
2,035,533
|
|
|
411,917
|
|
(1)
|
The amounts vested and forfeited on the 2004 - 2010 performance share awards have been updated to reflect employees leaving after the financial reporting date but before the final vesting date.
|
(2)
|
These balances could increase depending on future performance.
|
•
|
less than
6%
, then the portion of the performance shares subject to the vesting conditions in such year will be forfeited (i.e.,
33.33%
of the initial grant);
|
•
|
between
6%
and
11%
, then the percentage of the performance shares eligible for vesting in such year will be between
10%
and
100%
on a straight-line basis; and
|
•
|
between
11%
and
21%
, then the percentage of the performance shares eligible for vesting in such year will be between
100%
and
200%
on a straight-line basis.
|
2011 Performance Shares
|
|
|
|
|
|
|
|
||||
Year
|
|
|
|
Split
|
|
ROE
|
|
Banked
|
|||
2011
|
|
33.3
|
%
|
|
(5.3
|
)%
|
|
—
|
%
|
||
2012
|
|
33.3
|
%
|
|
10.0
|
%
|
|
33.3
|
%
|
||
2013
|
|
33.3
|
%
|
|
11.7
|
%
|
|
39.0
|
%
|
||
Total
|
|
100.0
|
%
|
|
|
|
|
72.3
|
%
|
•
|
less than
5%
, then the portion of the performance shares subject to the vesting conditions in such year will be forfeited (i.e.,
33.33%
of the initial grant);
|
•
|
between
5%
and
10%
, then the percentage of the performance shares eligible for vesting in such year will be between
10%
and
100%
on a straight-line basis; and
|
•
|
between
10%
and
20%
, then the percentage of the performance shares eligible for vesting in such year will be between
100%
and
200%
on a straight-line basis.
|
2012 Performance Shares
|
|
|
|
|
|
|
|
||||
Year
|
|
|
|
Split
|
|
Increase in BVPS
|
|
Banked
|
|||
2012
|
|
33.3
|
%
|
|
8.1
|
%
|
|
21.9
|
%
|
||
2013
|
|
33.3
|
%
|
|
6.2
|
%
|
|
10.5
|
%
|
||
2014
|
|
33.3
|
%
|
|
NA
|
|
|
NA
|
|
||
Total
|
|
100.0
|
%
|
|
|
|
|
32.4
|
%
|
•
|
less than
5%
, then the portion of the performance shares subject to the vesting conditions in such year will be forfeited (i.e.,
33.33%
of the initial grant);
|
•
|
between
5%
and
10%
, then the percentage of the performance shares eligible for vesting in such year will be between
10%
and
100%
on a straight-line basis; or
|
•
|
between
10%
and
20%
, then the percentage of the performance shares eligible for vesting in such year will be between
100%
and
200%
on a straight-line basis.
|
|
|
Twelve Months Ended December 31, 2013
|
|||
|
|
Number of
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|
Outstanding performance share awards, beginning of period
|
|
750,651
|
|
|
$26.68
|
Granted
|
|
250,066
|
|
|
$29.56
|
Earned
|
|
(284,831
|
)
|
|
$27.72
|
Forfeited
|
|
(118,407
|
)
|
|
$28.20
|
Outstanding performance share awards, end of period
|
|
597,479
|
|
|
$27.15
|
2012 Phantom Shares
|
|
|
|
|
|
|
|
||||
Year
|
|
|
|
Split
|
|
Increase in BVPS
|
|
Banked
|
|||
2012
|
|
33.3
|
%
|
|
8.1
|
%
|
|
21.9
|
%
|
||
2013
|
|
33.3
|
%
|
|
6.2
|
%
|
|
10.5
|
%
|
||
2014
|
|
33.3
|
%
|
|
NA
|
|
|
NA
|
|
||
Total
|
|
100.0
|
%
|
|
|
|
|
32.4
|
%
|
Grant Date
|
|
Per share
weighted
average
fair value
|
|
Risk free
interest rate
|
|
Dividend yield
|
|
Expected life
|
|
Share price
volatility
|
|||
|
|
($)
|
|
(%)
|
|
(%)
|
|
(in years)
|
|
(%)
|
|||
November 4, 2008
|
|
$3.18
|
|
0.48
|
%
|
|
2.70
|
%
|
|
3.0
|
|
68.0
|
%
|
December 4, 2008
|
|
2.87
|
|
(0.41
|
)
|
|
3.16
|
|
|
2.0
|
|
102.0
|
|
November 23, 2009
|
|
3.76
|
|
0.01
|
|
|
2.28
|
|
|
3.0
|
|
22.0
|
|
December 21, 2009
|
|
3.82
|
|
0.04
|
|
|
2.34
|
|
|
2.0
|
|
18.0
|
|
December 22, 2010
|
|
4.24
|
|
0.13
|
|
|
2.07
|
|
|
3.0
|
|
14.0
|
|
December 22, 2010
|
|
4.46
|
|
0.13
|
|
|
2.07
|
|
|
2.0
|
|
14.0
|
|
December 13, 2011
|
|
4.20
|
|
0.05
|
|
|
2.80
|
|
|
3.0
|
|
26.2
|
|
December 13, 2011
|
|
3.85
|
|
0.05
|
|
|
2.75
|
|
|
2.0
|
|
26.2
|
|
March 20, 2013
|
|
7.79
|
|
0.38
|
|
|
1.88
|
|
|
3.0
|
|
2.8
|
|
March 20, 2013
|
|
$5.75
|
|
0.25
|
%
|
|
1.88
|
%
|
|
2.0
|
|
3.2
|
%
|
Option Holder
|
|
Options Outstanding
|
|
Options Exercisable
|
|
Exercise
Price
|
|
Fair Value at
Grant Date
|
|
Remaining
Contractual Time
|
||
Non-employee directors - 2006 Option grants (May 25)
|
|
8,870
|
|
|
8,870
|
|
|
$21.96
|
|
$4.24
|
|
2 years, 5 months
|
Non-employee directors - 2007 Option grants (July 30)
|
|
2,012
|
|
|
2,012
|
|
|
$24.76
|
|
$4.97
|
|
3 years, 7 months
|
|
|
Grant Date
|
||||
|
|
July 30, 2007
|
|
May 25, 2006
|
||
Per share weighted average fair value
|
|
$4.97
|
|
$4.24
|
||
Risk-free interest rate
|
|
4.64
|
%
|
|
4.85
|
%
|
Dividend yield
|
|
2.4
|
%
|
|
2.7
|
%
|
Expected life
|
|
5 years
|
|
|
5 years
|
|
Share price volatility
|
|
19.55
|
%
|
|
20.05
|
%
|
|
|
As at December 31, 2013
|
||||||||||
|
|
Restricted Share Units
|
||||||||||
|
|
Amount
Granted
|
|
Amount
Vested
|
|
Amount
Forfeited
|
|
Amount
Outstanding
|
||||
Non-Employee Directors — 2011 and prior
|
|
109,433
|
|
|
(102,795
|
)
|
|
(6,638
|
)
|
|
—
|
|
Non-Employee Directors — 2012
|
|
29,071
|
|
|
(29,071
|
)
|
|
—
|
|
|
—
|
|
Non-Employee Directors — 2013
|
|
29,092
|
|
|
(22,108
|
)
|
|
(2,365
|
)
|
|
4,619
|
|
Chairman — 2011 and prior
|
|
58,094
|
|
|
(58,094
|
)
|
|
—
|
|
|
—
|
|
Chairman — 2012
|
|
17,705
|
|
|
(17,705
|
)
|
|
—
|
|
|
—
|
|
Chairman — 2013
|
|
14,188
|
|
|
(11,823
|
)
|
|
—
|
|
|
2,365
|
|
Total
|
|
257,583
|
|
|
(241,596
|
)
|
|
(9,003
|
)
|
|
6,984
|
|
(d)
|
Summary of investor options, employee and non-employee share options and restricted share units.
|
|
|
|
Twelve Months Ended December 31, 2013
|
|||
Option activity
|
|
|
Number of Options
|
|
Weighted Average
Exercise Price
|
|
Outstanding options, beginning of period
|
|
1,208,787
|
|
|
$23.07
|
|
Exercised
|
|
(906,254
|
)
|
|
22.45
|
|
Forfeited or expired
|
|
(73
|
)
|
|
24.21
|
|
Outstanding and exercisable options, end of period
|
|
302,460
|
|
|
$25.02
|
|
|
|
Twelve Months Ended December 31, 2012
|
|||
Option activity
|
|
|
Number of Options
|
|
Weighted Average
Exercise Price
|
|
Outstanding options, beginning of period
|
|
2,831,508
|
|
|
$19.84
|
|
Exercised
|
|
(1,612,242
|
)
|
|
15.72
|
|
Forfeited or expired
|
|
(10,479
|
)
|
|
26.28
|
|
Outstanding and exercisable options, end of period
|
|
1,208,787
|
|
|
$23.07
|
|
|
|
Twelve Months Ended December 31, 2013
|
|||
Restricted share unit activity
|
|
|
Number of
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|
Outstanding restricted stock, beginning of period
|
|
488,013
|
|
|
$27.81
|
|
Granted
|
|
350,721
|
|
|
35.61
|
|
Vested
|
|
(253,700
|
)
|
|
23.66
|
|
Forfeited
|
|
(40,283
|
)
|
|
31.45
|
|
Outstanding restricted stock, end of period
|
|
544,751
|
|
|
$32.13
|
|
|
|
Twelve Months Ended December 31, 2012
|
|||
Restricted share unit activity
|
|
|
Number of
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|
Outstanding restricted stock, beginning of period
|
|
319,138
|
|
|
$26.58
|
|
Granted
|
|
393,888
|
|
|
28.27
|
|
Vested
|
|
(179,177
|
)
|
|
21.31
|
|
Forfeited
|
|
(45,836
|
)
|
|
27.19
|
|
Outstanding restricted stock, end of period
|
|
488,013
|
|
|
$27.81
|
18.
|
Intangible Assets
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
||||||||||||||||||||||||||||
|
|
Trade
Mark
|
|
Insurance
Licenses
|
|
Other
|
|
Total
|
|
Trade
Mark
|
|
Insurance
Licenses
|
|
Other
|
|
Total
|
||||||||||||||||
|
|
($ in millions)
|
|
($ in millions)
|
||||||||||||||||||||||||||||
Intangible Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Beginning of the period
|
|
$
|
1.6
|
|
|
$
|
16.6
|
|
|
$
|
0.8
|
|
|
$
|
19.0
|
|
|
$
|
1.6
|
|
|
$
|
16.6
|
|
|
$
|
1.8
|
|
|
$
|
20.0
|
|
Amortization
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
(1.0
|
)
|
||||||||
End of the period
|
|
$
|
1.6
|
|
|
$
|
16.6
|
|
|
$
|
0.2
|
|
|
$
|
18.4
|
|
|
$
|
1.6
|
|
|
$
|
16.6
|
|
|
$
|
0.8
|
|
|
$
|
19.0
|
|
19.
|
Commitments and Contingent Liabilities
|
(a)
|
Restricted assets
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions, except percentages)
|
||||||
Regulatory trusts and deposits:
|
|
|
|
|
||||
Affiliated transactions
|
|
$
|
685.8
|
|
|
$
|
598.7
|
|
Third party
|
|
2,236.4
|
|
|
1,933.5
|
|
||
Letters of credit / guarantees
(1)
|
|
830.4
|
|
|
1,189.2
|
|
||
Total restricted assets
|
|
$
|
3,752.6
|
|
|
$
|
3,721.4
|
|
|
|
|
|
|
||||
Total as percent of cash and invested assets
|
|
45.5
|
%
|
|
45.6
|
%
|
(1)
|
As of
December 31, 2013
, the Company had pledged funds of
$803.7 million
and
£16.1 million
(
December 31, 2012
—
$1,163.2 million
and
£16.0 million
) as collateral for the secured letters of credit.
|
As at December 31, 2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
Later
Years |
|
Total
|
||||||||||||||
|
|
($ in millions)
|
||||||||||||||||||||||||||
Operating Lease Obligations
|
|
$
|
11.9
|
|
|
$
|
12.1
|
|
|
$
|
8.3
|
|
|
$
|
7.5
|
|
|
$
|
6.3
|
|
|
$
|
6.5
|
|
|
$
|
52.6
|
|
As at December 31, 2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
Later
Years |
|
Total
|
||||||||||||||
|
|
($ in millions)
|
||||||||||||||||||||||||||
Operating Lease Obligations
|
|
$
|
11.5
|
|
|
$
|
11.3
|
|
|
$
|
10.7
|
|
|
$
|
7.7
|
|
|
$
|
6.0
|
|
|
$
|
9.0
|
|
|
$
|
56.2
|
|
(c)
|
Variable interest entities
|
i.
|
Silverton has collateralized the aggregate limit provided to Aspen Bermuda by way of a trust in favor of Aspen Bermuda as the beneficiary;
|
ii.
|
the trustee is a large, well-established regulated entity; and
|
iii.
|
all funds within the trust account are bound by investment guidelines restricting investments to one of the institutional class money market funds run by large international investment managers.
|
(d)
|
Contingent liabilities
|
20.
|
Concentrations of Credit Risk
|
|
|
|
Twelve Months Ended December 31,
|
||||||||||
|
|
|
2013
|
|
2012
|
|
2011
|
||||||
Broker
|
|
|
(in percentages)
|
||||||||||
Aon Corporation
|
|
16.8
|
%
|
|
18.5
|
%
|
|
19.5
|
%
|
||||
Marsh & McLennan Companies, Inc.
|
|
15.0
|
|
|
15.8
|
|
|
18.9
|
|
||||
Willis Group Holdings, Ltd.
|
|
14.4
|
|
|
15.1
|
|
|
16.1
|
|
||||
Others
(1)
|
|
53.8
|
|
|
50.6
|
|
|
45.5
|
|
||||
Total
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
||||
|
|
|
|
|
|
|
|||||||
Gross written premiums ($ millions)
|
|
$
|
2,646.7
|
|
|
$
|
2,583.3
|
|
|
$
|
2,207.8
|
|
(1)
|
No other individual broker accounted for more than
10%
of total gross written premiums.
|
21.
|
Reclassifications from Accumulated Other Comprehensive Income
|
Amount Reclassified from AOCI
|
||||||
Details about the AOCI Components
|
|
Twelve Months Ended December 31, 2013
|
|
Affected Line Item in the
Consolidated Statement of Operations
|
||
|
|
($ in millions)
|
|
|||
Available for sale securities:
|
|
|
||||
Realized gain on sale of securities
|
|
$
|
24.6
|
|
|
Realized and unrealized investment gains
|
Realized (loss) on sale of securities
|
|
(0.5
|
)
|
|
Realized and unrealized investment losses
|
|
|
|
24.1
|
|
|
Income from operations before tax
|
|
Tax on realized gains and (losses) of securities
|
|
(0.7
|
)
|
|
Income tax expense
|
|
|
|
$
|
23.4
|
|
|
Net income
|
Foreign currency translation adjustments:
|
|
|
|
|
||
Foreign currency translation adjustments, before tax
|
|
$
|
(1.9
|
)
|
|
Net realized and unrealized foreign exchange gains/(losses)
|
Tax on foreign currency translation adjustments
|
|
0.4
|
|
|
Income tax expense
|
|
|
|
$
|
(1.5
|
)
|
|
Net income
|
Amortization of derivatives:
|
|
|
|
|
||
Amortization of long-term debt associated expenses, before tax
|
|
$
|
(0.5
|
)
|
|
Interest on long-term debt
|
|
|
$
|
(0.5
|
)
|
|
Net income
|
Total reclassifications from AOCI to the statement of operations, net of tax
|
|
$
|
21.4
|
|
|
Net income
|
22.
|
Credit Facility and Long-term Debt
|
|
|
|
Payments Due By Period
|
||||||||||||||||||
Contractual Basis
|
|
|
Less than
1 year |
|
1-3 years
|
|
3-5 years
|
|
More than 5 years
|
|
Total
|
||||||||||
|
|
|
($ in millions)
|
||||||||||||||||||
Long-term Debt Obligations
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
550.0
|
|
|
$
|
550.0
|
|
23.
|
Unaudited Quarterly Financial Data
|
|
|
2013
|
||||||||||||||||||
|
|
Quarter Ended
March 31
|
|
Quarter Ended
June 30
|
|
Quarter Ended September 30
|
|
Quarter Ended December 31
|
|
Year Ended December 31
|
||||||||||
Revenues
|
|
($ in millions)
|
||||||||||||||||||
Net earned premium
|
|
$
|
510.9
|
|
|
$
|
544.0
|
|
|
$
|
544.3
|
|
|
$
|
572.6
|
|
|
$
|
2,171.8
|
|
Net investment income
|
|
48.3
|
|
|
45.9
|
|
|
45.0
|
|
|
47.2
|
|
|
186.4
|
|
|||||
Realized and unrealized investment gains
|
|
16.3
|
|
|
14.4
|
|
|
23.6
|
|
|
2.6
|
|
|
56.9
|
|
|||||
Other income
|
|
1.1
|
|
|
0.9
|
|
|
1.6
|
|
|
4.6
|
|
|
8.2
|
|
|||||
Total revenues
|
|
576.6
|
|
|
605.2
|
|
|
614.5
|
|
|
627.0
|
|
|
2,423.3
|
|
|||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Losses and loss adjustment expenses
|
|
268.7
|
|
|
333.4
|
|
|
290.2
|
|
|
331.4
|
|
|
1,223.7
|
|
|||||
Amortization of deferred policy acquisition costs
|
|
104.6
|
|
|
107.2
|
|
|
110.5
|
|
|
99.7
|
|
|
422.0
|
|
|||||
General, administrative and corporate expenses
|
|
86.6
|
|
|
87.7
|
|
|
98.9
|
|
|
94.9
|
|
|
368.1
|
|
|||||
Interest on long-term debt
|
|
7.7
|
|
|
7.8
|
|
|
7.7
|
|
|
9.5
|
|
|
32.7
|
|
|||||
Change in fair value of derivatives
|
|
4.2
|
|
|
2.9
|
|
|
(6.6
|
)
|
|
(1.8
|
)
|
|
(1.3
|
)
|
|||||
Realized and unrealized investment losses/(gains)
|
|
1.1
|
|
|
21.0
|
|
|
5.9
|
|
|
(7.5
|
)
|
|
20.5
|
|
|||||
Net realized and unrealized foreign exchange losses/(gains)
|
|
5.4
|
|
|
4.1
|
|
|
(2.4
|
)
|
|
6.1
|
|
|
13.2
|
|
|||||
Other expenses
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
1.7
|
|
|||||
Total expenses
|
|
478.9
|
|
|
564.1
|
|
|
504.2
|
|
|
533.4
|
|
|
2,080.6
|
|
|||||
Income from operations before income tax
|
|
97.7
|
|
|
41.1
|
|
|
110.3
|
|
|
93.6
|
|
|
342.7
|
|
|||||
Income tax (expense)
|
|
(5.9
|
)
|
|
(1.0
|
)
|
|
(2.9
|
)
|
|
(3.6
|
)
|
|
(13.4
|
)
|
|||||
Net income
|
|
$
|
91.8
|
|
|
$
|
40.1
|
|
|
$
|
107.4
|
|
|
$
|
90.0
|
|
|
$
|
329.3
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per Share Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average number of ordinary share and share equivalents
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
68,854,286
|
|
|
66,191,426
|
|
|
66,716,202
|
|
|
65,593,669
|
|
|
66,872,048
|
|
|||||
Diluted
|
|
72,452,705
|
|
|
69,291,324
|
|
|
68,561,515
|
|
|
67,051,993
|
|
|
69,417,903
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic earnings per ordinary share adjusted for preference share dividends
|
|
$
|
1.21
|
|
|
$
|
0.38
|
|
|
$
|
1.47
|
|
|
$
|
1.23
|
|
|
$
|
4.29
|
|
Diluted earnings per ordinary share adjusted for preference share dividends
|
|
$
|
1.15
|
|
|
$
|
0.36
|
|
|
$
|
1.43
|
|
|
$
|
1.21
|
|
|
$
|
4.14
|
|
|
|
2012
|
||||||||||||||||||
|
|
Quarter Ended
March 31 |
|
Quarter Ended
June 30 |
|
Quarter Ended September 30
|
|
Quarter Ended December 31
|
|
Year Ended December 31
|
||||||||||
Revenues
|
|
($ in millions)
|
||||||||||||||||||
Net earned premium
|
|
$
|
495.4
|
|
|
$
|
513.4
|
|
|
$
|
516.2
|
|
|
$
|
558.5
|
|
|
$
|
2,083.5
|
|
Net investment income
|
|
52.4
|
|
|
52.8
|
|
|
48.6
|
|
|
51.1
|
|
|
204.9
|
|
|||||
Realized and unrealized investment gains
|
|
10.7
|
|
|
5.4
|
|
|
13.2
|
|
|
6.1
|
|
|
35.4
|
|
|||||
Other income
|
|
0.7
|
|
|
3.5
|
|
|
4.8
|
|
|
(3.4
|
)
|
|
5.6
|
|
|||||
Total revenues
|
|
559.2
|
|
|
575.1
|
|
|
582.8
|
|
|
612.3
|
|
|
2,329.4
|
|
|||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Losses and loss adjustment expenses
|
|
284.0
|
|
|
262.1
|
|
|
255.0
|
|
|
437.4
|
|
|
1,238.5
|
|
|||||
Amortization of deferred policy acquisition costs
|
|
96.1
|
|
|
102.0
|
|
|
103.1
|
|
|
80.0
|
|
|
381.2
|
|
|||||
General, administrative and corporate expenses
|
|
84.8
|
|
|
83.5
|
|
|
90.7
|
|
|
86.1
|
|
|
345.1
|
|
|||||
Interest on long-term debt
|
|
7.7
|
|
|
7.7
|
|
|
7.8
|
|
|
7.7
|
|
|
30.9
|
|
|||||
Change in fair value of derivatives
|
|
7.5
|
|
|
11.6
|
|
|
4.9
|
|
|
4.4
|
|
|
28.4
|
|
|||||
Realized and unrealized investment losses
|
|
1.7
|
|
|
4.1
|
|
|
2.4
|
|
|
0.4
|
|
|
8.6
|
|
|||||
Net realized and unrealized foreign exchange losses/(gains)
|
|
(7.7
|
)
|
|
12.7
|
|
|
(4.5
|
)
|
|
(3.9
|
)
|
|
(3.4
|
)
|
|||||
Other expenses
|
|
1.0
|
|
|
0.6
|
|
|
0.3
|
|
|
2.8
|
|
|
4.7
|
|
|||||
Total expenses
|
|
475.1
|
|
|
484.3
|
|
|
459.7
|
|
|
614.9
|
|
|
2,034.0
|
|
|||||
Income/(loss) from operations before income tax
|
|
84.1
|
|
|
90.8
|
|
|
123.1
|
|
|
(2.6
|
)
|
|
295.4
|
|
|||||
Income tax (expense)/credit
|
|
(5.4
|
)
|
|
(6.2
|
)
|
|
(8.0
|
)
|
|
4.6
|
|
|
(15.0
|
)
|
|||||
Net income
|
|
$
|
78.7
|
|
|
$
|
84.6
|
|
|
$
|
115.1
|
|
|
$
|
2.0
|
|
|
$
|
280.4
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per Share Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average number of ordinary share and share equivalents
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
70,943,997
|
|
|
71,303,855
|
|
|
71,129,102
|
|
|
71,007,079
|
|
|
71,095,856
|
|
|||||
Diluted
|
|
73,832,734
|
|
|
73,845,903
|
|
|
73,397,796
|
|
|
71,007,079
|
|
|
73,689,423
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic earnings/(loss) per ordinary share adjusted for preference share dividends
|
|
$
|
1.03
|
|
|
$
|
1.07
|
|
|
$
|
1.50
|
|
|
$
|
(0.09
|
)
|
|
$
|
3.51
|
|
Diluted earnings/(loss) per ordinary share adjusted for preference share dividends
|
|
$
|
0.99
|
|
|
$
|
1.03
|
|
|
$
|
1.45
|
|
|
$
|
(0.09
|
)
|
|
$
|
3.39
|
|
|
|
2011
|
||||||||||||||||||
|
|
Quarter Ended
March 31 |
|
Quarter Ended
June 30 |
|
Quarter Ended September 30
|
|
Quarter Ended December 31
|
|
Year Ended December 31
|
||||||||||
Revenues
|
|
($ in millions)
|
||||||||||||||||||
Net earned premium
|
|
$
|
452.4
|
|
|
$
|
459.8
|
|
|
$
|
486.9
|
|
|
$
|
489.4
|
|
|
$
|
1,888.5
|
|
Net investment income
|
|
55.5
|
|
|
58.6
|
|
|
57.3
|
|
|
54.2
|
|
|
225.6
|
|
|||||
Realized and unrealized investment gains
|
|
15.2
|
|
|
11.0
|
|
|
8.8
|
|
|
11.8
|
|
|
46.8
|
|
|||||
Other income
|
|
0.8
|
|
|
6.7
|
|
|
(4.7
|
)
|
|
7.7
|
|
|
10.5
|
|
|||||
Total revenues
|
|
523.9
|
|
|
536.1
|
|
|
548.3
|
|
|
563.1
|
|
|
2,171.4
|
|
|||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Losses and loss adjustment expenses
|
|
528.9
|
|
|
326.4
|
|
|
306.2
|
|
|
394.5
|
|
|
1,556.0
|
|
|||||
Amortization of deferred policy acquisition costs
|
|
81.4
|
|
|
86.7
|
|
|
93.4
|
|
|
85.5
|
|
|
347.0
|
|
|||||
General, administrative and corporate expenses
|
|
62.5
|
|
|
70.7
|
|
|
72.0
|
|
|
79.3
|
|
|
284.5
|
|
|||||
Interest on long-term debt
|
|
7.7
|
|
|
7.7
|
|
|
7.7
|
|
|
7.7
|
|
|
30.8
|
|
|||||
Change in fair value of derivatives
|
|
3.4
|
|
|
22.3
|
|
|
30.0
|
|
|
4.2
|
|
|
59.9
|
|
|||||
Realized and unrealized investment losses
|
|
6.8
|
|
|
1.2
|
|
|
5.6
|
|
|
2.9
|
|
|
16.5
|
|
|||||
Net realized and unrealized foreign exchange losses/(gains)
|
|
(6.4
|
)
|
|
10.9
|
|
|
5.8
|
|
|
(3.6
|
)
|
|
6.7
|
|
|||||
Other expenses
|
|
8.9
|
|
|
—
|
|
|
4.4
|
|
|
4.0
|
|
|
17.3
|
|
|||||
Total expenses
|
|
693.2
|
|
|
525.9
|
|
|
525.1
|
|
|
574.5
|
|
|
2,318.7
|
|
|||||
Income/(loss) from operations before income tax
|
|
(169.3
|
)
|
|
10.2
|
|
|
23.2
|
|
|
(11.4
|
)
|
|
(147.3
|
)
|
|||||
Income tax (expense)/credit
|
|
16.5
|
|
|
(1.2
|
)
|
|
(2.0
|
)
|
|
23.9
|
|
|
37.2
|
|
|||||
Net income/(loss)
|
|
$
|
(152.8
|
)
|
|
$
|
9.0
|
|
|
$
|
21.2
|
|
|
$
|
12.5
|
|
|
$
|
(110.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per Share Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average number of ordinary share and share equivalents
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
(1)
|
|
70,551,849
|
|
|
70,792,483
|
|
|
70,699,343
|
|
|
70,615,233
|
|
|
70,665,166
|
|
|||||
Diluted
(1)
|
|
70,551,849
|
|
|
73,568,910
|
|
|
73,299,985
|
|
|
73,260,574
|
|
|
70,665,166
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic earnings/(loss) per ordinary share adjusted for preference share dividends
|
|
$
|
(2.25
|
)
|
|
$
|
0.05
|
|
|
$
|
0.21
|
|
|
$
|
0.09
|
|
|
$
|
(1.88
|
)
|
Diluted earnings/(loss) per ordinary share adjusted for preference share dividends
|
|
$
|
(2.25
|
)
|
|
$
|
0.05
|
|
|
$
|
0.21
|
|
|
$
|
0.09
|
|
|
$
|
(1.88
|
)
|
|
|
As at December 31, 2013
|
|
As at December 31, 2012
|
||||
|
|
($ in millions, except per share amounts)
|
||||||
ASSETS
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
94.2
|
|
|
$
|
192.3
|
|
Investments in subsidiaries
|
|
3,153.7
|
|
|
2,715.3
|
|
||
Other investments
|
|
39.3
|
|
|
36.2
|
|
||
Eurobond issued by subsidiary
|
|
571.9
|
|
|
970.0
|
|
||
Long-term debt issued by subsidiaries
|
|
15.0
|
|
|
—
|
|
||
Intercompany funds due from affiliates
|
|
—
|
|
|
86.0
|
|
||
Other assets
|
|
9.3
|
|
|
6.4
|
|
||
Total assets
|
|
$
|
3,883.4
|
|
|
$
|
4,006.2
|
|
LIABILITIES
|
|
|
|
|
|
|
||
Accrued expenses and other payables
|
|
14.6
|
|
|
18.7
|
|
||
Intercompany funds due to affiliates
|
|
20.2
|
|
|
—
|
|
||
Long-term debt
|
|
549.0
|
|
|
499.1
|
|
||
Total liabilities
|
|
$
|
583.8
|
|
|
$
|
517.8
|
|
SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
|
||
Ordinary Shares:
|
|
|
|
|
||||
65,546,976 shares of par value 0.15144558¢ each
(December 31, 2012 — 70,753,723)
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Preference Shares:
|
|
|
|
|
||||
11,000,000 5.950% shares of par value 0.15144558¢ each
(December 31, 2012 — Nil)
|
|
—
|
|
|
—
|
|
||
Nil 5.625% shares of par value 0.15144558¢ each
(December 31, 2012 — 4,600,000)
|
|
—
|
|
|
—
|
|
||
5,327,500 7.401% shares of par value 0.15144558¢ each
(December 31, 2012 — 5,327,500)
|
|
—
|
|
|
—
|
|
||
6,400,000 7.250% shares of par value 0.15144558¢ each
(December 31, 2012 — 6,400,000)
|
|
—
|
|
|
—
|
|
||
Additional paid in capital
|
|
1,297.4
|
|
|
1,516.7
|
|
||
Retained earnings
|
|
1,783.3
|
|
|
1,544.0
|
|
||
Non-controlling interest
|
|
(0.3
|
)
|
|
0.2
|
|
||
Accumulated other comprehensive income, net of taxes:
|
|
|
|
|
|
|
||
Unrealized gains on investments
|
|
130.5
|
|
|
315.2
|
|
||
Loss on derivatives
|
|
—
|
|
|
(0.5
|
)
|
||
Gains on foreign currency translation
|
|
88.6
|
|
|
112.7
|
|
||
Total accumulated other comprehensive income
|
|
219.1
|
|
|
427.4
|
|
||
Total shareholders’ equity
|
|
3,299.6
|
|
|
3,488.4
|
|
||
Total liabilities and shareholders’ equity
|
|
$
|
3,883.4
|
|
|
$
|
4,006.2
|
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Operating Activities:
|
|
|
|
|
|
|
||||||
Equity in net earnings/(loss) of subsidiaries and other investments
|
|
$
|
40.6
|
|
|
$
|
160.6
|
|
|
$
|
(311.5
|
)
|
Dividend income
|
|
301.8
|
|
|
100.0
|
|
|
185.0
|
|
|||
Interest income on Eurobond
|
|
44.6
|
|
|
56.5
|
|
|
52.0
|
|
|||
Realized investment gains
|
|
(6.3
|
)
|
|
3.2
|
|
|
3.1
|
|
|||
Other income
|
|
1.9
|
|
|
3.4
|
|
|
4.0
|
|
|||
Total Revenues
|
|
382.6
|
|
|
323.7
|
|
|
(67.4
|
)
|
|||
Expenses:
|
|
|
|
|
|
|
|
|
|
|||
Operating and administrative expenses
|
|
(20.6
|
)
|
|
(12.4
|
)
|
|
(11.9
|
)
|
|||
Interest expense
|
|
(32.7
|
)
|
|
(30.9
|
)
|
|
(30.8
|
)
|
|||
Income from operations before income tax
|
|
329.3
|
|
|
280.4
|
|
|
(110.1
|
)
|
|||
Income tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net income
|
|
329.3
|
|
|
280.4
|
|
|
(110.1
|
)
|
|||
Add: Loss attributable to non-controlling interest
|
|
0.5
|
|
|
0.2
|
|
|
0.1
|
|
|||
Net income/(loss) attributable to Aspen Insurance Holdings Limited ordinary shareholders
|
|
329.8
|
|
|
280.6
|
|
|
(110.0
|
)
|
|||
Other comprehensive income/(loss), net of taxes:
|
|
|
|
|
|
|
|
|
|
|||
Change in unrealized losses on investments
|
|
(184.7
|
)
|
|
9.8
|
|
|
93.5
|
|
|||
Loss on derivatives reclassified to interest expense
|
|
0.5
|
|
|
0.2
|
|
|
0.3
|
|
|||
Change in unrealized gains on foreign currency translation
|
|
(24.1
|
)
|
|
(11.5
|
)
|
|
10.8
|
|
|||
Other comprehensive income
|
|
(208.3
|
)
|
|
(1.5
|
)
|
|
104.6
|
|
|||
Comprehensive income
|
|
$
|
121.5
|
|
|
$
|
279.1
|
|
|
$
|
(5.4
|
)
|
|
|
Twelve Months Ended December 31, 2013
|
|
Twelve Months Ended December 31, 2012
|
|
Twelve Months Ended December 31, 2011
|
||||||
|
|
($ in millions)
|
||||||||||
Cash Flows Provided By Operating Activities:
|
|
|
|
|
|
|
||||||
Net income (excluding equity in net earnings of subsidiaries)
|
|
$
|
288.8
|
|
|
$
|
119.8
|
|
|
$
|
201.4
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|||
Share-based compensation expenses
|
|
21.4
|
|
|
17.8
|
|
|
4.0
|
|
|||
Realized and unrealized losses/(gains)
|
|
6.3
|
|
|
(3.2
|
)
|
|
(3.1
|
)
|
|||
Loss on derivative reclassified to interest expense
|
|
0.5
|
|
|
0.2
|
|
|
0.3
|
|
|||
Change in other assets
|
|
(2.8
|
)
|
|
1.1
|
|
|
0.9
|
|
|||
Change in accrued expenses and other payables
|
|
(5.5
|
)
|
|
4.0
|
|
|
(4.4
|
)
|
|||
Change in intercompany activities
|
|
104.3
|
|
|
(58.5
|
)
|
|
11.8
|
|
|||
Net cash generated by operating activities
|
|
413.0
|
|
|
81.2
|
|
|
210.9
|
|
|||
Cash Flows Used in Investing Activities:
|
|
|
|
|
|
|
|
|
|
|||
Investment in subsidiaries
|
|
(605.4
|
)
|
|
—
|
|
|
—
|
|
|||
Investment in long-term debt issued by subsidiary
|
|
(15.0
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash (used in) investing activities
|
|
(620.4
|
)
|
|
—
|
|
|
—
|
|
|||
Cash Flows Used in Financing Activities:
|
|
|
|
|
|
|
|
|
|
|||
Proceeds from issuance of ordinary shares, net of issuance costs
|
|
21.2
|
|
|
22.1
|
|
|
0.8
|
|
|||
Proceeds from issuance of preference shares, net of issuance costs
|
|
270.6
|
|
|
154.5
|
|
|
—
|
|
|||
PIERS redeemed and cancelled
|
|
(230.0
|
)
|
|
—
|
|
|
—
|
|
|||
Ordinary share repurchase
|
|
(309.6
|
)
|
|
(62.7
|
)
|
|
(8.1
|
)
|
|||
Make-whole payment
|
|
(9.3
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from long term debt
|
|
299.7
|
|
|
—
|
|
|
—
|
|
|||
Debt redemption
|
|
(250.0
|
)
|
|
—
|
|
|
—
|
|
|||
Ordinary and preference share dividends paid
|
|
(83.3
|
)
|
|
(78.1
|
)
|
|
(65.3
|
)
|
|||
Proceeds from maturity of Eurobond
|
|
400.0
|
|
|
50.0
|
|
|
—
|
|
|||
Eurobond purchased from subsidiary
|
|
—
|
|
|
(100.0
|
)
|
|
(367.0
|
)
|
|||
Net cash (used in)/generated by financing activities
|
|
109.3
|
|
|
(14.2
|
)
|
|
(439.6
|
)
|
|||
Increase in cash and cash equivalents
|
|
(98.1
|
)
|
|
67.0
|
|
|
(228.7
|
)
|
|||
Cash and cash equivalents — beginning of period
|
|
192.3
|
|
|
125.3
|
|
|
354.0
|
|
|||
Cash and cash equivalents — end of period
|
|
$
|
94.2
|
|
|
$
|
192.3
|
|
|
$
|
125.3
|
|
Year Ended December 31, 2013
|
|
Deferred
Policy
Acquisition
Costs
|
|
Net
Reserves
for Losses
and LAE
|
|
Net
Reserves
for
Unearned
Premiums
|
|
Net
Premiums
Earned
|
|
Net
Investment
Income
|
|
Losses and
LAE
Expenses
|
|
Policy
Acquisition
Expenses
|
|
Net
Premium
Written
|
|
General
and
Administrative
Expenses
|
||||||||||||||||||
Reinsurance
|
|
$
|
131.9
|
|
|
$
|
2,646.8
|
|
|
$
|
529.9
|
|
|
$
|
1,073.0
|
|
|
|
|
|
$
|
481.7
|
|
|
$
|
207.2
|
|
|
$
|
1,082.0
|
|
|
$
|
131.0
|
|
|
Insurance
|
|
130.3
|
|
|
1,699.4
|
|
|
598.8
|
|
|
1,098.8
|
|
|
|
|
|
742.0
|
|
|
214.8
|
|
|
1,217.7
|
|
|
185.9
|
|
|||||||||
Total
|
|
$
|
262.2
|
|
|
$
|
4,346.2
|
|
|
$
|
1,128.7
|
|
|
$
|
2,171.8
|
|
|
$
|
186.4
|
|
|
$
|
1,223.7
|
|
|
$
|
422.0
|
|
|
$
|
2,299.7
|
|
|
$
|
316.9
|
|
Year to date December 31, 2012
|
|
Deferred
Policy
Acquisition
Costs
|
|
Net
Reserves
for Losses
and LAE
|
|
Net
Reserves
for
Unearned
Premiums
|
|
Net
Premiums Earned |
|
Net
Investment
Income
|
|
Losses and
LAE
Expenses
|
|
Policy
Acquisition
Expenses
|
|
Net
Premium
Written
|
|
General
and
Administrative
Expenses
|
||||||||||||||||||
Reinsurance
|
|
$
|
109.4
|
|
|
$
|
2,811.3
|
|
|
$
|
469.1
|
|
|
$
|
1,132.4
|
|
|
|
|
|
$
|
635.3
|
|
|
$
|
207.8
|
|
|
$
|
1,156.9
|
|
|
$
|
123.9
|
|
|
Insurance
|
|
113.6
|
|
|
1,469.4
|
|
|
529.1
|
|
|
951.1
|
|
|
|
|
|
603.2
|
|
|
173.4
|
|
|
1,090.0
|
|
|
168.2
|
|
|||||||||
Total
|
|
$
|
223.0
|
|
|
$
|
4,280.7
|
|
|
$
|
998.2
|
|
|
$
|
2,083.5
|
|
|
$
|
204.9
|
|
|
$
|
1,238.5
|
|
|
$
|
381.2
|
|
|
$
|
2,246.9
|
|
|
$
|
292.1
|
|
Year to date December 31, 2011
|
|
Deferred
Policy
Acquisition
Costs
|
|
Net
Reserves
for Losses
and LAE
|
|
Net
Reserves
for
Unearned
Premiums
|
|
Net
Premiums
Earned
|
|
Net
Investment
Income
|
|
Losses and
LAE
Expenses
|
|
Policy
Acquisition
Expenses
|
|
Net
Premium
Written
|
|
General
and
Administrative
Expenses
|
||||||||||||||||||
Reinsurance
|
|
$
|
80.4
|
|
|
$
|
2,770.0
|
|
|
$
|
393.3
|
|
|
$
|
1,108.3
|
|
|
|
|
|
$
|
1,083.3
|
|
|
$
|
197.7
|
|
|
$
|
1,098.1
|
|
|
$
|
111.8
|
|
|
Insurance
|
|
104.1
|
|
|
1,328.6
|
|
|
435.0
|
|
|
780.2
|
|
|
|
|
|
472.7
|
|
|
149.3
|
|
|
831.0
|
|
|
128.0
|
|
|||||||||
Total
|
|
$
|
184.5
|
|
|
$
|
4,098.6
|
|
|
$
|
828.3
|
|
|
$
|
1,888.5
|
|
|
$
|
225.6
|
|
|
$
|
1,556.0
|
|
|
$
|
347.0
|
|
|
$
|
1,929.1
|
|
|
$
|
239.8
|
|
|
|
Direct
|
|
Assumed
|
|
Ceded
|
|
Net Amount
|
||||||||
|
|
($ in millions)
|
||||||||||||||
2013
|
|
$
|
1,512.8
|
|
|
$
|
1,133.9
|
|
|
$
|
(347.0
|
)
|
|
$
|
2,299.7
|
|
2012
|
|
$
|
1,355.4
|
|
|
$
|
1,227.9
|
|
|
$
|
(336.4
|
)
|
|
$
|
2,246.9
|
|
2011
|
|
$
|
1,020.3
|
|
|
$
|
1,187.5
|
|
|
$
|
(278.7
|
)
|
|
$
|
1,929.1
|
|
|
|
Gross Amount
|
|
Ceded to Other
Companies
|
|
Assumed From
Other
Companies
|
|
Net Amount
|
|
Percentage of
Amount
Assumed
to Net
|
|||||||||
|
|
($ in millions. except for percentages)
|
|||||||||||||||||
2013
|
|
$
|
1,366.8
|
|
|
$
|
(321.6
|
)
|
|
$
|
1,126.6
|
|
|
$
|
2,171.8
|
|
|
51.9
|
%
|
2012
|
|
$
|
1,177.0
|
|
|
$
|
(301.5
|
)
|
|
$
|
1,208.0
|
|
|
$
|
2,083.5
|
|
|
58.0
|
%
|
2011
|
|
$
|
950.5
|
|
|
$
|
(252.6
|
)
|
|
$
|
1,190.6
|
|
|
$
|
1,888.5
|
|
|
63.0
|
%
|
|
|
Balance at
Beginning of
Year
|
|
Charged to
Costs and
Expenses
|
|
Charged to
Other
Accounts
|
|
Deductions
|
|
Balance at
End of Year
|
||||||||||
|
|
($ in millions)
|
||||||||||||||||||
2013
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Premiums receivable from underwriting activities
|
|
$
|
0.1
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.1
|
|
Reinsurance
|
|
$
|
0.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Premiums receivable from underwriting activities
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Reinsurance
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Premiums receivable from underwriting activities
|
|
$
|
1.5
|
|
|
$
|
(1.5
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Reinsurance
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
(a)
|
“
Act
” means the U.S. Securities Exchange Act of 1934, as amended, or any successor thereto.
|
(b)
|
“
Affiliate
” means any entity directly or indirectly controlling, controlled by, or under common control with, the Company or any other entity designated by the Board in which the Company or an Affiliate has an interest.
|
(c)
|
“
Award
” means an Option, Share Appreciation Right, Restricted Share, or Other Share-Based or Cash-Based Award granted pursuant to the Plan.
|
(d)
|
“
Beneficial Owner
” means a “beneficial owner”, as such term is defined in Rule 13d-3 under the Act (or any successor rule thereto) (except that a Person shall be deemed to have “beneficial ownership” of all Shares that such Person has the right to acquire, whether such right is exercisable immediately or only after the passage of time).
|
(e)
|
“
Board
” means the Board of Directors of the Company.
|
(f)
|
“
Change in Control
” means the occurrence of any of the following events:
|
(g)
|
“
Code
” means the U.S. Internal Revenue Code of 1986, as amended, or any successor thereto.
|
(h)
|
“
Committee
” means the Compensation Committee of the Board or the full Board, as determined by the Board. To the extent the Company is no longer a “foreign private issuer”, as such term is defined in Act Rule 3b-4, and has a class of common equity securities required to be registered under Section 12 of the Act, the Committee shall consist of not less than two directors who each fulfill the “nonemployee director” requirements of Rule 16b-3 under the Act, the independence requirements of the principal exchange or quotation system on which the Shares are listed or quoted, and the “outside director” requirements of Section 162(m).
|
(i)
|
“
Company
” means Aspen Insurance Holdings Limited, a Bermuda corporation, and its successors by operation of law.
|
(j)
|
“
Effective Date
” means the later of (i) the date the Board approves the Plan and (ii) the date the Plan is approved by the Company’s shareholders.
|
(k)
|
“
Employment
” means a Participant’s employment with the Company or any of its Affiliates;
provided, however
, that unless otherwise determined by the Committee, a change in a Participant’s status from employee to non-employee (other than a director of the Company or an Affiliate) shall constitute a termination of employment hereunder. Unless otherwise determined by the Committee, in the event that a Participant’s employer ceases to be an Affiliate of the Company (by reason of sale, divestiture, spin-off, or other similar transaction), unless a Participant’s employment is transferred to another entity that would constitute an Affiliate of the Company immediately following such transaction, such Participant shall be deemed to have suffered a termination of
|
(l)
|
“
Fair Market Value
” means, on a given date, (i) if there is a public market for the Shares on such date, the closing price of the Shares as reported on such date on the principal national securities exchange on which such Shares are listed or admitted to trading, or if no sale of Shares shall have been reported on such date, then the immediately preceding date on which sales of the Shares have been so reported shall be used, and (ii) if there is not a public market for the Shares on such date, the Fair Market Value shall be the value established by the Committee in good faith and in a manner consistent with Section 409A of the Code.
|
(m)
|
“
Group
” means a “group”, as such term is used for purposes of Section 13(d)(3) or 14(d)(2) of the Act (or any successor section thereto).
|
(n)
|
“
ISO
” means an Option that is granted pursuant to
Section 6
that is intended to be an “incentive stock option” within the meaning of Section 422 of the Code.
|
(o)
|
“
NSO
” means an Option that is granted pursuant to
Section 6
that is not intended to be an ISO.
|
(p)
|
“
Option
” means a share option granted pursuant to
Section 6
.
|
(q)
|
“
Option Price
” means the purchase price per Share of an Option, as determined pursuant to
Section 6(a)
.
|
(r)
|
“
Other Share-Based or Cash-Based Awards
” means awards granted pursuant to
Section 9
.
|
(s)
|
“
Participant
” means an employee of the Company or any of its Affiliates who is selected by the Committee to participate in the Plan.
|
(t)
|
“
Performance-Based Awards
” means certain Other Share-Based or Cash-Based Awards granted pursuant to
Section 9(b)
.
|
(u)
|
“
Person
” means a “person”, as such term is used for purposes of Section 13(d) or 14(d) of the Act (or any successor section thereto).
|
(v)
|
“
Plan
” means the Aspen Insurance Holdings Limited 2013 Share Incentive Plan.
|
(w)
|
“
Prior Plan
” means the Aspen Insurance Holdings Limited 2003 Share Incentive Plan, and all amendments thereto.
|
(x)
|
“
Restricted Shares
” means any Share granted pursuant to
Section 8
.
|
(y)
|
“
Section 162(m)
” means Section 162(m) of the Code, including any amendments or successor provisions to that section, and any regulations and other administrative guidance thereunder, in each case as they may be from time to time amended or interpreted through further administrative guidance.
|
(z)
|
“
Shares
” means ordinary shares, par value U.S. 0.15144558 cent per share, in the capital of the Company.
|
(aa)
|
“
Share Appreciation Right
” means a share appreciation right granted pursuant to
Section 7
.
|
(bb)
|
“
Subsidiary
” means a subsidiary corporation, as defined in Section 424(f) of the Code (or any successor section thereto), of the Company.
|
(a)
|
The Plan shall be administered by the Committee. The Committee may, as permitted by applicable laws, delegate to any subcommittees or individuals as determined by and pursuant to such conditions and limitations as the Committee may deem appropriate in its sole discretion any of its authorities and responsibilities (including the power and authority to make awards to individuals who are not “insiders” subject to Section 16(b) of the Act or who are not expected to be “covered employees” within the meaning of Section 162(m)).
|
(b)
|
The Committee shall have the full power and authority to make, and establish the terms and conditions of any Award to any person eligible to be a Participant, consistent with the provisions of the Plan and to waive any such terms and conditions at any time (including, without limitation, accelerating or waiving any vesting conditions). Subject to
Section 5(b)
, Awards may, in the discretion of the Committee, be made under the Plan in assumption of, or in substitution for, outstanding awards previously granted by a company acquired by the Company or with which the Company combines. The number of Shares underlying such substitute awards shall not be counted against the aggregate number of Shares available for Awards under the Plan.
|
(c)
|
The Committee is authorized to interpret the Plan, to establish, amend and rescind any rules and regulations relating to the Plan, and to make any other determinations that it deems necessary or desirable for the administration of the Plan, and may delegate such authority, as it deems appropriate. The Committee may correct any defect or supply any omission or reconcile any inconsistency in the Plan in the manner and to the extent the Committee deems necessary or desirable. Any decision of the Committee in the interpretation and administration of the Plan, as described herein, shall lie within its sole and absolute discretion and shall be final, conclusive and binding on all parties concerned (including, but not limited to, Participants and their beneficiaries or successors).
|
(d)
|
As a condition to the delivery of any Shares, cash or other securities or property pursuant to any Award or the lifting or lapse of restrictions on any Award, or in connection with any other event that gives rise to a federal or other governmental tax withholding obligation on the part of the Company relating to an Award, the Committee shall require payment of any amount it may determine to be necessary to withhold for federal, state, local or other taxes as a result of the exercise, grant or vesting of an Award. Unless the Committee specifies otherwise, (i) the Company may deduct or withhold (or cause to be deducted or withheld) from any payment or distribution to a Participant whether or not pursuant to the Plan (including Shares otherwise deliverable), (ii) the Committee will
|
(e)
|
Each Award granted under the Plan will be evidenced by an Award agreement (which may include an electronic writing to the extent permitted by applicable law) that will contain such provisions and conditions as the Committee deems appropriate. No Award or purported Award shall be a valid and binding obligation of the Company unless evidenced by a fully executed Award agreement, which execution may be evidenced by electronic means. By accepting an Award pursuant to the Plan, a Participant thereby agrees that the Award will be subject to all of the terms and provisions of the Plan and the applicable Award agreement.
|
(f)
|
Awards will, to the extent reasonably practicable, be aggregated in order to eliminate any fractional Shares. Fractional Shares may, in the discretion of the Committee, be forfeited or be settled in cash or otherwise as the Committee may determine.
|
(a)
|
No Award may be granted under the Plan after the tenth anniversary of the Effective Date, but Awards theretofore granted may extend beyond that date;
provided, however
, that no Awards (other than an Option or Share Appreciation Right) that are intended to qualify for the “performance-based compensation” exception under Section 162(m) (including any Performance-Based Awards) shall be granted on or after the first shareholder meeting that occurs in the fifth year following the year in which Company’s shareholders previously approved the performance criteria set forth in
Section 9(b)(2)
unless the performance criteria are reapproved (or other designated performance criteria are approved) by the Company’s shareholders on or before such shareholder meeting.
|
(b)
|
Except as otherwise permitted by
Section 10(a)
, the Company may not, without obtaining shareholder approval: (i) amend the terms of outstanding Options or Share Appreciation Rights to reduce the Option Price or exercise price of such outstanding Options or Share Appreciation Rights; (ii) cancel outstanding Options or Share Appreciation Rights in exchange for Options or Share Appreciation Rights with an Option Price or exercise price that is less than the Option Price or exercise price of the original Options or Share Appreciation Rights; or (iii) cancel outstanding Options or Share Appreciation Rights with an Option Price or exercise price above the current share price in exchange for cash or other securities.
|
(c)
|
Notwithstanding any provision of the Plan other than
Section 10
, the number of Shares under the Plan that may be issued in connection with grants of ISOs shall not exceed 2,845,683 Shares.
|
(d)
|
Notwithstanding any other provision of the Plan to the contrary, Restricted Shares and Other Share-Based or Cash-Based Awards (i) that vest on the basis of the Participant’s continued Employment shall be subject to a minimum vesting schedule over a period of at least three years following the date of grant of the Award and (ii) that vest on the basis of the attainment of performance goals shall provide for a minimum period that ends no earlier than the first anniversary of the commencement of the period over which performance is evaluated;
provided, however
, that the foregoing limitations shall not preclude the acceleration of vesting of any such Award upon the death, disability or retirement of the Participant or upon or following a Change in Control and shall not apply to Awards that are granted in lieu of cash compensation or pursuant to
Section 4(b)
. Notwithstanding the foregoing, Restricted Shares and Other Share-Based or Cash-Based Awards with respect to 10% of the maximum aggregate number of Shares available for the purpose of Awards under the Plan pursuant to
Section 3
may be granted under the Plan to any one or more Participants without respect to such minimum vesting provisions.
|
(e)
|
Notwithstanding anything to the contrary herein, during any time that the Company is subject to Section 162(m), (i) the maximum number of Shares with respect to which Options, Share Appreciation Rights, Restricted Shares, and Other Share-Based or Cash-Based Awards, in each case and to the extent the Award is intended to qualify for the “performance-based compensation” exception under Section 162(m) that may be granted to any Participant during any 12-month period shall not exceed 500,000 Shares (as adjusted pursuant to the provisions of
Section 10(a)
) and (ii) the maximum value of the aggregate payment that any Participant may receive with respect to an Award that is denominated in dollars and that is intended to qualify for the “performance-based compensation” exception under Section 162(m) shall not exceed U.S. $10 million for each 12-month period contained in the performance period for such Award.
|
(a)
|
Option Price
. The Option Price per Share shall be determined by the Committee, but shall not be less than 100% of the Fair Market Value of the Shares on the date an Option is granted.
|
(b)
|
Exercisability
. Options granted under the Plan shall be exercisable at such time and upon such terms and conditions as may be determined by the Committee, but in no event shall an Option be exercisable more than ten years after the date it is granted, except as may be provided pursuant to
Section 15
.
|
(c)
|
Exercise of Options
. Except as otherwise provided in the Plan or in an Award agreement, an Option may be exercised for all, or from time to time any part, of the Shares for which it is then exercisable. For purposes of this
Section 6
, the exercise date of an Option shall be the date a notice of exercise is received by the Company, together with payment (or to the extent permitted by applicable law, provision for payment) of the full purchase price in accordance with
Section 6(c)
. The Option Price for the Shares as to which an Option is exercised shall be paid to the Company, as designated by the Committee, pursuant to one or more of the following methods: (i) in cash or its equivalent (
e.g.
, by check); (ii) in Shares having a Fair Market Value as of the exercise date equal to the aggregate Option Price for the Shares being purchased and satisfying such other requirements as may be imposed by the Committee; (iii) partly in cash and partly in such Shares; or (iv) if there is a public market for the Shares at such time, through the delivery of irrevocable instructions to a broker to sell Shares obtained upon the exercise of the Option and to deliver promptly to the Company an amount out of the proceeds of such sale equal to the aggregate Option Price for the Shares being purchased.
|
(d)
|
ISOs
. The Committee may grant Options under the Plan that are intended to be ISOs to employees of the Company and its Subsidiaries. Such ISOs shall comply with the requirements of Section 422 of the Code (or any successor section thereto), including without limitation that the Option Price shall not be less than 100% of the Fair Market Value of the Shares on the date the ISO is granted. No ISO may be granted to any Participant who at the time of such grant, owns more than 10% of the total combined voting power of all classes of shares of the Company or of any Subsidiary, unless (i) the Option Price for such ISO is at least 110% of the Fair Market Value of a Share on the date the ISO is granted and (ii) the date on which such ISO terminates is a date not later than the day preceding the fifth anniversary of the date on which the ISO is granted. To the extent that the aggregate Fair Market Value (determined as of the date the ISO is granted) of the Shares for which ISOs are exercisable for the first time by any Participant during any calendar year (under all plans of the Company and its Subsidiaries) exceeds US $100,000, such excess ISOs shall be treated as NSOs. In addition, if a Participant does not remain employed by the Company or any Subsidiary at all times from the date the ISO is granted until three months prior to the date of exercise thereof (or such other
|
(e)
|
Attestation
. Wherever in the Plan or any agreement evidencing an Award a Participant is permitted to pay the exercise price of an Option or taxes relating to the exercise of an Option by delivering Shares, the Participant may, subject to procedures satisfactory to the Committee, satisfy such delivery requirement by presenting proof of beneficial ownership of such Shares, in which case the Company shall treat the Option Price as satisfied without further payment and/or shall withhold such number of Shares from the Shares acquired by the exercise of the Option, as appropriate.
|
(a)
|
Grants
. Share Appreciation Rights shall be subject to the following terms and conditions and to such other terms and conditions, not inconsistent therewith, as the Committee shall determine.
|
(b)
|
Terms
. The exercise price per Share of a Share Appreciation Right shall be an amount determined by the Committee but in no event shall such amount be less than the Fair Market Value of a Share on the date the Share Appreciation Right is granted, except that, notwithstanding the foregoing, in the case of a Share Appreciation Right granted in conjunction with an Option, or a portion thereof, the exercise price may not be less than the Option Price of the related Option. Each Share Appreciation Right granted independent of an Option shall entitle a Participant upon exercise to an amount equal to (i) the excess of (A) the Fair Market Value on the exercise date of one Share over (B) the exercise price per Share, times (ii) the number of Shares covered by the Share Appreciation Right, or portion thereof, which is exercised. Each Share Appreciation Right granted in conjunction with an Option, or a portion thereof, shall entitle a Participant to surrender to the Company the unexercised Option, or any portion thereof, and to receive from the Company in exchange therefor an amount equal to (i) the excess of (A) the Fair Market Value on the exercise date of one Share over (B) the Option Price per Share, times (ii) the number of Shares covered by the Option, or portion thereof, which is surrendered. Payment shall be made in Shares or in cash, or partly in Shares and partly in cash (any such Shares valued at such Fair Market Value), all as shall be determined by the Committee. Share Appreciation Rights may be exercised from time to time upon actual receipt by the Company of written notice of exercise stating the number of Shares with respect to which the Share Appreciation Right is being exercised. The date a notice of exercise is received by the Company shall be the exercise date.
|
(c)
|
Limitations
. The Committee may impose, in its discretion, such conditions upon the exercisability or transferability of Share Appreciation Rights as it may deem fit.
|
(a)
|
Grant
. Subject to the provisions of the Plan, the Committee shall determine the number of Restricted Shares to be granted to each Participant, the duration of the period during which, and the conditions, if any, under which, the Restricted Shares may be forfeited to the Company, and the other terms and conditions of such Awards.
|
(b)
|
Transfer Restrictions
. Restricted Shares may not be sold, assigned, transferred, pledged or otherwise encumbered, except as provided in the Plan or the applicable Award agreement. Certificates issued in respect of Restricted Shares shall be registered in the name of the Participant and deposited by such Participant, together with a stock power endorsed in blank, with the Company. After the lapse of the restrictions applicable to such Restricted Shares, the Company shall deliver such certificates to the Participant or the Participant’s legal representative.
|
(c)
|
Voting Rights
. Unless otherwise determined by the Committee and set forth in the applicable Award agreement, to the extent permitted or required by applicable law, Participants holding Restricted Shares granted hereunder may exercise full voting rights with respect to those Shares during the period in which the Restricted Shares are subject to forfeiture to the Company.
|
(d)
|
Dividends
. Dividends paid on any Restricted Shares may be paid directly to the Participant, withheld by the Company subject to vesting of the Restricted Shares pursuant to the terms of the applicable Award agreement, or may be reinvested in additional Restricted Shares, as determined by the Committee in its sole discretion.
|
(e)
|
Performance-Based Grants
. Notwithstanding anything to the contrary herein, Restricted Shares granted under this
Section 8
may, at the discretion of the Committee, be granted in a manner intended to qualify the Award for the “performance-based compensation” exception under Section 162(m). In such event, the Committee shall follow procedures substantially equivalent to those set forth in
Section 9(b)
.
|
(a)
|
Generally
. The Committee, in its sole discretion, may grant other types of equity-based or cash-based Awards (including the grant or offer for sale of unrestricted Shares and Awards that are valued in whole or in part by reference to, or are otherwise based on, the Fair Market Value of Shares). Such Other Share-Based or Cash-Based Awards shall be in such form, and dependent on such conditions, as the Committee shall determine, including, without limitation, the right to receive, or vest with respect to, one or more Shares (or the equivalent cash value of such Shares) upon the completion of a specified period of service, the occurrence of an event and/or the attainment of performance criteria. Other Share-Based or Cash-Based Awards may be granted alone or in addition to any other Awards granted under the Plan. Subject to the provisions of the Plan, the Committee shall determine the number of Shares to be awarded under (or otherwise related to) such Other Share-Based or Cash-Based Awards; whether such Other Share-Based or Cash-Based Awards shall be settled in cash, Shares or a combination of cash and Shares; and all other terms and conditions of such Awards (including, without limitation, the vesting provisions thereof and provisions ensuring that all Shares so awarded and issued shall be fully paid and non-assessable).
|
(b)
|
Performance-Based Awards
. Notwithstanding anything to the contrary herein, Other Share-Based or Cash-Based Awards may, at the discretion of the Committee, be granted in a manner which is intended to qualify the Award for the “performance-based compensation” exception under Section 162(m). In such event, the Committee shall follow the following procedures:
|
(1)
|
Establishment of the Performance Period, Performance Goals and Formula
. A Participant’s Performance-Based Award shall be determined based on the attainment of written objective performance goals approved by the Committee for a performance period established by the Committee (i) while the outcome for that performance period is substantially uncertain and (ii) no more than 90 days after the commencement of the performance period to which the performance goal relates or, if less, the number of days which is equal to 25% of the relevant performance period. At the same time as the performance goals are established, the Committee will prescribe a formula to determine the amount of the Performance-Based Award that may be payable based upon the level of attainment of the performance goals during the performance period.
|
(2)
|
Performance Criteria
. The performance goals shall be based on one or more of the following performance criteria (either separately or in combination) with regard to the Company (or a subsidiary, division, other operational unit or administrative department of the Company): (i) the attainment of certain levels of, or a specified increase in, enterprise value or value creation targets; (ii) the attainment of certain levels of, or a percentage increase in revenue; (iii) the attainment of certain levels of, or a percentage increase in after-tax or pre-tax profits (including net operating profit after taxes); operating income, or net income, including without limitation that attributable to continuing and/or other operations; (iv) the attainment of certain levels of, or a specified increase in, operational cash flow or earnings before income tax or other exclusions (including free cash flow, cash flow per share or earnings before interest, taxes, depreciation and amortization); (v) the attainment of a certain level of reduction of, or other specified objectives with regard to limiting the level of increase in, all or a portion of the Company’s bank debt or other long-term or short-term public or private debt or other similar financial obligations of the Company, which may be calculated net of cash balances and/or other offsets and adjustments as may be established by the Committee; (vi) the attainment of certain levels of, or a specified percentage increase in, earnings per share, earnings per diluted share, earnings per share from continuing operations or book value per Share; (vii) the attainment of certain levels of, or a specified percentage decrease in, combined ratios; (viii) the attainment of certain levels of, or a specified increase in, return on capital employed (including, without limitation, return on invested capital or return on committed capital) or return on assets; (ix) the attainment of certain levels of, or a percentage increase in, return on shareholder equity (including on an operating or net income basis); (x) the attainment of certain levels of, or a percentage increase in, market share; (xi) the attainment of certain levels of, or a percentage increase in, the fair market value of the Shares; (xii) the growth in the value of an investment in Shares assuming the reinvestment of dividends; or (xiii) the attainment of certain levels of, or a specified increase in, economic value added targets based on a cash flow return on investment formula. The aforementioned performance criteria may be combined with cost of capital, assets, invested capital and shareholder equity to form an appropriate measure of performance.
|
|
Except as otherwise expressly provided, all financial terms are used as defined under U.S. Generally Accepted Accounting Principles (“GAAP”) and all determinations shall be made in accordance with GAAP, as applied by the Company in the preparation of its periodic reports to shareholders.
|
|
In addition, the performance goals may be based upon the attainment of specified levels of the Company (or subsidiary, division, other operational unit or administrative department of the Company) performance under one or more of the measures described above relative to the performance of other corporations or the historic performance of the Company. To the extent permitted under Section 162(m) (including, without limitation, compliance with any requirements for shareholder approval), the Committee may: (i) designate additional performance criteria on which the performance goals may be based or (ii) provide for objectively determinable adjustments, modifications or amendments, as determined in accordance with GAAP, to any of the performance criteria described above for one or more of the items of gain, loss, profit or expense: (A) determined to be extraordinary or unusual in nature or infrequent in occurrence, (B) related to the disposal of a segment of a business, (C) related to a change in accounting principle under GAAP, (D) related to discontinued operations that do not qualify as a segment of business under GAAP, and (E) attributable to the business operations of any entity acquired by the Company during the fiscal year.
|
(3)
|
Certification of Performance Goals
. Following the completion of each performance period, the Committee shall have the sole discretion to determine whether the applicable performance goals have been met with respect to a given Participant and, if they have, shall so certify and
|
(a)
|
Generally
. In the event of any change in the outstanding Shares after the Effective Date by reason of any Share dividend or split, reorganization, recapitalization, merger, consolidation, spin-off, combination, reclassification or exchange of Shares or other corporate exchange, or any distribution to shareholders of Shares, other than regular cash dividends, or any change in the corporate structure similar to the foregoing, the Committee shall make such substitutions or adjustments as it deems to be equitable, in its sole discretion, and necessary to preserve the benefits or potential benefits intended to be made available under the Plan as to (i) the number or kind of Shares or other securities issued or reserved for issuance pursuant to the Plan or pursuant to outstanding Awards, (ii) the maximum number of Shares for which Awards may be granted pursuant to
Section 5
, (iii) the Option Price or exercise price of any Share Appreciation Right, and/or (iv) any other affected terms of such Awards; provided that no such adjustment shall be made if or to the extent that it would cause an outstanding Award to cease to be exempt from, or to fail to comply with, Section 409A of the Code.
|
(b)
|
Change in Control
.
|
(a)
|
No Participant (or other person having rights pursuant to an Award) will have any of the rights of a shareholder of the Company with respect to Shares subject to an Award until the delivery of such Shares. Except as otherwise provided in
Section 10(a)
, no adjustments will be made for dividends, distributions or other rights (whether ordinary or extraordinary, and whether in cash, Shares, other securities or other property) for which the record date is before the date the Shares are delivered.
|
(b)
|
Clawback/Recoupment Policy
. Notwithstanding anything contained herein to the contrary, all Awards granted under the Plan shall be and remain subject to any incentive compensation clawback or recoupment policy currently in effect or as may be adopted by the Board and, in each case, as may be amended from time to time. No such policy adoption or amendment shall in any event require the prior consent of any Participant.
|
(c)
|
Data Privacy
. As a condition of receipt of any Award, each Participant explicitly and unambiguously consents to the collection, use, and transfer, in electronic or other form, of personal data as described in this section by and among, as applicable, the Company and its Affiliates for the exclusive purpose of implementing, administering, and managing the Plan and Awards and the Participant’s participation in the Plan. In furtherance of such implementation, administration, and management, the Company and its Affiliates may hold certain personal information about a Participant, including, but not limited to, the Participant’s name, home address, telephone number, date of birth, social security or insurance number or other identification number, salary, nationality, job title(s), information regarding any securities of the Company or any of its Affiliates, and details of all Awards (the “
Data
”). In addition to transferring the Data amongst themselves as necessary for the purpose of implementation, administration, and management of the Plan and Awards and the Participant’s participation in the Plan, the Company and its Affiliates may each transfer the Data to
|
(d)
|
Participants Outside of the United States
. The Committee may modify the terms of any Award under the Plan made to or held by a Participant who is then a resident, or is primarily employed or providing services, outside of the United States in any manner deemed by the Committee to be necessary or appropriate in order that such Award shall conform to laws, regulations, and customs of the country in which the Participant is then a resident or primarily employed or providing services, or so that the value and other benefits of the Award to the Participant, as affected by non–United States tax laws and other restrictions applicable as a result of the Participant’s residence, employment, or providing services abroad, shall be comparable to the value of such Award to a Participant who is a resident, or is primarily employed or providing services, in the United States. An Award may be modified under this
Section 20(d)
in a manner that is inconsistent with the express terms of the Plan, so long as such modifications will not contravene any applicable law or regulation or result in actual liability under Section 16(b) of the Exchange Act for the Participant whose Award is modified. Additionally, the Committee may adopt such procedures and sub-plans as are necessary or appropriate to permit individuals eligible to participate in the Plan who are non–United States nationals or are primarily employed or providing services outside the United States to participate in the Plan.
|
(e)
|
No Liability of Committee Members
. Neither any member of the Committee nor any of the Committee’s permitted delegates shall be liable personally by reason of any contract or other instrument executed by such member or on his behalf in his capacity as a member of the Committee or for any mistake of judgment made in good faith, and the Company shall indemnify and hold harmless each member of the Committee and each other employee, officer, or director of the Company to whom any duty or power relating to the administration or interpretation of the Plan may be allocated or delegated, against all costs and expenses (including counsel fees) and liabilities (including sums paid in settlement of a claim) arising out of any act or omission to act in connection with the Plan, unless arising out of such person’s own fraud or willful misconduct;
provided, however
, that approval of the Board shall be required for the payment of any amount in settlement of a claim against any such person. The foregoing right of indemnification shall not be exclusive of any other rights of indemnification to which such persons may be entitled under the Company’s certificate or articles of incorporation or bylaws, each as may be amended from time to time, as a matter of law, or otherwise, or any power that the Company may have to indemnify them or hold them harmless.
|
NAME OF SUBSIDIARY
|
JURISDICTION OF INCORPORATION
|
Acorn Limited
|
Bermuda
|
Aspen Bermuda Limited
|
Bermuda
|
Aspen Capital Management, Ltd
|
Bermuda
|
Aspen Cat Fund Limited
|
Bermuda
|
Peregrine Reinsurance Ltd
|
Bermuda
|
Silverton Re Ltd.
|
Bermuda
|
Aspen Insurance UK Limited
|
United Kingdom
|
Aspen (UK) Holdings Limited
|
United Kingdom
|
Aspen (US) Holdings Limited
|
United Kingdom
|
Aspen Insurance UK Services Limited
|
United Kingdom
|
AIUK Trustees Limited
|
United Kingdom
|
Aspen Risk Management Limited
|
United Kingdom
|
Aspen Managing Agency Limited
|
United Kingdom
|
Aspen Underwriting Limited
|
United Kingdom
|
APJ Continuation Limited
|
United Kingdom
|
Aspen U.K. Syndicate Services Limited
|
United Kingdom
|
Aspen Recoveries Limited
|
United Kingdom
|
APJ Asset Protection Jersey Limited
|
Jersey
|
Aspen U.S. Holdings Inc.
|
Delaware
|
Aspen American Insurance Company
|
Texas
|
Aspen Specialty Insurance Company
|
North Dakota
|
Aspen Specialty Insurance Management, Inc.
|
Massachusetts
|
Aspen Capital Advisors Inc.
|
Delaware
|
Aspen Insurance U.S. Services Inc.
|
Delaware
|
Aspen Re America, Inc.
|
Delaware
|
Aspen Specialty Insurance Solutions, LLC
|
California
|
Aspen Re America CA, LLC
|
California
|
Aspen Re America Risk Solutions LLC
|
Connecticut
|
1.
|
I have reviewed this annual report on Form 10-K of Aspen Insurance Holdings Limited;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
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d)
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disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
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a)
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all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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By:
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/s/ Christopher O’Kane
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||
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Name:
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Christopher O’Kane
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Date: February 20, 2014
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Title:
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Chief Executive Officer
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1.
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I have reviewed this annual report on Form 10-K of Aspen Insurance Holdings Limited;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
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d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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|
|
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By:
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/s/ John Worth
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||
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Name:
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John Worth
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Date:February 20, 2014
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|
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Title:
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Chief Financial Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: February 20, 2014
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||||
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|
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|||
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By:
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/s/ Christopher O’Kane
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||
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Name:
|
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Christopher O’Kane
|
|
|
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Title:
|
|
Chief Executive Officer
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|
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||||
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Date: February 20, 2014
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||||
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|
|
|||
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By:
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/s/ John Worth
|
||
|
|
|
Name:
|
|
John Worth
|
|
|
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Title:
|
|
Chief Financial Officer
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