x
|
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
¨
|
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
Delaware
|
|
001-31978
|
|
39-1126612
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.)
|
Large accelerated filer
|
|
x
|
|
Accelerated filer
|
|
¨
|
|
|
|
|
|||
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
¨
|
|
|
|
|
|
Item
Number
|
|
Page
Number
|
|
|
|
|
|
|
1.
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
2.
|
||
|
|
|
3.
|
||
|
|
|
4.
|
||
|
|
|
|
|
|
|
|
|
1.
|
||
|
|
|
1A.
|
||
|
|
|
2.
|
||
|
|
|
6.
|
||
|
|
|
|
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||
|
(in thousands except number of shares and per
share amounts)
|
||||||
Assets
|
|
|
|
||||
Investments:
|
|
|
|
||||
Fixed maturity securities available for sale, at fair value (amortized cost - $8,709,444 in 2016 and
$9,470,795 in 2015) |
$
|
9,744,199
|
|
|
$
|
10,215,328
|
|
Equity securities available for sale, at fair value (cost - $382,168 in 2016 and $450,563 in 2015)
|
434,506
|
|
|
500,057
|
|
||
Commercial mortgage loans on real estate, at amortized cost
|
620,185
|
|
|
1,151,256
|
|
||
Policy loans
|
40,349
|
|
|
43,858
|
|
||
Short-term investments
|
498,281
|
|
|
508,950
|
|
||
Other investments
|
623,977
|
|
|
575,323
|
|
||
Total investments
|
11,961,497
|
|
|
12,994,772
|
|
||
Cash and cash equivalents
|
1,232,674
|
|
|
1,288,305
|
|
||
Premiums and accounts receivable, net
|
1,218,299
|
|
|
1,260,717
|
|
||
Reinsurance recoverables
|
8,727,343
|
|
|
7,470,403
|
|
||
Accrued investment income
|
111,985
|
|
|
129,743
|
|
||
Deferred acquisition costs
|
3,001,603
|
|
|
3,150,934
|
|
||
Property and equipment, at cost less accumulated depreciation
|
327,861
|
|
|
298,414
|
|
||
Tax receivable
|
—
|
|
|
24,176
|
|
||
Goodwill
|
834,173
|
|
|
833,512
|
|
||
Value of business acquired
|
36,628
|
|
|
41,154
|
|
||
Other intangible assets, net
|
250,419
|
|
|
277,163
|
|
||
Other assets
|
387,288
|
|
|
469,005
|
|
||
Assets held in separate accounts
|
1,714,443
|
|
|
1,798,104
|
|
||
Total assets
|
$
|
29,804,213
|
|
|
$
|
30,036,402
|
|
Liabilities
|
|
|
|
||||
Future policy benefits and expenses
|
$
|
9,748,406
|
|
|
$
|
9,466,694
|
|
Unearned premiums
|
6,298,466
|
|
|
6,423,720
|
|
||
Claims and benefits payable
|
3,276,722
|
|
|
3,896,719
|
|
||
Commissions payable
|
357,912
|
|
|
393,260
|
|
||
Reinsurance balances payable
|
132,878
|
|
|
132,728
|
|
||
Funds held under reinsurance
|
105,475
|
|
|
94,417
|
|
||
Deferred gain on disposal of businesses
|
439,268
|
|
|
92,327
|
|
||
Accounts payable and other liabilities
|
1,876,015
|
|
|
2,049,810
|
|
||
Tax payable
|
81,302
|
|
|
—
|
|
||
Debt
|
1,165,255
|
|
|
1,164,656
|
|
||
Liabilities related to separate accounts
|
1,714,443
|
|
|
1,798,104
|
|
||
Total liabilities
|
25,196,142
|
|
|
25,512,435
|
|
||
Commitments and contingencies (Note 16)
|
|
|
|
||||
Stockholders’ equity
|
|
|
|
||||
Common stock, par value $0.01 per share, 800,000,000 shares authorized, 60,612,310 and 65,850,386
shares outstanding at June 30, 2016 and December 31, 2015, respectively |
1,502
|
|
|
1,497
|
|
||
Additional paid-in capital
|
3,150,911
|
|
|
3,148,409
|
|
||
Retained earnings
|
5,181,375
|
|
|
4,856,674
|
|
||
Accumulated other comprehensive income
|
327,254
|
|
|
118,549
|
|
||
Treasury stock, at cost; 89,263,289 and 83,523,031 shares at June 30, 2016 and December 31,
2015, respectively |
(4,052,971
|
)
|
|
(3,601,162
|
)
|
||
Total stockholders’ equity
|
4,608,071
|
|
|
4,523,967
|
|
||
Total liabilities and stockholders’ equity
|
$
|
29,804,213
|
|
|
$
|
30,036,402
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands except number of shares and per share amounts)
|
||||||||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Net earned premiums
|
$
|
1,202,224
|
|
|
$
|
2,138,258
|
|
|
$
|
2,617,462
|
|
|
$
|
4,297,820
|
|
Fees and other income
|
328,305
|
|
|
323,609
|
|
|
685,995
|
|
|
603,171
|
|
||||
Net investment income
|
119,820
|
|
|
167,786
|
|
|
255,527
|
|
|
320,059
|
|
||||
Net realized gains on investments, excluding other-than-temporary impairment losses
|
21,679
|
|
|
11,999
|
|
|
184,045
|
|
|
18,524
|
|
||||
Total other-than-temporary impairment losses
|
(53
|
)
|
|
—
|
|
|
(364
|
)
|
|
(3,208
|
)
|
||||
Portion of net (gain) loss recognized in other comprehensive income, before taxes
|
—
|
|
|
—
|
|
|
(337
|
)
|
|
638
|
|
||||
Net other-than-temporary impairment losses recognized in earnings
|
(53
|
)
|
|
—
|
|
|
(701
|
)
|
|
(2,570
|
)
|
||||
Amortization of deferred gain on disposal of businesses
|
125,818
|
|
|
3,242
|
|
|
173,414
|
|
|
6,500
|
|
||||
Gain on pension plan curtailment
|
—
|
|
|
—
|
|
|
29,578
|
|
|
—
|
|
||||
Total revenues
|
1,797,793
|
|
|
2,644,894
|
|
|
3,945,320
|
|
|
5,243,504
|
|
||||
Benefits, losses and expenses
|
|
|
|
|
|
|
|
||||||||
Policyholder benefits
|
400,814
|
|
|
1,267,714
|
|
|
944,630
|
|
|
2,478,441
|
|
||||
Amortization of deferred acquisition costs and value of business acquired
|
342,640
|
|
|
353,883
|
|
|
676,982
|
|
|
722,886
|
|
||||
Underwriting, general and administrative expenses
|
803,595
|
|
|
969,494
|
|
|
1,720,954
|
|
|
1,891,403
|
|
||||
Interest expense
|
15,232
|
|
|
13,778
|
|
|
29,735
|
|
|
27,556
|
|
||||
Total benefits, losses and expenses
|
1,562,281
|
|
|
2,604,869
|
|
|
3,372,301
|
|
|
5,120,286
|
|
||||
Income before provision for income taxes
|
235,512
|
|
|
40,025
|
|
|
573,019
|
|
|
123,218
|
|
||||
Provision for income taxes
|
66,163
|
|
|
7,236
|
|
|
183,352
|
|
|
40,385
|
|
||||
Net income
|
$
|
169,349
|
|
|
$
|
32,789
|
|
|
$
|
389,667
|
|
|
$
|
82,833
|
|
Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
2.72
|
|
|
$
|
0.48
|
|
|
$
|
6.12
|
|
|
$
|
1.20
|
|
Diluted
|
$
|
2.70
|
|
|
$
|
0.47
|
|
|
$
|
6.06
|
|
|
$
|
1.18
|
|
Dividends per share
|
$
|
0.50
|
|
|
$
|
0.30
|
|
|
$
|
1.00
|
|
|
$
|
0.57
|
|
Share Data
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding used in basic per share calculations
|
62,244,778
|
|
|
68,558,472
|
|
|
63,665,856
|
|
|
69,161,001
|
|
||||
Plus: Dilutive securities
|
478,514
|
|
|
685,927
|
|
|
608,153
|
|
|
785,363
|
|
||||
Weighted average shares used in diluted per share calculations
|
62,723,292
|
|
|
69,244,399
|
|
|
64,274,009
|
|
|
69,946,364
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
Net income
|
$
|
169,349
|
|
|
$
|
32,789
|
|
|
$
|
389,667
|
|
|
$
|
82,833
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Change in unrealized gains on securities, net of taxes of $(62,503), $116,577, $(77,339) and $88,228, respectively
|
115,940
|
|
|
(223,064
|
)
|
|
145,812
|
|
|
(165,605
|
)
|
||||
Change in other-than-temporary impairment gains, net of taxes of $(104), $152, $571 and $632, respectively
|
192
|
|
|
(281
|
)
|
|
(1,059
|
)
|
|
(1,175
|
)
|
||||
Change in foreign currency translation, net of taxes of $(46), $(712), $(1,655) and $1,943, respectively
|
(14,524
|
)
|
|
20,151
|
|
|
(2,664
|
)
|
|
(45,800
|
)
|
||||
Pension plan curtailment and amortization of pension and postretirement unrecognized net periodic benefit cost, net of taxes of $(219), $(1,409), $(35,870) and $(2,818), respectively
|
406
|
|
|
2,616
|
|
|
66,616
|
|
|
5,232
|
|
||||
Total other comprehensive income (loss)
|
102,014
|
|
|
(200,578
|
)
|
|
208,705
|
|
|
(207,348
|
)
|
||||
Total comprehensive income (loss)
|
$
|
271,363
|
|
|
$
|
(167,789
|
)
|
|
$
|
598,372
|
|
|
$
|
(124,515
|
)
|
|
|
|
|
Common
Stock
|
|
Additional
Paid-in
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income
|
|
Treasury
Stock
|
|
Total
|
||||||||||||
|
(in thousands)
|
||||||||||||||||||||||
Balance at December 31, 2015
|
$
|
1,497
|
|
|
$
|
3,148,409
|
|
|
$
|
4,856,674
|
|
|
$
|
118,549
|
|
|
$
|
(3,601,162
|
)
|
|
$
|
4,523,967
|
|
Stock plan exercises
|
5
|
|
|
(19,067
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19,062
|
)
|
||||||
Stock plan compensation
|
—
|
|
|
13,650
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,650
|
|
||||||
Change in tax benefit from
share-based payment
arrangements
|
—
|
|
|
7,919
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,919
|
|
||||||
Dividends
|
—
|
|
|
|
|
|
(64,966
|
)
|
|
—
|
|
|
—
|
|
|
(64,966
|
)
|
||||||
Acquisition of common
stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(451,809
|
)
|
|
(451,809
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
389,667
|
|
|
—
|
|
|
—
|
|
|
389,667
|
|
||||||
Other comprehensive
income
|
—
|
|
|
—
|
|
|
—
|
|
|
208,705
|
|
|
—
|
|
|
208,705
|
|
||||||
Balance, June 30, 2016
|
$
|
1,502
|
|
|
$
|
3,150,911
|
|
|
$
|
5,181,375
|
|
|
$
|
327,254
|
|
|
$
|
(4,052,971
|
)
|
|
$
|
4,608,071
|
|
|
|
|
|
Six Months Ended June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
Net cash used in operating activities
|
$
|
(301,705
|
)
|
|
$
|
168,896
|
|
Investing activities
|
|
|
|
||||
Sales of:
|
|
|
|
||||
Fixed maturity securities available for sale
|
1,270,337
|
|
|
1,219,007
|
|
||
Equity securities available for sale
|
152,472
|
|
|
96,541
|
|
||
Other invested assets
|
15,798
|
|
|
40,831
|
|
||
Property and equipment and other
|
223
|
|
|
3,407
|
|
||
Subsidiary, net of cash transferred (2)
|
857,799
|
|
|
65,002
|
|
||
Commercial mortgage loans on real estate (4)
|
268,833
|
|
|
—
|
|
||
Maturities, calls, prepayments, and scheduled redemption of:
|
|
|
|
||||
Fixed maturity securities available for sale
|
420,050
|
|
|
394,341
|
|
||
Commercial mortgage loans on real estate
|
44,716
|
|
|
123,739
|
|
||
Purchases of:
|
|
|
|
||||
Fixed maturity securities available for sale
|
(2,018,397
|
)
|
|
(1,459,405
|
)
|
||
Equity securities available for sale
|
(134,493
|
)
|
|
(122,710
|
)
|
||
Commercial mortgage loans on real estate
|
(33,900
|
)
|
|
(123,624
|
)
|
||
Other invested assets
|
(38,818
|
)
|
|
(9,344
|
)
|
||
Property and equipment and other
|
(47,721
|
)
|
|
(62,251
|
)
|
||
Subsidiary, net of cash transferred (3)
|
(19,735
|
)
|
|
(11,571
|
)
|
||
Equity interest (1)
|
—
|
|
|
(457
|
)
|
||
Change in short-term investments
|
6,536
|
|
|
(101,146
|
)
|
||
Change in policy loans
|
1,935
|
|
|
2,693
|
|
||
Change in collateral held/pledged under securities agreements
|
—
|
|
|
697
|
|
||
Net cash provided by investing activities
|
745,635
|
|
|
55,750
|
|
||
Financing activities
|
|
|
|
||||
Issuance of debt
|
249,625
|
|
|
—
|
|
||
Repayment of debt
|
(250,000
|
)
|
|
—
|
|
||
Change in tax benefit from share-based payment arrangements
|
7,919
|
|
|
(1,488
|
)
|
||
Acquisition of common stock
|
(445,601
|
)
|
|
(187,752
|
)
|
||
Dividends paid
|
(64,966
|
)
|
|
(40,450
|
)
|
||
Change in obligation under securities agreements
|
—
|
|
|
(697
|
)
|
||
Net cash used in financing activities
|
(503,023
|
)
|
|
(230,387
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(2,396
|
)
|
|
(15,479
|
)
|
||
Reversal of Cash included in business classified as held for sale
|
5,858
|
|
|
—
|
|
||
Change in cash and cash equivalents
|
(55,631
|
)
|
|
(21,220
|
)
|
||
Cash and cash equivalents at beginning of period
|
1,288,305
|
|
|
1,318,656
|
|
||
Cash and cash equivalents at end of period
|
$
|
1,232,674
|
|
|
$
|
1,297,436
|
|
(1)
|
Relates to the purchase of equity interest in Iké Asistencia.
|
(2)
|
Relates to the sale of Assurant's Employee Benefits segment mainly through reinsurance transactions and supplemental and small group self-funded business.
|
(3)
|
Relates primarily to the acquisition of Shipsurance, Mobile Defense and an immaterial acquisition and the purchase of renewal rights to the National Flood Insurance block of business of Nationwide Mutual Insurance Company.
|
(4)
|
For further information see the Investment footnote (Note 7).
|
|
|
|
|
|
|
|
|
|
|
Severance and retention
|
|
Long-lived asset impairments and contract and lease terminations
|
|
Other transaction costs
|
|
Total
|
||||||||
Balance at January 1, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Cash payments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Balance at March 31, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Charges
|
14,435
|
|
|
22,307
|
|
|
4,996
|
|
|
41,738
|
|
||||
Non-cash adjustment
|
—
|
|
|
(21,247
|
)
|
|
(2,947
|
)
|
|
(24,194
|
)
|
||||
Cash payments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Balance at June 30, 2015
|
$
|
14,435
|
|
|
$
|
1,060
|
|
|
$
|
2,049
|
|
|
$
|
17,544
|
|
Charges
|
20,927
|
|
|
13
|
|
|
5,795
|
|
|
26,735
|
|
||||
Cash payments
|
(10,728
|
)
|
|
(168
|
)
|
|
(4,338
|
)
|
|
(15,234
|
)
|
||||
Balance at September 30, 2015
|
$
|
24,634
|
|
|
$
|
905
|
|
|
$
|
3,506
|
|
|
$
|
29,045
|
|
Charges
|
16,344
|
|
|
17
|
|
|
795
|
|
|
17,156
|
|
||||
Cash payments
|
(4,413
|
)
|
|
(152
|
)
|
|
(3,808
|
)
|
|
(8,373
|
)
|
||||
Balance at December 31, 2015
|
$
|
36,565
|
|
|
$
|
770
|
|
|
$
|
493
|
|
|
$
|
37,828
|
|
Charges
|
14,561
|
|
|
4,903
|
|
|
(47
|
)
|
|
19,417
|
|
||||
Cash payments
|
(16,181
|
)
|
|
(136
|
)
|
|
(436
|
)
|
|
(16,753
|
)
|
||||
Balance at March 31, 2016
|
$
|
34,945
|
|
|
$
|
5,537
|
|
|
$
|
10
|
|
|
$
|
40,492
|
|
Charges
|
6,383
|
|
|
(32
|
)
|
|
7
|
|
|
6,358
|
|
||||
Cash payments
|
(15,489
|
)
|
|
(214
|
)
|
|
(17
|
)
|
|
(15,720
|
)
|
||||
Balance at June 30, 2016
|
$
|
25,839
|
|
|
$
|
5,291
|
|
|
$
|
—
|
|
|
$
|
31,130
|
|
|
|
|
|
|
|
|
|
||||||||
Amount expected to be incurred, including charges to date
|
$
|
82,752
|
|
|
$
|
27,208
|
|
|
$
|
11,546
|
|
|
$
|
121,506
|
|
|
|
|
|
|
|
|
|
||||||||
Premium deficiency charges
|
|
|
|
|
|
|
$
|
182,627
|
|
||||||
Total amount expected to be incurred, including charges to
date
|
|
|
|
|
|
|
$
|
304,133
|
|
|
|
|
|
|
|
Total expected gain, after adjustment
|
$
|
640,497
|
|
|
|
|
|
||
Transaction closing gains on March 1, 2016:
|
|
|
||
Gain on sale of entities, net of transaction costs
|
$
|
41,098
|
|
|
Novations, resulting in recognized gains
|
60,913
|
|
(b)
|
|
Loss on retroactive reinsurance component, before realized gains
|
(128,661
|
)
|
(c)
|
|
Net loss prior to realized gains on transferred securities supporting retroactive component
|
(26,650
|
)
|
(a)
|
|
Realized gains on transferred securities supporting retroactive component
|
146,727
|
|
(c)
|
|
Net gain realized as of March 1, 2016
|
$
|
120,077
|
|
|
|
|
|
||
Deferred gain as of March 1, 2016, after adjustment
|
$
|
520,420
|
|
|
Amortization of deferred gain for the three months ended March 31, 2016
|
44,593
|
|
(d)
|
|
Amortization of deferred gain for the three months ended June 30, 2016
|
122,835
|
|
(d)
|
|
Deferred gain as of June 30, 2016
|
$
|
352,992
|
|
(e)
|
Total net gains realized for 2016
|
$
|
287,505
|
|
|
(a)
|
Amount classified within underwriting, general and administrative expenses within the Consolidated Statements of Operations.
|
(b)
|
Novations of certain insurance policies directly to Sun Life allowed for immediate gain recognition.
|
(c)
|
Reinsurance of existing claims liabilities requires retroactive accounting necessitating losses to be recognized immediately. However, upon transfer of the associated assets supporting the liabilities, the Company recognized realized gains which more than offset the retroactive losses. The Company was required to classify the realized gains as part of net realized gains on investments, within the Consolidated Statements of Operations.
|
(d)
|
Amount classified as amortization of deferred gain on disposal of businesses within the Consolidated Statements of Operations.
|
(e)
|
Amount classified as a component of the deferred gain on disposal of businesses within the Consolidated Balance Sheets.
|
|
|
|
|
June 30, 2016
|
||||||||||||||||||
|
Cost or
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
OTTI in
AOCI
(a)
|
||||||||||
Fixed maturity securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. government and government
agencies and authorities
|
$
|
165,841
|
|
|
$
|
7,158
|
|
|
$
|
(1
|
)
|
|
$
|
172,998
|
|
|
$
|
—
|
|
States, municipalities and political
subdivisions
|
526,189
|
|
|
48,884
|
|
|
—
|
|
|
575,073
|
|
|
—
|
|
|||||
Foreign governments
|
504,131
|
|
|
92,848
|
|
|
(297
|
)
|
|
596,682
|
|
|
—
|
|
|||||
Asset-backed
|
2,877
|
|
|
1,245
|
|
|
(221
|
)
|
|
3,901
|
|
|
1,197
|
|
|||||
Commercial mortgage-backed
|
43,858
|
|
|
780
|
|
|
—
|
|
|
44,638
|
|
|
—
|
|
|||||
Residential mortgage-backed
|
878,548
|
|
|
69,198
|
|
|
(67
|
)
|
|
947,679
|
|
|
14,585
|
|
|||||
U.S. corporate
|
4,982,779
|
|
|
630,941
|
|
|
(13,220
|
)
|
|
5,600,500
|
|
|
15,060
|
|
|||||
Foreign corporate
|
1,605,221
|
|
|
202,343
|
|
|
(4,836
|
)
|
|
1,802,728
|
|
|
2,041
|
|
|||||
Total fixed maturity securities
|
$
|
8,709,444
|
|
|
$
|
1,053,397
|
|
|
$
|
(18,642
|
)
|
|
$
|
9,744,199
|
|
|
$
|
32,883
|
|
Equity securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Common stocks
|
$
|
12,329
|
|
|
$
|
7,794
|
|
|
$
|
(1
|
)
|
|
$
|
20,122
|
|
|
$
|
—
|
|
Non-redeemable preferred stocks
|
369,839
|
|
|
45,611
|
|
|
(1,066
|
)
|
|
414,384
|
|
|
—
|
|
|||||
Total equity securities
|
$
|
382,168
|
|
|
$
|
53,405
|
|
|
$
|
(1,067
|
)
|
|
$
|
434,506
|
|
|
$
|
—
|
|
|
|||||||||||||||||||
|
December 31, 2015
|
||||||||||||||||||
|
Cost or
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
OTTI in
AOCI
(a)
|
||||||||||
Fixed maturity securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. government and government
agencies and authorities
|
$
|
150,681
|
|
|
$
|
3,891
|
|
|
$
|
(537
|
)
|
|
$
|
154,035
|
|
|
$
|
—
|
|
States, municipalities and political
subdivisions
|
647,335
|
|
|
48,389
|
|
|
(94
|
)
|
|
695,630
|
|
|
—
|
|
|||||
Foreign governments
|
497,785
|
|
|
65,188
|
|
|
(723
|
)
|
|
562,250
|
|
|
—
|
|
|||||
Asset-backed
|
3,499
|
|
|
1,367
|
|
|
(204
|
)
|
|
4,662
|
|
|
1,285
|
|
|||||
Commercial mortgage-backed
|
22,169
|
|
|
352
|
|
|
—
|
|
|
22,521
|
|
|
—
|
|
|||||
Residential mortgage-backed
|
953,247
|
|
|
48,676
|
|
|
(3,409
|
)
|
|
998,514
|
|
|
15,343
|
|
|||||
U.S. corporate
|
5,429,783
|
|
|
513,254
|
|
|
(73,344
|
)
|
|
5,869,693
|
|
|
15,705
|
|
|||||
Foreign corporate
|
1,766,296
|
|
|
164,295
|
|
|
(22,568
|
)
|
|
1,908,023
|
|
|
2,180
|
|
|||||
Total fixed maturity securities
|
$
|
9,470,795
|
|
|
$
|
845,412
|
|
|
$
|
(100,879
|
)
|
|
$
|
10,215,328
|
|
|
$
|
34,513
|
|
Equity securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Common stocks
|
$
|
13,048
|
|
|
$
|
6,623
|
|
|
$
|
(7
|
)
|
|
$
|
19,664
|
|
|
$
|
—
|
|
Non-redeemable preferred stocks
|
437,515
|
|
|
45,495
|
|
|
(2,617
|
)
|
|
480,393
|
|
|
—
|
|
|||||
Total equity securities
|
$
|
450,563
|
|
|
$
|
52,118
|
|
|
$
|
(2,624
|
)
|
|
$
|
500,057
|
|
|
$
|
—
|
|
(a)
|
Represents the amount of OTTI recognized in accumulated other comprehensive income (“AOCI”). Amount includes unrealized gains and losses on impaired securities relating to changes in the value of such securities subsequent to the impairment measurement date.
|
|
|
|
|
Cost or
Amortized
Cost
|
|
Fair Value
|
||||
Due in one year or less
|
$
|
424,041
|
|
|
$
|
429,125
|
|
Due after one year through five years
|
1,671,193
|
|
|
1,757,547
|
|
||
Due after five years through ten years
|
2,118,236
|
|
|
2,241,236
|
|
||
Due after ten years
|
3,570,691
|
|
|
4,320,073
|
|
||
Total
|
7,784,161
|
|
|
8,747,981
|
|
||
Asset-backed
|
2,877
|
|
|
3,901
|
|
||
Commercial mortgage-backed
|
43,858
|
|
|
44,638
|
|
||
Residential mortgage-backed
|
878,548
|
|
|
947,679
|
|
||
Total
|
$
|
8,709,444
|
|
|
$
|
9,744,199
|
|
|
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Proceeds from sales
|
$
|
606,531
|
|
|
$
|
804,476
|
|
|
$
|
2,874,248
|
|
|
$
|
1,356,989
|
|
Gross realized gains (a)
|
14,667
|
|
|
13,912
|
|
|
190,984
|
|
|
26,255
|
|
||||
Gross realized losses (b)
|
5,110
|
|
|
5,844
|
|
|
31,571
|
|
|
11,443
|
|
(a)
|
Six months ended June 30, 2016 gross realized gains includes
$150,701
related to the sale of Assurant Employee Benefits as described in Note 5.
|
(b)
|
Six months ended June 30, 2016 gross realized losses includes
$16,427
related to the sale of Assurant Employee Benefits as described in Note 5.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net realized gains related to sales and other:
|
|
|
|
|
|
|
|
||||||||
Fixed maturity securities
|
$
|
6,625
|
|
|
$
|
6,746
|
|
|
$
|
145,774
|
|
|
$
|
12,259
|
|
Equity securities
|
3,337
|
|
|
1,080
|
|
|
13,143
|
|
|
1,954
|
|
||||
Commercial mortgage loans on real estate
|
9,092
|
|
|
—
|
|
|
21,545
|
|
|
—
|
|
||||
Other investments
|
2,625
|
|
|
4,173
|
|
|
3,583
|
|
|
4,311
|
|
||||
Total net realized gains related to sales and other (a)
|
21,679
|
|
|
11,999
|
|
|
184,045
|
|
|
18,524
|
|
||||
Net realized losses related to other-than-temporary
impairments:
|
|
|
|
|
|
|
|
||||||||
Fixed maturity securities
|
(53
|
)
|
|
—
|
|
|
(701
|
)
|
|
(2,570
|
)
|
||||
Total net realized losses related to other-than-temporary impairments
|
(53
|
)
|
|
—
|
|
|
(701
|
)
|
|
(2,570
|
)
|
||||
Total net realized gains
|
$
|
21,626
|
|
|
$
|
11,999
|
|
|
$
|
183,344
|
|
|
$
|
15,954
|
|
(a)
|
Six months ended June 30, 2016 net gains includes
$146,727
related to the sale of Assurant Employee Benefits as described in Note 5.
|
|
|
|
|
Three Months Ended June 30,
|
||||||
|
2016
|
|
2015
|
||||
Balance, March 31,
|
$
|
30,981
|
|
|
$
|
36,057
|
|
Reductions for increases in cash flows expected to be collected that are recognized over
the remaining life of the security
|
(709
|
)
|
|
(603
|
)
|
||
Reductions for credit loss impairments previously recognized on securities which
matured, paid down, prepaid or were sold during the period
|
(1,168
|
)
|
|
(1,146
|
)
|
||
Balance, June 30,
|
$
|
29,104
|
|
|
$
|
34,308
|
|
|
|||||||
|
Six Months Ended June 30,
|
||||||
|
2016
|
|
2015
|
||||
Balance, January 1,
|
$
|
32,377
|
|
|
$
|
35,424
|
|
Additions for credit loss impairments recognized in the current period on securities
previously impaired
|
554
|
|
|
—
|
|
||
Additions for credit loss impairments recognized in the current period on securities not
previously impaired
|
—
|
|
|
2,570
|
|
||
Reductions for increases in cash flows expected to be collected that are recognized over
the remaining life of the security
|
(1,318
|
)
|
|
(1,075
|
)
|
||
Reductions for credit loss impairments previously recognized on securities which
matured, paid down, prepaid or were sold during the period
|
(2,509
|
)
|
|
(2,611
|
)
|
||
Balance, June 30,
|
$
|
29,104
|
|
|
$
|
34,308
|
|
|
|
|
|
|
|
|
June 30, 2016
|
||||||||||||||||||||||
|
Less than 12 months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
|
Fair Value
|
|
Unrealized
Losses
|
|
Fair Value
|
|
Unrealized
Losses
|
|
Fair Value
|
|
Unrealized
Losses
|
||||||||||||
Fixed maturity securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. government and government
agencies and authorities
|
$
|
2,176
|
|
|
$
|
(1
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,176
|
|
|
$
|
(1
|
)
|
Foreign governments
|
—
|
|
|
—
|
|
|
27,644
|
|
|
(297
|
)
|
|
27,644
|
|
|
(297
|
)
|
||||||
Asset-backed
|
—
|
|
|
—
|
|
|
991
|
|
|
(221
|
)
|
|
991
|
|
|
(221
|
)
|
||||||
Residential mortgage-backed
|
19,861
|
|
|
(58
|
)
|
|
812
|
|
|
(9
|
)
|
|
20,673
|
|
|
(67
|
)
|
||||||
U.S. corporate
|
235,238
|
|
|
(3,543
|
)
|
|
139,876
|
|
|
(9,677
|
)
|
|
375,114
|
|
|
(13,220
|
)
|
||||||
Foreign corporate
|
55,075
|
|
|
(1,479
|
)
|
|
39,037
|
|
|
(3,357
|
)
|
|
94,112
|
|
|
(4,836
|
)
|
||||||
Total fixed maturity securities
|
$
|
312,350
|
|
|
$
|
(5,081
|
)
|
|
$
|
208,360
|
|
|
$
|
(13,561
|
)
|
|
$
|
520,710
|
|
|
$
|
(18,642
|
)
|
Equity securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common stock
|
$
|
339
|
|
|
$
|
(1
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
339
|
|
|
$
|
(1
|
)
|
Non-redeemable preferred stocks
|
13,531
|
|
|
(337
|
)
|
|
13,139
|
|
|
(729
|
)
|
|
26,670
|
|
|
(1,066
|
)
|
||||||
Total equity securities
|
$
|
13,870
|
|
|
$
|
(338
|
)
|
|
$
|
13,139
|
|
|
$
|
(729
|
)
|
|
$
|
27,009
|
|
|
$
|
(1,067
|
)
|
|
December 31, 2015
|
||||||||||||||||||||||
|
Less than 12 months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
|
Fair Value
|
|
Unrealized
Losses
|
|
Fair Value
|
|
Unrealized
Losses
|
|
Fair Value
|
|
Unrealized
Losses
|
||||||||||||
Fixed maturity securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. government and government
agencies and authorities
|
$
|
90,008
|
|
|
$
|
(465
|
)
|
|
$
|
5,564
|
|
|
$
|
(72
|
)
|
|
$
|
95,572
|
|
|
$
|
(537
|
)
|
States, municipalities and political
subdivisions
|
6,881
|
|
|
(94
|
)
|
|
—
|
|
|
—
|
|
|
6,881
|
|
|
(94
|
)
|
||||||
Foreign governments
|
24,071
|
|
|
(347
|
)
|
|
22,239
|
|
|
(376
|
)
|
|
46,310
|
|
|
(723
|
)
|
||||||
Asset-backed
|
—
|
|
|
—
|
|
|
1,136
|
|
|
(204
|
)
|
|
1,136
|
|
|
(204
|
)
|
||||||
Residential mortgage-backed
|
260,620
|
|
|
(3,179
|
)
|
|
11,147
|
|
|
(230
|
)
|
|
271,767
|
|
|
(3,409
|
)
|
||||||
U.S. corporate
|
1,287,545
|
|
|
(65,631
|
)
|
|
38,224
|
|
|
(7,713
|
)
|
|
1,325,769
|
|
|
(73,344
|
)
|
||||||
Foreign corporate
|
348,912
|
|
|
(19,616
|
)
|
|
15,805
|
|
|
(2,952
|
)
|
|
364,717
|
|
|
(22,568
|
)
|
||||||
Total fixed maturity securities
|
$
|
2,018,037
|
|
|
$
|
(89,332
|
)
|
|
$
|
94,115
|
|
|
$
|
(11,547
|
)
|
|
$
|
2,112,152
|
|
|
$
|
(100,879
|
)
|
Equity securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common stock
|
$
|
623
|
|
|
$
|
(7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
623
|
|
|
$
|
(7
|
)
|
Non-redeemable preferred stocks
|
63,665
|
|
|
(1,632
|
)
|
|
13,806
|
|
|
(985
|
)
|
|
77,471
|
|
|
(2,617
|
)
|
||||||
Total equity securities
|
$
|
64,288
|
|
|
$
|
(1,639
|
)
|
|
$
|
13,806
|
|
|
$
|
(985
|
)
|
|
$
|
78,094
|
|
|
$
|
(2,624
|
)
|
|
|
|
|
|
|
|
June 30, 2016
|
||||||||
Loan-to-Value
|
Carrying
Value
|
|
% of Gross
Mortgage
Loans
|
|
Debt-Service
Coverage Ratio
|
||||
70% and less
|
$
|
592,516
|
|
|
95.1
|
%
|
|
1.88
|
|
71 – 80%
|
16,585
|
|
|
2.7
|
%
|
|
1.13
|
|
|
81 – 95%
|
8,850
|
|
|
1.4
|
%
|
|
1.26
|
|
|
Greater than 95%
|
4,816
|
|
|
0.8
|
%
|
|
3.52
|
|
|
Gross commercial mortgage loans
|
622,767
|
|
|
100
|
%
|
|
1.87
|
|
|
Less valuation allowance
|
(2,582
|
)
|
|
|
|
|
|||
Net commercial mortgage loans
|
$
|
620,185
|
|
|
|
|
|
||
|
|||||||||
|
December 31, 2015
|
||||||||
Loan-to-Value
|
Carrying
Value
|
|
% of Gross
Mortgage
Loans
|
|
Debt-Service
Coverage Ratio
|
||||
70% and less
|
$
|
1,101,572
|
|
|
95.5
|
%
|
|
2.01
|
|
71 – 80%
|
39,080
|
|
|
3.4
|
%
|
|
1.19
|
|
|
81 – 95%
|
8,370
|
|
|
0.7
|
%
|
|
1.05
|
|
|
Greater than 95%
|
4,816
|
|
|
0.4
|
%
|
|
3.52
|
|
|
Gross commercial mortgage loans
|
1,153,838
|
|
|
100
|
%
|
|
1.98
|
|
|
Less valuation allowance
|
(2,582
|
)
|
|
|
|
|
|||
Net commercial mortgage loans
|
$
|
1,151,256
|
|
|
|
|
|
|
|
|
•
|
Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access.
|
•
|
Level 2 inputs utilize other than quoted prices included in Level 1 that are observable for the asset, either directly or indirectly, for substantially the full term of the asset. Level 2 inputs include quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active and inputs other than quoted prices that are observable in the marketplace for the asset. The observable inputs are used in valuation models to calculate the fair value for the asset.
|
•
|
Level 3 inputs are unobservable but are significant to the fair value measurement for the asset, and include situations where there is little, if any, market activity for the asset. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset.
|
|
|
|
|
June 30, 2016
|
|
||||||||||||||||
|
Total
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed maturity securities:
|
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and government agencies and
authorities
|
$
|
172,998
|
|
|
$
|
—
|
|
|
|
$
|
172,998
|
|
|
|
$
|
—
|
|
|
State, municipalities and political subdivisions
|
575,073
|
|
|
—
|
|
|
|
572,073
|
|
|
|
3,000
|
|
|
||||
Foreign governments
|
596,682
|
|
|
932
|
|
|
|
595,750
|
|
|
|
—
|
|
|
||||
Asset-backed
|
3,901
|
|
|
—
|
|
|
|
3,901
|
|
|
|
—
|
|
|
||||
Commercial mortgage-backed
|
44,638
|
|
|
—
|
|
|
|
13,629
|
|
|
|
31,009
|
|
|
||||
Residential mortgage-backed
|
947,679
|
|
|
—
|
|
|
|
947,679
|
|
|
|
—
|
|
|
||||
U.S. corporate
|
5,600,500
|
|
|
—
|
|
|
|
5,535,793
|
|
|
|
64,707
|
|
|
||||
Foreign corporate
|
1,802,728
|
|
|
—
|
|
|
|
1,774,085
|
|
|
|
28,643
|
|
|
||||
Equity securities:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common stocks
|
20,122
|
|
|
19,438
|
|
|
|
684
|
|
|
|
—
|
|
|
||||
Non-redeemable preferred stocks
|
414,384
|
|
|
—
|
|
|
|
412,084
|
|
|
|
2,300
|
|
|
||||
Short-term investments
|
498,281
|
|
|
223,017
|
|
b
|
|
275,264
|
|
c
|
|
—
|
|
|
||||
Other investments
|
287,103
|
|
|
66,495
|
|
a
|
|
219,751
|
|
c
|
|
857
|
|
d
|
||||
Cash equivalents
|
726,424
|
|
|
699,356
|
|
b
|
|
27,068
|
|
c
|
|
—
|
|
|
||||
Other assets
|
8,251
|
|
|
—
|
|
|
|
7,954
|
|
e
|
|
297
|
|
e
|
||||
Assets held in separate accounts
|
1,668,611
|
|
|
1,488,102
|
|
a
|
|
180,509
|
|
c
|
|
—
|
|
|
||||
Total financial assets
|
$
|
13,367,375
|
|
|
$
|
2,497,340
|
|
|
|
$
|
10,739,222
|
|
|
|
$
|
130,813
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other liabilities
|
$
|
92,499
|
|
|
$
|
66,495
|
|
a
|
|
$
|
26
|
|
e
|
|
$
|
25,978
|
|
e
|
Liabilities related to separate accounts
|
1,668,611
|
|
|
1,488,102
|
|
a
|
|
180,509
|
|
c
|
|
—
|
|
|
||||
Total financial liabilities
|
$
|
1,761,110
|
|
|
$
|
1,554,597
|
|
|
|
$
|
180,535
|
|
|
|
$
|
25,978
|
|
|
|
|
|
|
December 31, 2015
|
|
||||||||||||||||
|
Total
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed maturity securities:
|
|
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and government agencies and
authorities
|
$
|
154,035
|
|
|
$
|
—
|
|
|
|
$
|
154,035
|
|
|
|
$
|
—
|
|
|
State, municipalities and political subdivisions
|
695,630
|
|
|
—
|
|
|
|
695,630
|
|
|
|
—
|
|
|
||||
Foreign governments
|
562,250
|
|
|
944
|
|
|
|
561,306
|
|
|
|
—
|
|
|
||||
Asset-backed
|
4,662
|
|
|
—
|
|
|
|
4,662
|
|
|
|
—
|
|
|
||||
Commercial mortgage-backed
|
22,521
|
|
|
—
|
|
|
|
22,317
|
|
|
|
204
|
|
|
||||
Residential mortgage-backed
|
998,514
|
|
|
—
|
|
|
|
998,514
|
|
|
|
—
|
|
|
||||
U.S. corporate
|
5,869,693
|
|
|
—
|
|
|
|
5,835,189
|
|
|
|
34,504
|
|
|
||||
Foreign corporate
|
1,908,023
|
|
|
—
|
|
|
|
1,879,381
|
|
|
|
28,642
|
|
|
||||
Equity securities:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common stocks
|
19,664
|
|
|
18,981
|
|
|
|
683
|
|
|
|
—
|
|
|
||||
Non-redeemable preferred stocks
|
480,393
|
|
|
—
|
|
|
|
478,143
|
|
|
|
2,250
|
|
|
||||
Short-term investments
|
508,950
|
|
|
453,335
|
|
b
|
|
55,615
|
|
c
|
|
—
|
|
|
||||
Other investments
|
253,708
|
|
|
62,076
|
|
a
|
|
189,407
|
|
c
|
|
2,225
|
|
d
|
||||
Cash equivalents
|
908,936
|
|
|
907,248
|
|
b
|
|
1,688
|
|
c
|
|
—
|
|
|
||||
Other assets
|
1,320
|
|
|
—
|
|
|
|
886
|
|
e
|
|
434
|
|
e
|
||||
Assets held in separate accounts
|
1,750,556
|
|
|
1,570,000
|
|
a
|
|
180,556
|
|
c
|
|
—
|
|
|
||||
Total financial assets
|
$
|
14,138,855
|
|
|
$
|
3,012,584
|
|
|
|
$
|
11,058,012
|
|
|
|
$
|
68,259
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other liabilities
|
$
|
89,765
|
|
|
$
|
62,076
|
|
a
|
|
$
|
6
|
|
e
|
|
$
|
27,683
|
|
e
|
Liabilities related to separate accounts
|
1,750,556
|
|
|
1,570,000
|
|
a
|
|
180,556
|
|
c
|
|
—
|
|
|
||||
Total financial liabilities
|
$
|
1,840,321
|
|
|
$
|
1,632,076
|
|
|
|
$
|
180,562
|
|
|
|
$
|
27,683
|
|
|
a.
|
Mainly includes mutual funds.
|
b.
|
Mainly includes money market funds.
|
c.
|
Mainly includes fixed maturity securities.
|
d.
|
Mainly includes fixed maturity securities and other derivatives.
|
e.
|
Mainly includes other derivatives.
|
|
|
|
|
Three Months Ended June 30, 2016
|
||||||||||||||||||||||||||
|
Balance,
beginning
of
period
|
|
Total
(losses) gains
(realized/
unrealized)
included in
earnings (1)
|
|
Net unrealized
gains (losses)
included in
other
comprehensive
income (2)
|
|
Purchases
|
|
Sales
|
|
Transfers
in (3)
|
|
Balance,
end of
period
|
||||||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Fixed Maturity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
States, municipalities and
political subdivisions
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,600
|
|
|
$
|
(600
|
)
|
|
$
|
—
|
|
|
$
|
3,000
|
|
Commercial mortgage-backed
|
154
|
|
|
(291
|
)
|
|
374
|
|
|
30,822
|
|
|
(50
|
)
|
|
—
|
|
|
31,009
|
|
|||||||
U.S. corporate
|
37,400
|
|
|
146
|
|
|
1,169
|
|
|
14,516
|
|
|
(930
|
)
|
|
12,406
|
|
|
64,707
|
|
|||||||
Foreign corporate
|
28,492
|
|
|
18
|
|
|
854
|
|
|
—
|
|
|
(721
|
)
|
|
|
|
|
28,643
|
|
|||||||
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Non-redeemable preferred stocks
|
2,360
|
|
|
—
|
|
|
(60
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,300
|
|
|||||||
Other investments
|
1,552
|
|
|
(663
|
)
|
|
(9
|
)
|
|
—
|
|
|
(23
|
)
|
|
—
|
|
|
857
|
|
|||||||
Other assets
|
361
|
|
|
(64
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
297
|
|
|||||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Other liabilities
|
(27,592
|
)
|
|
1,614
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,978
|
)
|
|||||||
Total level 3 assets and liabilities
|
$
|
42,727
|
|
|
$
|
760
|
|
|
$
|
2,328
|
|
|
$
|
48,938
|
|
|
$
|
(2,324
|
)
|
|
$
|
12,406
|
|
|
$
|
104,835
|
|
|
Three Months Ended June 30, 2015
|
||||||||||||||||||||||||||
|
Balance,
beginning of
period
|
|
Total (losses) gains
(realized/
unrealized)
included in
earnings (1)
|
|
Net unrealized
(losses) gains
included in
other
comprehensive
income (2)
|
|
Purchases
|
|
Sales
|
|
Transfers
out (3)
|
|
Balance,
end of
period
|
||||||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Fixed Maturity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Commercial mortgage-backed
|
$
|
354
|
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
—
|
|
|
$
|
(47
|
)
|
|
$
|
—
|
|
|
$
|
304
|
|
U.S. corporate
|
96,798
|
|
|
(64
|
)
|
|
(1,491
|
)
|
|
6,523
|
|
|
(2,473
|
)
|
|
(52,777
|
)
|
|
46,516
|
|
|||||||
Foreign corporate
|
4,192
|
|
|
640
|
|
|
(535
|
)
|
|
—
|
|
|
(1,003
|
)
|
|
—
|
|
|
3,294
|
|
|||||||
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Non-redeemable preferred stocks
|
2,060
|
|
|
—
|
|
|
60
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,120
|
|
|||||||
Other investments
|
2,460
|
|
|
(33
|
)
|
|
(11
|
)
|
|
—
|
|
|
(35
|
)
|
|
—
|
|
|
2,381
|
|
|||||||
Other assets
|
944
|
|
|
(156
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
788
|
|
|||||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Other liabilities
|
(26,181
|
)
|
|
(2,473
|
)
|
|
—
|
|
|
77
|
|
|
—
|
|
|
—
|
|
|
(28,577
|
)
|
|||||||
Total level 3 assets and liabilities
|
$
|
80,627
|
|
|
$
|
(2,086
|
)
|
|
$
|
(1,980
|
)
|
|
$
|
6,600
|
|
|
$
|
(3,558
|
)
|
|
$
|
(52,777
|
)
|
|
$
|
26,826
|
|
|
|
|
|
Six Months Ended June 30, 2016
|
||||||||||||||||||||||||||||||
|
Balance,
beginning of
period
|
|
Total
(losses) gains
(realized/
unrealized)
included in
earnings (1)
|
|
Net unrealized
gains (losses)
included in
other
comprehensive
income (2)
|
|
Purchases
|
|
Sales
|
|
Transfers
in (3)
|
|
Transfers
out (3)
|
|
Balance,
end of
period
|
||||||||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed Maturity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
States, municipalities
and political
subdivisions
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,600
|
|
|
$
|
(600
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,000
|
|
Commercial mortgage-
backed
|
204
|
|
|
(291
|
)
|
|
373
|
|
|
30,822
|
|
|
(99
|
)
|
|
—
|
|
|
—
|
|
|
31,009
|
|
||||||||
U.S. corporate
|
34,504
|
|
|
278
|
|
|
1,380
|
|
|
22,616
|
|
|
(1,646
|
)
|
|
12,406
|
|
|
(4,831
|
)
|
|
64,707
|
|
||||||||
Foreign corporate
|
28,642
|
|
|
31
|
|
|
694
|
|
|
—
|
|
|
(724
|
)
|
|
—
|
|
|
—
|
|
|
28,643
|
|
||||||||
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-redeemable
preferred stocks
|
2,250
|
|
|
—
|
|
|
50
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,300
|
|
||||||||
Other investments
|
2,225
|
|
|
(1,299
|
)
|
|
(20
|
)
|
|
—
|
|
|
(49
|
)
|
|
—
|
|
|
—
|
|
|
857
|
|
||||||||
Other assets
|
434
|
|
|
(137
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
297
|
|
||||||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Other liabilities
|
(27,683
|
)
|
|
1,705
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,978
|
)
|
||||||||
Total level 3 assets and
liabilities
|
$
|
40,576
|
|
|
$
|
287
|
|
|
$
|
2,477
|
|
|
$
|
57,038
|
|
|
$
|
(3,118
|
)
|
|
$
|
12,406
|
|
|
$
|
(4,831
|
)
|
|
$
|
104,835
|
|
|
|
|
|
Six Months Ended June 30, 2015
|
||||||||||||||||||||||||||||||
|
Balance,
beginning of
period
|
|
Total
(losses)
gains
(realized/
unrealized)
included in
earnings (1)
|
|
Net unrealized
(losses) gains
included in
other
comprehensive
income (2)
|
|
Purchases
|
|
Sales
|
|
Transfers
in (3)
|
|
Transfers
out (3)
|
|
Balance,
end of
period
|
||||||||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed Maturity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Commercial mortgage-
backed
|
$
|
403
|
|
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
$
|
—
|
|
|
$
|
(93
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
304
|
|
Residential mortgage-
backed
|
4,645
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,645
|
)
|
|
—
|
|
||||||||
U.S. corporate
|
100,133
|
|
|
(112
|
)
|
|
(655
|
)
|
|
6,523
|
|
|
(4,594
|
)
|
|
2,130
|
|
|
(56,909
|
)
|
|
46,516
|
|
||||||||
Foreign corporate
|
4,142
|
|
|
680
|
|
|
(491
|
)
|
|
—
|
|
|
(1,037
|
)
|
|
—
|
|
|
—
|
|
|
3,294
|
|
||||||||
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-redeemable
preferred stocks
|
2,000
|
|
|
—
|
|
|
120
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,120
|
|
||||||||
Other investments
|
2,121
|
|
|
95
|
|
|
(15
|
)
|
|
—
|
|
|
(56
|
)
|
|
236
|
|
|
—
|
|
|
2,381
|
|
||||||||
Other assets
|
807
|
|
|
(19
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
788
|
|
||||||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Other liabilities
|
(25,233
|
)
|
|
(3,421
|
)
|
|
—
|
|
|
77
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,577
|
)
|
||||||||
Total level 3 assets and
liabilities
|
$
|
89,018
|
|
|
$
|
(2,777
|
)
|
|
$
|
(1,047
|
)
|
|
$
|
6,600
|
|
|
$
|
(5,780
|
)
|
|
$
|
2,366
|
|
|
$
|
(61,554
|
)
|
|
$
|
26,826
|
|
(1)
|
Included as part of net realized gains on investments in the consolidated statement of operations.
|
(2)
|
Included as part of change in unrealized gains on securities in the consolidated statement of comprehensive income.
|
(3)
|
Transfers are primarily attributable to changes in the availability of observable market information and re-evaluation of the observability of pricing inputs.
|
|
|
|
|
|
|
•
|
There are few recent transactions,
|
•
|
Little information is released publicly,
|
•
|
The available prices vary significantly over time or among market participants,
|
•
|
The prices are stale (i.e., not current), and
|
•
|
The magnitude of the bid-ask spread.
|
|
|
|
•
|
Cash and cash equivalents
|
•
|
Fixed maturity securities
|
•
|
Equity securities
|
•
|
Short-term investments
|
•
|
Other investments
|
•
|
Other assets
|
•
|
Assets held in separate accounts
|
•
|
Other liabilities
|
•
|
Liabilities related to separate accounts
|
|
|
|
|
|
|
|
June 30, 2016
|
||||||||||||||||||
|
|
|
Fair Value
|
||||||||||||||||
|
Carrying
Value
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial mortgage loans on real estate
|
$
|
620,185
|
|
|
$
|
658,901
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
658,901
|
|
Policy loans
|
40,349
|
|
|
40,349
|
|
|
40,349
|
|
|
—
|
|
|
—
|
|
|||||
Other investments
|
29,243
|
|
|
29,243
|
|
|
—
|
|
|
—
|
|
|
29,243
|
|
|||||
Total financial assets
|
$
|
689,777
|
|
|
$
|
728,493
|
|
|
$
|
40,349
|
|
|
$
|
—
|
|
|
$
|
688,144
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Policy reserves under investment products
(Individual and group annuities, subject
to discretionary withdrawal) (1)
|
$
|
670,445
|
|
|
$
|
692,037
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
692,037
|
|
Funds withheld under reinsurance
|
105,475
|
|
|
105,475
|
|
|
105,475
|
|
|
—
|
|
|
—
|
|
|||||
Debt
|
1,165,255
|
|
|
1,302,817
|
|
|
—
|
|
|
1,302,817
|
|
|
—
|
|
|||||
Total financial liabilities
|
$
|
1,941,175
|
|
|
$
|
2,100,329
|
|
|
$
|
105,475
|
|
|
$
|
1,302,817
|
|
|
$
|
692,037
|
|
|
|||||||||||||||||||
|
December 31, 2015
|
||||||||||||||||||
|
|
|
Fair Value
|
||||||||||||||||
|
Carrying
Value
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial mortgage loans on real estate
|
$
|
1,151,256
|
|
|
$
|
1,201,806
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,201,806
|
|
Policy loans
|
43,858
|
|
|
43,858
|
|
|
43,858
|
|
|
—
|
|
|
—
|
|
|||||
Other investments
|
27,534
|
|
|
27,534
|
|
|
—
|
|
|
—
|
|
|
27,534
|
|
|||||
Total financial assets
|
$
|
1,222,648
|
|
|
$
|
1,273,198
|
|
|
$
|
43,858
|
|
|
$
|
—
|
|
|
$
|
1,229,340
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Policy reserves under investment products
(Individual and group annuities, subject
to discretionary withdrawal) (1)
|
$
|
666,068
|
|
|
$
|
676,586
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
676,586
|
|
Funds withheld under reinsurance
|
94,417
|
|
|
94,417
|
|
|
94,417
|
|
|
—
|
|
|
—
|
|
|||||
Debt
|
1,164,656
|
|
|
1,250,602
|
|
|
—
|
|
|
1,250,602
|
|
|
—
|
|
|||||
Total financial liabilities
|
$
|
1,925,141
|
|
|
$
|
2,021,605
|
|
|
$
|
94,417
|
|
|
$
|
1,250,602
|
|
|
$
|
676,586
|
|
(1)
|
Only the fair value of the Company’s policy reserves for investment-type contracts (those without significant mortality or morbidity risk) are reflected in the table above.
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2016
|
||||||||||||||||||
|
Foreign
currency
translation
adjustment
|
|
Unrealized
gains on
securities
|
|
OTTI
|
|
Pension
under-
funding
|
|
Accumulated
other
comprehensive
income
|
||||||||||
Balance at March 31, 2016
|
$
|
(258,874
|
)
|
|
$
|
525,315
|
|
|
$
|
21,183
|
|
|
$
|
(62,384
|
)
|
|
$
|
225,240
|
|
Change in accumulated other comprehensive
income (loss) before reclassifications
|
(14,524
|
)
|
|
120,275
|
|
|
158
|
|
|
—
|
|
|
105,909
|
|
|||||
Amounts reclassified from accumulated other
comprehensive income
|
—
|
|
|
(4,335
|
)
|
|
34
|
|
|
406
|
|
|
(3,895
|
)
|
|||||
Net current-period other comprehensive (loss)
income
|
(14,524
|
)
|
|
115,940
|
|
|
192
|
|
|
406
|
|
|
102,014
|
|
|||||
Balance at June 30, 2016
|
$
|
(273,398
|
)
|
|
$
|
641,255
|
|
|
$
|
21,375
|
|
|
$
|
(61,978
|
)
|
|
$
|
327,254
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2015
|
||||||||||||||||||
|
Foreign
currency
translation
adjustment
|
|
Unrealized
gains on
securities
|
|
OTTI
|
|
Pension
under-
funding
|
|
Accumulated
other
comprehensive
income
|
||||||||||
Balance at March 31, 2015
|
$
|
(193,662
|
)
|
|
$
|
850,541
|
|
|
$
|
25,700
|
|
|
$
|
(133,582
|
)
|
|
$
|
548,997
|
|
Change in accumulated other comprehensive
income (loss) before reclassifications
|
20,151
|
|
|
(216,522
|
)
|
|
95
|
|
|
—
|
|
|
(196,276
|
)
|
|||||
Amounts reclassified from accumulated other
comprehensive income
|
—
|
|
|
(6,542
|
)
|
|
(376
|
)
|
|
2,616
|
|
|
(4,302
|
)
|
|||||
Net current-period other comprehensive income
(loss)
|
20,151
|
|
|
(223,064
|
)
|
|
(281
|
)
|
|
2,616
|
|
|
(200,578
|
)
|
|||||
Balance at June 30, 2015
|
$
|
(173,511
|
)
|
|
$
|
627,477
|
|
|
$
|
25,419
|
|
|
$
|
(130,966
|
)
|
|
$
|
348,419
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Six Months Ended June 30, 2016
|
||||||||||||||||||
|
Foreign
currency
translation
adjustment
|
|
Unrealized
gains on
securities
|
|
OTTI
|
|
Pension
under-
funding
|
|
Accumulated
other
comprehensive
income
|
||||||||||
Balance at December 31, 2015
|
$
|
(270,734
|
)
|
|
$
|
495,443
|
|
|
$
|
22,434
|
|
|
$
|
(128,594
|
)
|
|
$
|
118,549
|
|
Change in accumulated other comprehensive
income (loss) before reclassifications
|
(2,664
|
)
|
|
246,281
|
|
|
(1,374
|
)
|
|
85,029
|
|
|
327,272
|
|
|||||
Amounts reclassified from accumulated other
comprehensive income
|
—
|
|
|
(100,469
|
)
|
|
315
|
|
|
(18,413
|
)
|
|
(118,567
|
)
|
|||||
Net current-period other comprehensive (loss)
income
|
(2,664
|
)
|
|
145,812
|
|
|
(1,059
|
)
|
|
66,616
|
|
|
208,705
|
|
|||||
Balance at June 30, 2016
|
$
|
(273,398
|
)
|
|
$
|
641,255
|
|
|
$
|
21,375
|
|
|
$
|
(61,978
|
)
|
|
$
|
327,254
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Six Months Ended June 30, 2015
|
||||||||||||||||||
|
Foreign
currency
translation
adjustment
|
|
Unrealized
gains on
securities
|
|
OTTI
|
|
Pension
under-
funding
|
|
Accumulated
other
comprehensive
income
|
||||||||||
Balance at December 31, 2014
|
$
|
(127,711
|
)
|
|
$
|
793,082
|
|
|
$
|
26,594
|
|
|
$
|
(136,198
|
)
|
|
$
|
555,767
|
|
Change in accumulated other comprehensive
income (loss) before reclassifications
|
(45,800
|
)
|
|
(155,127
|
)
|
|
(2,470
|
)
|
|
(1
|
)
|
|
(203,398
|
)
|
|||||
Amounts reclassified from accumulated other
comprehensive income
|
—
|
|
|
(10,478
|
)
|
|
1,295
|
|
|
5,233
|
|
|
(3,950
|
)
|
|||||
Net current-period other comprehensive (loss) income
|
(45,800
|
)
|
|
(165,605
|
)
|
|
(1,175
|
)
|
|
5,232
|
|
|
(207,348
|
)
|
|||||
Balance at June 30, 2015
|
$
|
(173,511
|
)
|
|
$
|
627,477
|
|
|
$
|
25,419
|
|
|
$
|
(130,966
|
)
|
|
$
|
348,419
|
|
|
|
|
Details about accumulated other comprehensive income components
|
|
Amount reclassified from
accumulated other
comprehensive income
|
|
Affected line item in the
statement where net
income is presented
|
||||||
|
|
Three Months Ended June 30,
|
|
|
||||||
|
|
2016
|
|
2015
|
|
|
||||
Unrealized gains on securities
|
|
$
|
(6,669
|
)
|
|
$
|
(10,064
|
)
|
|
Net realized gains on investments, excluding other-than-temporary impairment losses
|
|
|
2,334
|
|
|
3,522
|
|
|
Provision for income taxes
|
||
|
|
$
|
(4,335
|
)
|
|
$
|
(6,542
|
)
|
|
Net of tax
|
OTTI
|
|
$
|
53
|
|
|
$
|
(578
|
)
|
|
Portion of net loss recognized in other comprehensive income, before taxes
|
|
|
(19
|
)
|
|
202
|
|
|
Provision for income taxes
|
||
|
|
$
|
34
|
|
|
$
|
(376
|
)
|
|
Net of tax
|
Amortization of pension and postretirement
unrecognized net periodic benefit cost:
|
|
|
|
|
|
|
||||
Amortization of prior service cost
|
|
$
|
—
|
|
|
$
|
(25
|
)
|
|
(1)
|
Amortization of net loss
|
|
625
|
|
|
4,050
|
|
|
(1)
|
||
|
|
625
|
|
|
4,025
|
|
|
Total before tax
|
||
|
|
(219
|
)
|
|
(1,409
|
)
|
|
Provision for income taxes
|
||
|
|
$
|
406
|
|
|
$
|
2,616
|
|
|
Net of tax
|
Total reclassifications for the period
|
|
$
|
(3,895
|
)
|
|
$
|
(4,302
|
)
|
|
Net of tax
|
|
|
|
|
|
|
|
||||
Details about accumulated other comprehensive income components
|
|
Amount reclassified from
accumulated other
comprehensive income
|
|
Affected line item in the
statement where net
income is presented
|
||||||
|
|
Six Months Ended June 30,
|
|
|
||||||
|
|
2016
|
|
2015
|
|
|
||||
Unrealized gains on securities
|
|
$
|
(154,567
|
)
|
|
$
|
(16,120
|
)
|
|
Net realized gains on investments, excluding other-than-temporary impairment losses
|
|
|
54,098
|
|
|
5,642
|
|
|
Provision for income taxes
|
||
|
|
(100,469
|
)
|
|
(10,478
|
)
|
|
Net of tax
|
||
OTTI
|
|
485
|
|
|
1,992
|
|
|
Portion of net loss recognized in other comprehensive income, before taxes
|
||
|
|
(170
|
)
|
|
(697
|
)
|
|
Provision for income taxes
|
||
|
|
$
|
315
|
|
|
$
|
1,295
|
|
|
Net of tax
|
Amortization of pension and postretirement
unrecognized net periodic benefit cost:
|
|
|
|
|
|
|
||||
Amortization of prior service cost
|
|
$
|
—
|
|
|
$
|
(50
|
)
|
|
(1)
|
Amortization of net loss
|
|
1,250
|
|
|
8,100
|
|
|
(1)
|
||
Gain on pension plan curtailment
|
|
(29,578
|
)
|
|
—
|
|
|
Gain on pension plan curtailment
|
||
|
|
(28,328
|
)
|
|
8,050
|
|
|
Total before tax
|
||
|
|
9,915
|
|
|
(2,817
|
)
|
|
Provision for income taxes
|
||
|
|
(18,413
|
)
|
|
5,233
|
|
|
Net of tax
|
||
Total reclassifications for the period
|
|
$
|
(118,567
|
)
|
|
$
|
(3,950
|
)
|
|
Net of tax
|
(1)
|
These accumulated other comprehensive income components are included in the computation of net periodic pension cost. See Note 14 - Retirement and Other Employee Benefits for additional information.
|
|
|
|
|
|
|
|
|
|
Period in 2016
|
Number of
Shares Repurchased
|
|
Average Price
Paid Per Share
|
|
Total Number of Shares
Repurchased as Part of
Publicly Announced
Programs
|
||||
January
|
1,147,337
|
|
|
$
|
78.44
|
|
|
1,147,337
|
|
February
|
869,898
|
|
|
70.69
|
|
|
869,898
|
|
|
March
|
1,405,025
|
|
|
76.12
|
|
|
1,405,025
|
|
|
April
|
1,033,098
|
|
|
79.90
|
|
|
1,033,098
|
|
|
May
|
845,869
|
|
|
87.01
|
|
|
845,869
|
|
|
June
|
439,031
|
|
|
84.75
|
|
|
439,031
|
|
|
Total
|
5,740,258
|
|
|
$
|
78.71
|
|
|
5,740,258
|
|
|
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Numerator
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
169,349
|
|
|
$
|
32,789
|
|
|
$
|
389,667
|
|
|
$
|
82,833
|
|
Deduct dividends paid
|
(32,519
|
)
|
|
(21,616
|
)
|
|
(64,966
|
)
|
|
(40,450
|
)
|
||||
Undistributed earnings
|
$
|
136,830
|
|
|
$
|
11,173
|
|
|
$
|
324,701
|
|
|
$
|
42,383
|
|
Denominator
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding used in basic
earnings per share
|
62,244,778
|
|
|
68,558,472
|
|
|
63,665,856
|
|
|
69,161,001
|
|
||||
Incremental common shares from:
|
|
|
|
|
|
|
|
||||||||
PSUs
|
431,575
|
|
|
621,327
|
|
|
561,214
|
|
|
720,763
|
|
||||
ESPPs
|
46,939
|
|
|
64,600
|
|
|
46,939
|
|
|
64,600
|
|
||||
Weighted average shares used in diluted earnings per
share calculations
|
62,723,292
|
|
|
69,244,399
|
|
|
64,274,009
|
|
|
69,946,364
|
|
||||
Earnings per common share - Basic
|
|
|
|
|
|
|
|
||||||||
Distributed earnings
|
$
|
0.52
|
|
|
$
|
0.30
|
|
|
$
|
1.02
|
|
|
$
|
0.57
|
|
Undistributed earnings
|
2.20
|
|
|
0.18
|
|
|
5.10
|
|
|
0.63
|
|
||||
Net income
|
$
|
2.72
|
|
|
$
|
0.48
|
|
|
$
|
6.12
|
|
|
$
|
1.20
|
|
Earnings per common share - Diluted
|
|
|
|
|
|
|
|
||||||||
Distributed earnings
|
$
|
0.52
|
|
|
$
|
0.30
|
|
|
$
|
1.01
|
|
|
$
|
0.57
|
|
Undistributed earnings
|
2.18
|
|
|
0.17
|
|
|
5.05
|
|
|
0.61
|
|
||||
Net income
|
$
|
2.70
|
|
|
$
|
0.47
|
|
|
$
|
6.06
|
|
|
$
|
1.18
|
|
|
|
|
|
Qualified Pension
Benefits
|
|
Nonqualified Pension
Benefits (1)
|
|
Retirement Health
Benefits
|
|||||||||||||||||||||
|
For the Three Months Ended June 30,
|
|
For the Three Months Ended June 30,
|
|
For the Three Months Ended June 30,
|
|||||||||||||||||||||
|
2016 Plan 1
|
2016 Plan 2
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||
Service cost
|
$
|
—
|
|
$
|
—
|
|
|
$
|
9,750
|
|
|
$
|
100
|
|
|
$
|
1,125
|
|
|
$
|
—
|
|
|
$
|
625
|
|
Interest cost
|
3,400
|
|
3,500
|
|
|
9,050
|
|
|
925
|
|
|
1,350
|
|
|
875
|
|
|
950
|
|
|||||||
Expected return on plan assets
|
(7,800
|
)
|
(5,950
|
)
|
|
(13,725
|
)
|
|
—
|
|
|
—
|
|
|
(750
|
)
|
|
(825
|
)
|
|||||||
Amortization of prior service cost
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
200
|
|
|
—
|
|
|
(225
|
)
|
|||||||
Amortization of net loss
|
—
|
|
325
|
|
|
3,325
|
|
|
300
|
|
|
725
|
|
|
—
|
|
|
—
|
|
|||||||
Curtailment/settlement charge
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400
|
|
|
—
|
|
|
—
|
|
|||||||
Net periodic benefit (gain) cost
|
$
|
(4,400
|
)
|
$
|
(2,125
|
)
|
|
$
|
8,400
|
|
|
$
|
1,325
|
|
|
$
|
3,800
|
|
|
$
|
125
|
|
|
$
|
525
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Qualified Pension
Benefits
|
|
Nonqualified Pension
Benefits (1)
|
|
Retirement Health
Benefits
|
|||||||||||||||||||||
|
For the Six Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
|||||||||||||||||||||
|
2016 Plan 1
|
2016 Plan 2
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||
Service cost
|
$
|
—
|
|
$
|
—
|
|
|
$
|
19,500
|
|
|
$
|
200
|
|
|
$
|
2,250
|
|
|
$
|
—
|
|
|
$
|
1,250
|
|
Interest cost
|
6,800
|
|
7,000
|
|
|
18,100
|
|
|
1,850
|
|
|
2,700
|
|
|
1,750
|
|
|
1,900
|
|
|||||||
Expected return on plan assets
|
(15,600
|
)
|
(11,900
|
)
|
|
(27,450
|
)
|
|
—
|
|
|
—
|
|
|
(1,500
|
)
|
|
(1,650
|
)
|
|||||||
Amortization of prior service cost
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400
|
|
|
—
|
|
|
(450
|
)
|
|||||||
Amortization of net loss
|
—
|
|
650
|
|
|
6,650
|
|
|
600
|
|
|
1,450
|
|
|
—
|
|
|
—
|
|
|||||||
Curtailment/settlement (gain) charge
|
(23,057
|
)
|
—
|
|
|
—
|
|
|
(2,285
|
)
|
|
800
|
|
|
(4,236
|
)
|
|
—
|
|
|||||||
Net periodic benefit (gain) cost
|
$
|
(31,857
|
)
|
$
|
(4,250
|
)
|
|
$
|
16,800
|
|
|
$
|
365
|
|
|
$
|
7,600
|
|
|
$
|
(3,986
|
)
|
|
$
|
1,050
|
|
(1)
|
The Company’s nonqualified plan is unfunded.
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2016
|
||||||||||||||||||
|
Solutions
|
|
Specialty
Property
|
|
Health
|
|
Corporate &
Other
|
|
Consolidated
|
||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
||||||||||
Net earned premiums
|
$
|
755,252
|
|
|
$
|
451,318
|
|
|
$
|
(4,346
|
)
|
|
$
|
—
|
|
|
$
|
1,202,224
|
|
Fees and other income
|
202,908
|
|
|
109,846
|
|
|
8,284
|
|
|
7,267
|
|
|
328,305
|
|
|||||
Net investment income
|
88,362
|
|
|
17,823
|
|
|
1,983
|
|
|
11,652
|
|
|
119,820
|
|
|||||
Net realized gains on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
21,626
|
|
|
21,626
|
|
|||||
Amortization of deferred gain on disposal of
businesses (1)
|
—
|
|
|
—
|
|
|
—
|
|
|
125,818
|
|
|
125,818
|
|
|||||
Total revenues
|
1,046,522
|
|
|
578,987
|
|
|
5,921
|
|
|
166,363
|
|
|
1,797,793
|
|
|||||
Benefits, losses and expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Policyholder benefits
|
222,230
|
|
|
202,659
|
|
|
(24,075
|
)
|
|
—
|
|
|
400,814
|
|
|||||
Amortization of deferred acquisition
costs and value of business acquired
|
283,032
|
|
|
59,608
|
|
|
—
|
|
|
—
|
|
|
342,640
|
|
|||||
Underwriting, general and
administrative expenses (2)
|
475,935
|
|
|
231,920
|
|
|
37,763
|
|
|
57,977
|
|
|
803,595
|
|
|||||
Interest expense
|
—
|
|
|
—
|
|
|
—
|
|
|
15,232
|
|
|
15,232
|
|
|||||
Total benefits, losses and expenses
|
981,197
|
|
|
494,187
|
|
|
13,688
|
|
|
73,209
|
|
|
1,562,281
|
|
|||||
Segment income (loss) before
provision (benefit) for income tax
|
65,325
|
|
|
84,800
|
|
|
(7,767
|
)
|
|
93,154
|
|
|
235,512
|
|
|||||
Provision (benefit) for income taxes
|
3,925
|
|
|
27,859
|
|
|
(2,341
|
)
|
|
36,720
|
|
|
66,163
|
|
|||||
Segment income (loss) after tax
|
$
|
61,400
|
|
|
$
|
56,941
|
|
|
$
|
(5,426
|
)
|
|
$
|
56,434
|
|
|
|
||
Net income
|
|
|
|
|
|
|
|
|
$
|
169,349
|
|
(1)
|
Includes
$122,835
related to the additional deferred gain related to the Assurant Employee Benefits sale on March 1, 2016.
|
(2)
|
Corporate & Other includes a
$16,672
intangible asset impairment charge related to trade names that will no longer be used or defended by the Company.
|
|
|
|
|
Three Months Ended June 30, 2015
|
||||||||||||||||||||||
|
Solutions
|
|
Specialty
Property
|
|
Health
|
|
Employee
Benefits
|
|
Corporate &
Other
|
|
Consolidated
|
||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net earned premiums
|
$
|
752,604
|
|
|
$
|
532,022
|
|
|
$
|
584,443
|
|
|
$
|
269,189
|
|
|
$
|
—
|
|
|
$
|
2,138,258
|
|
Fees and other income
|
178,578
|
|
|
106,128
|
|
|
17,047
|
|
|
6,460
|
|
|
15,396
|
|
|
323,609
|
|
||||||
Net investment income
|
99,976
|
|
|
25,443
|
|
|
7,014
|
|
|
30,020
|
|
|
5,333
|
|
|
167,786
|
|
||||||
Net realized gains on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,999
|
|
|
11,999
|
|
||||||
Amortization of deferred gain on
disposal of businesses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,242
|
|
|
3,242
|
|
||||||
Total revenues
|
1,031,158
|
|
|
663,593
|
|
|
608,504
|
|
|
305,669
|
|
|
35,970
|
|
|
2,644,894
|
|
||||||
Benefits, losses and expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Policyholder benefits
|
235,099
|
|
|
214,605
|
|
|
625,323
|
|
|
192,687
|
|
|
—
|
|
|
1,267,714
|
|
||||||
Amortization of deferred acquisition
costs and value of business acquired
|
276,823
|
|
|
66,111
|
|
|
2,917
|
|
|
8,032
|
|
|
—
|
|
|
353,883
|
|
||||||
Underwriting, general and
administrative expenses
|
437,917
|
|
|
252,495
|
|
|
158,608
|
|
|
88,241
|
|
|
32,233
|
|
|
969,494
|
|
||||||
Interest expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,778
|
|
|
13,778
|
|
||||||
Total benefits, losses and
expenses
|
949,839
|
|
|
533,211
|
|
|
786,848
|
|
|
288,960
|
|
|
46,011
|
|
|
2,604,869
|
|
||||||
Segment income (loss) before
provision (benefit) for income tax
|
81,319
|
|
|
130,382
|
|
|
(178,344
|
)
|
|
16,709
|
|
|
(10,041
|
)
|
|
40,025
|
|
||||||
Provision (benefit) for income taxes
|
20,504
|
|
|
42,848
|
|
|
(54,569
|
)
|
|
5,441
|
|
|
(6,988
|
)
|
|
7,236
|
|
||||||
Segment income (loss) after tax
|
$
|
60,815
|
|
|
$
|
87,534
|
|
|
$
|
(123,775
|
)
|
|
$
|
11,268
|
|
|
$
|
(3,053
|
)
|
|
|
||
Net income
|
|
|
|
|
|
|
|
|
|
|
$
|
32,789
|
|
|
|
|
|
Six Months Ended June 30, 2016
|
||||||||||||||||||||||
|
Solutions
|
|
Specialty
Property
|
|
Health
|
|
Employee
Benefits (1)
|
|
Corporate &
Other
|
|
Consolidated
|
||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net earned premiums
|
$
|
1,494,176
|
|
|
$
|
920,927
|
|
|
$
|
24,388
|
|
|
$
|
177,971
|
|
|
$
|
—
|
|
|
$
|
2,617,462
|
|
Fees and other income
|
441,017
|
|
|
217,608
|
|
|
13,402
|
|
|
4,244
|
|
|
9,724
|
|
|
685,995
|
|
||||||
Net investment income
|
177,285
|
|
|
36,167
|
|
|
5,921
|
|
|
17,340
|
|
|
18,814
|
|
|
255,527
|
|
||||||
Net realized gains on investments (2)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
183,344
|
|
|
183,344
|
|
||||||
Amortization of deferred gain on
disposal of businesses (3)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
173,414
|
|
|
173,414
|
|
||||||
Gain on pension plan curtailment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,578
|
|
|
29,578
|
|
||||||
Total revenues
|
2,112,478
|
|
|
1,174,702
|
|
|
43,711
|
|
|
199,555
|
|
|
414,874
|
|
|
3,945,320
|
|
||||||
Benefits, losses and expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Policyholder benefits
|
448,981
|
|
|
382,131
|
|
|
(4,963
|
)
|
|
118,481
|
|
|
—
|
|
|
944,630
|
|
||||||
Amortization of deferred acquisition
costs and value of business acquired
|
552,042
|
|
|
119,082
|
|
|
—
|
|
|
5,858
|
|
|
—
|
|
|
676,982
|
|
||||||
Underwriting, general and
administrative expenses
|
977,145
|
|
|
473,354
|
|
|
90,718
|
|
|
58,469
|
|
|
121,268
|
|
|
1,720,954
|
|
||||||
Interest expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,735
|
|
|
29,735
|
|
||||||
Total benefits, losses and
expenses
|
1,978,168
|
|
|
974,567
|
|
|
85,755
|
|
|
182,808
|
|
|
151,003
|
|
|
3,372,301
|
|
||||||
Segment income (loss) before
provision (benefit) for income tax
|
134,310
|
|
|
200,135
|
|
|
(42,044
|
)
|
|
16,747
|
|
|
263,871
|
|
|
573,019
|
|
||||||
Provision (benefit) for income taxes
|
25,776
|
|
|
66,843
|
|
|
(9,445
|
)
|
|
6,277
|
|
|
93,901
|
|
|
183,352
|
|
||||||
Segment income (loss) after tax
|
$
|
108,534
|
|
|
$
|
133,292
|
|
|
$
|
(32,599
|
)
|
|
$
|
10,470
|
|
|
$
|
169,970
|
|
|
|
||
Net income
|
|
|
|
|
|
|
|
|
|
|
$
|
389,667
|
|
||||||||||
|
As of June 30, 2016
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Segment assets:
|
$
|
14,830,610
|
|
|
$
|
3,632,142
|
|
|
$
|
723,107
|
|
|
$
|
—
|
|
|
$
|
10,618,354
|
|
|
$
|
29,804,213
|
|
(1)
|
Assurant Employee Benefits amounts represent January and February results of operations prior to the sale on March 1, 2016.
|
(2)
|
Includes
$146,727
related to assets transferred to Sun Life as part of the Assurant Employee Benefits sale on March 1, 2016.
|
(3)
|
Includes
$167,428
related to the additional deferred gain related to the Assurant Employee Benefits sale on March 1, 2016.
|
|
|
|
|
Six Months Ended June 30, 2015
|
||||||||||||||||||||||
|
Solutions
|
|
Specialty
Property
|
|
Health
|
|
Employee
Benefits
|
|
Corporate &
Other
|
|
Consolidated
|
||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net earned premiums
|
$
|
1,507,081
|
|
|
$
|
1,060,468
|
|
|
$
|
1,194,185
|
|
|
$
|
536,086
|
|
|
$
|
—
|
|
|
$
|
4,297,820
|
|
Fees and other income
|
351,646
|
|
|
190,364
|
|
|
33,023
|
|
|
12,734
|
|
|
15,404
|
|
|
603,171
|
|
||||||
Net investment income
|
192,167
|
|
|
45,958
|
|
|
14,021
|
|
|
57,841
|
|
|
10,072
|
|
|
320,059
|
|
||||||
Net realized gains on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,954
|
|
|
15,954
|
|
||||||
Amortization of deferred gain on
disposal of businesses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,500
|
|
|
6,500
|
|
||||||
Total revenues
|
2,050,894
|
|
|
1,296,790
|
|
|
1,241,229
|
|
|
606,661
|
|
|
47,930
|
|
|
5,243,504
|
|
||||||
Benefits, losses and expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Policyholder benefits
|
450,647
|
|
|
419,208
|
|
|
1,230,086
|
|
|
378,500
|
|
|
—
|
|
|
2,478,441
|
|
||||||
Amortization of deferred acquisition
costs and value of business acquired
|
541,855
|
|
|
158,180
|
|
|
7,190
|
|
|
15,661
|
|
|
—
|
|
|
722,886
|
|
||||||
Underwriting, general and
administrative expenses
|
897,201
|
|
|
476,107
|
|
|
287,786
|
|
|
179,580
|
|
|
50,729
|
|
|
1,891,403
|
|
||||||
Interest expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,556
|
|
|
27,556
|
|
||||||
Total benefits, losses and
expenses
|
1,889,703
|
|
|
1,053,495
|
|
|
1,525,062
|
|
|
573,741
|
|
|
78,285
|
|
|
5,120,286
|
|
||||||
Segment income (loss) before
provision (benefit) for income tax
|
161,191
|
|
|
243,295
|
|
|
(283,833
|
)
|
|
32,920
|
|
|
(30,355
|
)
|
|
123,218
|
|
||||||
Provision (benefit) for income taxes
|
46,017
|
|
|
80,674
|
|
|
(76,089
|
)
|
|
11,504
|
|
|
(21,721
|
)
|
|
40,385
|
|
||||||
Segment income (loss) after tax
|
$
|
115,174
|
|
|
$
|
162,621
|
|
|
$
|
(207,744
|
)
|
|
$
|
21,416
|
|
|
$
|
(8,634
|
)
|
|
|
||
Net income
|
|
|
|
|
|
|
|
|
|
|
$
|
82,833
|
|
||||||||||
|
As of December 31, 2015
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Segment assets:
|
$
|
14,356,484
|
|
|
$
|
3,648,738
|
|
|
$
|
1,437,032
|
|
|
$
|
2,190,808
|
|
|
$
|
8,403,340
|
|
|
$
|
30,036,402
|
|
|
|
|
i.
|
actions by governmental agencies or government sponsored entities or other circumstances, including pending regulatory matters affecting our lender-placed insurance business, that could result in reductions of premium rates or increases in expenses, including claims, commissions, fines, penalties or other expenses;
|
ii.
|
loss of significant client relationships or business, distribution sources or contracts and reliance on a few clients;
|
iii.
|
potential variations between the final risk adjustment amount and reinsurance amounts, as determined by the U.S. Department of Health and Human Services under the Affordable Care Act, and the Company's estimate;
|
iv.
|
unfavorable outcomes in litigation and/or regulatory investigations that could negatively affect our results, business and reputation;
|
v.
|
inability to execute strategic plans related to acquisitions, dispositions or new ventures;
|
vi.
|
failure to adequately predict or manage benefits, claims and other costs;
|
vii.
|
inadequacy of reserves established for future claims;
|
viii.
|
current or new laws and regulations that could increase our costs and decrease our revenues;
|
ix.
|
significant competitive pressures in our businesses;
|
x.
|
failure to attract and retain sales representatives, key managers, agents or brokers;
|
xi.
|
losses due to natural or man-made catastrophes;
|
xii.
|
a decline in our credit or financial strength ratings (including the risk of ratings downgrades in the insurance industry);
|
xiii.
|
deterioration in the Company’s market capitalization compared to its book value that could result in an impairment of goodwill;
|
xiv.
|
risks related to our international operations, including fluctuations in exchange rates;
|
xv.
|
data breaches compromising client information and privacy;
|
xvi.
|
general global economic, financial market and political conditions (including difficult conditions in financial, capital, credit and currency markets, the global economic slowdown, fluctuations in interest rates or a prolonged period of low interest rates, monetary policies, unemployment and inflationary pressure);
|
xvii.
|
cyber security threats and cyber attacks;
|
xviii.
|
failure to effectively maintain and modernize our information systems;
|
xix.
|
uncertain tax positions and unexpected tax liabilities;
|
xx.
|
risks related to outsourcing activities;
|
xxi.
|
unavailability, inadequacy and unaffordable pricing of reinsurance coverage;
|
xxii.
|
diminished value of invested assets in our investment portfolio (due to, among other things, volatility in financial markets; the global economic slowdown; credit, currency and liquidity risk; other than temporary impairments and increases in interest rates);
|
xxiii.
|
insolvency of third parties to whom we have sold or may sell businesses through reinsurance or modified co-insurance;
|
xxiv.
|
inability of reinsurers to meet their obligations;
|
xxv.
|
credit risk of some of our agents in Assurant Specialty Property and Assurant Solutions;
|
xxvi.
|
inability of our subsidiaries to pay sufficient dividends;
|
xxvii.
|
failure to provide for succession of senior management and key executives; and
|
xxviii.
|
cyclicality of the insurance industry.
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Net earned premiums
|
$
|
1,202,224
|
|
|
$
|
2,138,258
|
|
|
$
|
2,617,462
|
|
|
$
|
4,297,820
|
|
Fees and other income
|
328,305
|
|
|
323,609
|
|
|
685,995
|
|
|
603,171
|
|
||||
Net investment income
|
119,820
|
|
|
167,786
|
|
|
255,527
|
|
|
320,059
|
|
||||
Net realized gains on investments
|
21,626
|
|
|
11,999
|
|
|
183,344
|
|
|
15,954
|
|
||||
Amortization of deferred gain on disposal of businesses
|
125,818
|
|
|
3,242
|
|
|
173,414
|
|
|
6,500
|
|
||||
Gain on pension plan curtailment
|
—
|
|
|
—
|
|
|
29,578
|
|
|
—
|
|
||||
Total revenues
|
1,797,793
|
|
|
2,644,894
|
|
|
3,945,320
|
|
|
5,243,504
|
|
||||
Benefits, losses and expenses:
|
|
|
|
|
|
|
|
||||||||
Policyholder benefits
|
400,814
|
|
|
1,267,714
|
|
|
944,630
|
|
|
2,478,441
|
|
||||
Selling, underwriting and general expenses
|
1,146,235
|
|
|
1,323,377
|
|
|
2,397,936
|
|
|
2,614,289
|
|
||||
Interest expense
|
15,232
|
|
|
13,778
|
|
|
29,735
|
|
|
27,556
|
|
||||
Total benefits, losses and expenses
|
1,562,281
|
|
|
2,604,869
|
|
|
3,372,301
|
|
|
5,120,286
|
|
||||
Income before provision for income taxes
|
235,512
|
|
|
40,025
|
|
|
573,019
|
|
|
123,218
|
|
||||
Provision for income taxes
|
66,163
|
|
|
7,236
|
|
|
183,352
|
|
|
40,385
|
|
||||
Net income
|
$
|
169,349
|
|
|
$
|
32,789
|
|
|
$
|
389,667
|
|
|
$
|
82,833
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Net earned premiums
|
$
|
755,252
|
|
|
$
|
752,604
|
|
|
$
|
1,494,176
|
|
|
$
|
1,507,081
|
|
Fees and other income
|
202,908
|
|
|
178,578
|
|
|
441,017
|
|
|
351,646
|
|
||||
Net investment income
|
88,362
|
|
|
99,976
|
|
|
177,285
|
|
|
192,167
|
|
||||
Total revenues
|
1,046,522
|
|
|
1,031,158
|
|
|
2,112,478
|
|
|
2,050,894
|
|
||||
Benefits, losses and expenses:
|
|
|
|
|
|
|
|
||||||||
Policyholder benefits
|
222,230
|
|
|
235,099
|
|
|
448,981
|
|
|
450,647
|
|
||||
Selling, underwriting and general expenses
|
758,967
|
|
|
714,740
|
|
|
1,529,187
|
|
|
1,439,056
|
|
||||
Total benefits, losses and expenses
|
981,197
|
|
|
949,839
|
|
|
1,978,168
|
|
|
1,889,703
|
|
||||
Segment income before provision for income taxes
|
65,325
|
|
|
81,319
|
|
|
134,310
|
|
|
161,191
|
|
||||
Provision for income taxes
|
3,925
|
|
|
20,504
|
|
|
25,776
|
|
|
46,017
|
|
||||
Segment net income
|
$
|
61,400
|
|
|
$
|
60,815
|
|
|
$
|
108,534
|
|
|
$
|
115,174
|
|
|
|
|
|
|
|
|
|
||||||||
Net earned premiums, fees and other:
|
|
|
|
|
|
|
|
||||||||
Global connected living
|
$
|
616,268
|
|
|
$
|
621,411
|
|
|
$
|
1,278,447
|
|
|
$
|
1,241,794
|
|
Global vehicle protection
|
196,557
|
|
|
145,550
|
|
|
362,445
|
|
|
290,270
|
|
||||
Global preneed
|
43,216
|
|
|
44,017
|
|
|
85,944
|
|
|
84,726
|
|
||||
Global credit and other
|
102,119
|
|
|
120,204
|
|
|
208,357
|
|
|
241,937
|
|
||||
Total
|
$
|
958,160
|
|
|
$
|
931,182
|
|
|
$
|
1,935,193
|
|
|
$
|
1,858,727
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Net earned premiums
|
$
|
451,318
|
|
|
$
|
532,022
|
|
|
$
|
920,927
|
|
|
$
|
1,060,468
|
|
Fees and other income
|
109,846
|
|
|
106,128
|
|
|
217,608
|
|
|
190,364
|
|
||||
Net investment income
|
17,823
|
|
|
25,443
|
|
|
36,167
|
|
|
45,958
|
|
||||
Total revenues
|
578,987
|
|
|
663,593
|
|
|
1,174,702
|
|
|
1,296,790
|
|
||||
Benefits, losses and expenses:
|
|
|
|
|
|
|
|
||||||||
Policyholder benefits
|
202,659
|
|
|
214,605
|
|
|
382,131
|
|
|
419,208
|
|
||||
Selling, underwriting and general expenses
|
291,528
|
|
|
318,606
|
|
|
592,436
|
|
|
634,287
|
|
||||
Total benefits, losses and expenses
|
494,187
|
|
|
533,211
|
|
|
974,567
|
|
|
1,053,495
|
|
||||
Segment income before provision for income taxes
|
84,800
|
|
|
130,382
|
|
|
200,135
|
|
|
243,295
|
|
||||
Provision for income taxes
|
27,859
|
|
|
42,848
|
|
|
66,843
|
|
|
80,674
|
|
||||
Segment net income
|
$
|
56,941
|
|
|
$
|
87,534
|
|
|
$
|
133,292
|
|
|
$
|
162,621
|
|
|
|
|
|
|
|
|
|
||||||||
Net earned premiums, fees and other:
|
|
|
|
|
|
|
|
||||||||
Lender-placed insurance
|
$
|
321,665
|
|
|
$
|
412,841
|
|
|
$
|
668,355
|
|
|
$
|
826,927
|
|
Multi-family housing
|
78,355
|
|
|
70,372
|
|
|
155,370
|
|
|
133,026
|
|
||||
Mortgage solutions
|
79,434
|
|
|
76,351
|
|
|
155,350
|
|
|
135,746
|
|
||||
Manufactured housing and other
|
81,710
|
|
|
78,586
|
|
|
159,460
|
|
|
155,133
|
|
||||
Total
|
$
|
561,164
|
|
|
$
|
638,150
|
|
|
$
|
1,138,535
|
|
|
$
|
1,250,832
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Net earned premiums (1)
|
$
|
(4,346
|
)
|
|
$
|
584,443
|
|
|
$
|
24,388
|
|
|
$
|
1,194,185
|
|
Fees and other income
|
8,284
|
|
|
17,047
|
|
|
13,402
|
|
|
33,023
|
|
||||
Net investment income
|
1,983
|
|
|
7,014
|
|
|
5,921
|
|
|
14,021
|
|
||||
Total revenues
|
5,921
|
|
|
608,504
|
|
|
43,711
|
|
|
1,241,229
|
|
||||
Benefits, losses and expenses:
|
|
|
|
|
|
|
|
||||||||
Policyholder benefits (2)
|
(24,075
|
)
|
|
625,323
|
|
|
(4,963
|
)
|
|
1,230,086
|
|
||||
Selling, underwriting and general expenses
|
37,763
|
|
|
161,525
|
|
|
90,718
|
|
|
294,976
|
|
||||
Total benefits, losses and expenses
|
13,688
|
|
|
786,848
|
|
|
85,755
|
|
|
1,525,062
|
|
||||
Segment loss before benefit for
income taxes
|
(7,767
|
)
|
|
(178,344
|
)
|
|
(42,044
|
)
|
|
(283,833
|
)
|
||||
Benefit for income taxes
|
(2,341
|
)
|
|
(54,569
|
)
|
|
(9,445
|
)
|
|
(76,089
|
)
|
||||
Segment net loss
|
$
|
(5,426
|
)
|
|
$
|
(123,775
|
)
|
|
$
|
(32,599
|
)
|
|
$
|
(207,744
|
)
|
Net earned premiums:
|
|
|
|
|
|
|
|
||||||||
Individual
|
$
|
(12,382
|
)
|
|
$
|
488,285
|
|
|
$
|
9,496
|
|
|
$
|
1,002,483
|
|
Small employer group
|
8,036
|
|
|
96,158
|
|
|
14,892
|
|
|
191,702
|
|
||||
Total (1)
|
$
|
(4,346
|
)
|
|
$
|
584,443
|
|
|
$
|
24,388
|
|
|
$
|
1,194,185
|
|
(2)
|
Second Quarter 2016 and Six Months 2016 amounts are negative primarily due to a pharmacy rebate accrual and favorable claims development.
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Net earned premiums
|
$
|
—
|
|
|
$
|
269,189
|
|
|
$
|
177,971
|
|
|
$
|
536,086
|
|
Fees and other income
|
—
|
|
|
6,460
|
|
|
4,244
|
|
|
12,734
|
|
||||
Net investment income
|
—
|
|
|
30,020
|
|
|
17,340
|
|
|
57,841
|
|
||||
Total revenues
|
—
|
|
|
305,669
|
|
|
199,555
|
|
|
606,661
|
|
||||
Benefits, losses and expenses:
|
|
|
|
|
|
|
|
||||||||
Policyholder benefits
|
—
|
|
|
192,687
|
|
|
118,481
|
|
|
378,500
|
|
||||
Selling, underwriting and general expenses
|
—
|
|
|
96,273
|
|
|
64,327
|
|
|
195,241
|
|
||||
Total benefits, losses and expenses
|
—
|
|
|
288,960
|
|
|
182,808
|
|
|
573,741
|
|
||||
Segment income before provision for income taxes
|
—
|
|
|
16,709
|
|
|
16,747
|
|
|
32,920
|
|
||||
Provision for income taxes
|
—
|
|
|
5,441
|
|
|
6,277
|
|
|
11,504
|
|
||||
Segment net income
|
$
|
—
|
|
|
$
|
11,268
|
|
|
$
|
10,470
|
|
|
$
|
21,416
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Fees and other income
|
$
|
7,267
|
|
|
$
|
15,396
|
|
|
$
|
9,724
|
|
|
$
|
15,404
|
|
Net investment income
|
11,652
|
|
|
5,333
|
|
|
18,814
|
|
|
10,072
|
|
||||
Net realized gains on investments
|
21,626
|
|
|
11,999
|
|
|
183,344
|
|
|
15,954
|
|
||||
Amortization of deferred gain on disposal of businesses
|
125,818
|
|
|
3,242
|
|
|
173,414
|
|
|
6,500
|
|
||||
Gain on pension plan curtailment
|
—
|
|
|
—
|
|
|
29,578
|
|
|
—
|
|
||||
Total revenues
|
166,363
|
|
|
35,970
|
|
|
414,874
|
|
|
47,930
|
|
||||
Benefits, losses and expenses:
|
|
|
|
|
|
|
|
||||||||
Selling, underwriting and general expenses
|
57,977
|
|
|
32,233
|
|
|
121,268
|
|
|
50,729
|
|
||||
Interest expense
|
15,232
|
|
|
13,778
|
|
|
29,735
|
|
|
27,556
|
|
||||
Total benefits, losses and expenses
|
73,209
|
|
|
46,011
|
|
|
151,003
|
|
|
78,285
|
|
||||
Segment income (loss) before provision (benefit) for income taxes
|
93,154
|
|
|
(10,041
|
)
|
|
263,871
|
|
|
(30,355
|
)
|
||||
Provision (benefit) for income taxes
|
36,720
|
|
|
(6,988
|
)
|
|
93,901
|
|
|
(21,721
|
)
|
||||
Segment net income (loss)
|
$
|
56,434
|
|
|
$
|
(3,053
|
)
|
|
$
|
169,970
|
|
|
$
|
(8,634
|
)
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Fixed maturity securities
|
$
|
100,424
|
|
|
$
|
123,792
|
|
|
$
|
212,248
|
|
|
$
|
247,283
|
|
Equity securities
|
5,939
|
|
|
7,594
|
|
|
12,681
|
|
|
14,805
|
|
||||
Commercial mortgage loans on real estate
|
10,316
|
|
|
17,042
|
|
|
24,039
|
|
|
35,146
|
|
||||
Policy loans
|
585
|
|
|
684
|
|
|
1,191
|
|
|
1,227
|
|
||||
Short-term investments
|
1,435
|
|
|
462
|
|
|
2,066
|
|
|
881
|
|
||||
Other investments
|
141
|
|
|
19,616
|
|
|
1,895
|
|
|
23,849
|
|
||||
Cash and cash equivalents
|
5,441
|
|
|
4,414
|
|
|
10,463
|
|
|
8,495
|
|
||||
Total investment income
|
124,281
|
|
|
173,604
|
|
|
264,583
|
|
|
331,686
|
|
||||
Investment expenses
|
(4,461
|
)
|
|
(5,818
|
)
|
|
(9,056
|
)
|
|
(11,627
|
)
|
||||
Net investment income
|
$
|
119,820
|
|
|
$
|
167,786
|
|
|
$
|
255,527
|
|
|
$
|
320,059
|
|
•
|
Removed ratings of Union Security Insurance Company and Union Security Life Insurance Company of New York from under review with negative implications and affirmed with a stable outlook.
|
•
|
Ratings of Assurant's senior debt were upgraded from bbb to bbb+.
|
•
|
Ratings of Assurant's commercial paper were upgraded from AMB-2 to AMB-1.
|
•
|
Ratings of all other rated entities were affirmed with a stable outlook.
|
•
|
Rating of Union Security Insurance Company was affirmed and the outlook revised from developing to stable.
|
•
|
All other ratings remain unchanged.
|
•
|
Rating of Union Security Insurance Company was upgraded from A- to A.
|
•
|
Withdrew the ratings of John Alden Life Insurance Company and Time Insurance Company.
|
•
|
All other ratings remain unchanged.
|
|
For the Six Months Ended June 30,
|
||||||
Net cash (used in) provided by:
|
2016
|
|
2015
|
||||
Operating activities (1)
|
$
|
(298,243
|
)
|
|
$
|
153,417
|
|
Investing activities
|
745,635
|
|
|
55,750
|
|
||
Financing activities
|
(503,023
|
)
|
|
(230,387
|
)
|
||
Net change in cash
|
$
|
(55,631
|
)
|
|
$
|
(21,220
|
)
|
(1)
|
Includes effect of exchange rate changes and the reclassification of assets held for sale on cash and cash equivalents.
|
|
For the Six Months Ended June 30,
|
||||||
|
2016
|
|
2015
|
||||
Interest paid on debt
|
$
|
29,137
|
|
|
$
|
27,406
|
|
Common stock dividends
|
64,966
|
|
|
40,450
|
|
||
Total
|
$
|
94,103
|
|
|
$
|
67,856
|
|
(Dollar amounts in thousands, expect number of shares and per share amounts)
|
|||||||||||||
Period in 2016
|
Total
Number of
Shares Repurchased
|
|
Average Price
Paid Per Share
|
|
Total Number of Shares
Repurchased as Part of
Publicly Announced
Programs (1)
|
|
Approximate
Dollar Value of
Shares that
May Yet be
Repurchased
Under the
Programs (1)
|
||||||
January 1-31
|
1,147,337
|
|
|
$
|
78.44
|
|
|
1,147,337
|
|
|
$
|
862,125
|
|
February 1-29
|
869,898
|
|
|
70.69
|
|
|
869,898
|
|
|
800,645
|
|
||
March 1-31
|
1,405,025
|
|
|
76.12
|
|
|
1,405,025
|
|
|
693,717
|
|
||
April 1-30
|
1,033,098
|
|
|
79.90
|
|
|
1,033,098
|
|
|
611,195
|
|
||
May 1-31
|
845,869
|
|
|
87.01
|
|
|
845,869
|
|
|
537,609
|
|
||
June 1-30
|
439,031
|
|
|
84.75
|
|
|
439,031
|
|
|
500,406
|
|
||
Total
|
5,740,258
|
|
|
$
|
78.71
|
|
|
5,740,258
|
|
|
$
|
500,406
|
|
(1)
|
Shares purchased pursuant to the November 15, 2013 publicly announced share repurchase authorization of up to $600,000 of outstanding common stock, which was increased by an authorization announced on September 9, 2015 for the repurchase of up to an additional $750,000 of outstanding common stock. See Note 12 of the Notes to the consolidated financial statements for a description of certain matters, which is incorporated herein by reference.
|
10.1
|
|
Employment Letter Agreement, dated March 8, 2016, by and between Assurant, Inc. and Ajay Waghray. *
|
|
|
|
10.2
|
|
Form of Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. Long Term Equity Incentive Plan, dated May 10, 2016. *
|
|
|
|
10.3
|
|
Employment Letter Agreement, dated April 26, 2016, by and between Assurant, Inc. and Richard Dziadzio. *
|
|
|
|
10.4
|
|
Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. Long Term Equity Incentive Plan, dated July 18, 2016, by and between Assurant, Inc. and Richard Dziadzio. *
|
|
|
|
10.5
|
|
Form of Assurant, Inc. Change in Control Agreement, dated May 13, 2016. *
|
|
|
|
10.6
|
|
Assurant, Inc. Amended and Restated Directors Compensation Plan, effective as of May 13, 2016. *
|
|
|
|
10.7
|
|
Retirement Agreement, dated June 29, 2016, by and between Assurant, Inc. and S. Craig Lemasters. *
|
|
|
|
12.1
|
|
Computation of Ratio of Consolidated Earnings to Fixed Charges.
|
|
|
|
31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
|
|
|
|
31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer of Assurant, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.2
|
|
Certification of Chief Financial Officer of Assurant, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
101
|
|
The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statement of Changes in Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements.
|
*
|
Management contract or compensatory plan
|
|
|
|
|
|
|
|
ASSURANT, INC.
|
||
|
|
|
|
|
Date: August 2, 2016
|
|
By:
|
|
/s/ ALAN B. COLBERG
|
|
|
Name:
|
|
Alan B. Colberg
|
|
|
Title:
|
|
President, Chief Executive Officer and Director
|
|
|
|
|
|
Date: August 2, 2016
|
|
By:
|
|
/s/ RICHARD S. DZIADZIO
|
|
|
Name:
|
|
Richard S. Dziadzio
|
|
|
Title:
|
|
Executive Vice President, Chief Financial Officer and Treasurer
|
Sincerely,
|
|
|
|
|
|
/s/ Alan Colberg
|
|
|
Alan Colberg
President and Chief Executive Officer
Assurant, Inc.
|
|
|
|
|
|
Agreed to and Accepted by:
|
|
|
|
|
|
/s/ Ajay Waghray
|
|
3/11/2016
|
Ajay Waghray
|
|
Date
|
If to the Participant:
|
|
|
At the most recent address
|
|
on file at the Company
|
If to the Company:
|
|
|
Assurant, Inc.
|
|
28 Liberty Street, 41st Floor
|
|
New York, New York 10005
|
|
Attention: Secretary
|
Sincerely,
|
|
|
|
|
|
/s/ Alan Colberg
|
|
|
Alan Colberg
President and Chief Executive Officer Assurant, Inc. |
|
|
|
|
|
Agreed to and Accepted by:
|
|
|
|
|
|
/s/ Richard Dziadzio
|
|
4/27/16
|
Richard Dziadzio
|
|
Date
|
If to the Participant:
|
|
|
At the most recent address
|
|
on file at the Company
|
If to the Company:
|
|
|
Assurant, Inc.
|
|
28 Liberty Street, 41st Floor
|
|
New York, New York 10005
|
|
Attention: Secretary
|
A.
|
The Company wishes to promote continuity of management in the event of a Change in Control and to provide the Executive with certain benefits in the event that Executive’s employment with the Company is terminated by the Company without Cause or by the Executive with Good Reason following or in anticipation of such a Change in Control under the circumstances specified below.
|
B.
|
Wherever they may appear in this document, all capitalized terms have the meanings given in the definitions above or below (as the case may be).
|
1.
|
TERM AND EFFECT OF AGREEMENT
|
A.
|
Term
. This Agreement shall be effective as of the Effective Date and shall continue in effect until the Expiration Date. The initial Expiration Date shall be December 31, 2016 but, on that date and each December 31 thereafter, the Expiration Date shall automatically be extended by one additional year unless, not later than the immediately preceding June 30, the Company has given written notice to the Executive that the Expiration Date shall not be so extended;
provided, however,
that if a Change in Control shall have occurred prior to the original or extended Expiration Date, the Expiration Date shall automatically be extended to the second anniversary of the Change in Control.
|
B.
|
Effect of This Agreement
. Prior to the Period of Employment hereunder, the employment of the Executive by the Company shall be at will and may be terminated at any time for any reason in the
|
2.
|
CERTAIN DEFINITIONS
|
A.
|
Change in Control.
|
i.
|
the consummation of an acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (a “Person”) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of shares of outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Voting Securities") that, when combined with any other securities owned beneficially by the acquirer, would result in such acquirer beneficially owning thirty percent or more of either (a) the then outstanding shares of common stock of the Company or (b) the combined voting power of the then Outstanding Voting Securities, excluding any Person that is the surviving or resulting entity in a transaction described in Section 2.A.(iii) below that does not also result in a Change in Control thereunder.
|
iii.
|
the consummation of a transaction approved by the stockholders of the Company that is a merger, consolidation, reorganization or similar corporate transaction, regardless of whether the Company is the surviving corporation in such transaction, other than a merger, consolidation, or reorganization that results in the Outstanding Voting Securities immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity constituting) more than fifty percent of the combined voting power of the voting securities of the Company (or such surviving entity) outstanding immediately after such merger, consolidation, reorganization or transaction; or
|
3.
|
EXECUTIVE'S RESPONSIBILITIES; LOCATION
|
A.
|
Position, Duties, Responsibilities
. Commencing on the date of the Change in Control, the Executive shall serve in the position and have the duties and responsibilities as in effect immediately prior to the date of the Change in Control.
|
B.
|
Best Efforts
. During the Period of Employment, the Executive shall devote his full time, best efforts and undivided attention during normal business hours to the business and affairs of the Company, except reasonable time for vacations, illness or incapacity.
|
C.
|
Principal Business Office
. During the Period of Employment, the Executive's principal business office shall be located in the [___________] metropolitan area.
|
4.
|
COMPENSATION, PERQUISITES AND EMPLOYEE BENEFITS
|
A.
|
Base Salary
. During the Period of Employment, the Executive shall receive an annual base salary at a rate not less than the rate in effect immediately prior to the date of commencement of the Contract Term.
|
B.
|
Incentive Compensation
. During the Period of Employment, the Executive shall continue to be a full participant in the Company's short-term annual incentive compensation plan (“Annual Bonus”) and the Company’s long term incentive plan (“LTIP”), as well as any comparable successor plans (the “Incentive Plans”), as the Incentive Plans are in effect immediately prior to the Contract Term and with such changes and improvements in the Incentive Plans or other
|
C.
|
Employee Benefits
. During the Period of Employment, the Executive shall be entitled to participate in all employee benefit plans and programs as in effect for senior executives of the Company immediately prior to the date of the Change in Control (the “Benefit Plans”) under the terms of the Benefit Plans, with such changes and improvements in the Benefit Plans as may from time to time be made in accordance with the practices of the Company,
provided, however,
that, for purposes of this paragraph, no plan, arrangement or expectation with respect to severance or other benefit or payment that may be made upon termination of employment (other than as provided in this document) shall be considered a Benefit Plan.
|
5.
|
DEATH OR DISABILITY
|
A.
|
Death
. If the Executive should die during the Period of Employment, his or her employment shall be deemed to have terminated on the last day of the month in which death shall have occurred.
|
B.
|
Disability
. “Disability” shall mean an illness or accident that has prevented the Executive from performing his duties under this Agreement for a period of six consecutive months. In the event that the Executive suffers a Disability during the Period of Employment, his employment shall terminate on the last day of such six-month period.
|
6.
|
TERMINATION OF EMPLOYMENT BY THE COMPANY OR THE EXECUTIVE
|
A.
|
Cause
. The termination of the Executive's employment by the Company during the Contract Term shall be deemed to be for “Cause” only if it is due to:
|
(1)
|
conviction of the Executive for a felony;
|
(2)
|
an act or acts of dishonesty by the Executive;
|
(3)
|
a willful, deliberate and intentional failure by the Executive during the Period of Employment (not including any failure by reason of incapacity due to illness or accident) to comply with the provisions of this Agreement relating to the time and best efforts to be devoted by the Executive to the affairs of the Company, if such failure demonstrably results in material injury to the Company, the determination of the existence or non-existence of willful, deliberate and intentional failure and material injury, if contested and not resolved between the parties, to be submitted to binding arbitration as specified below in section 6.C.(3), with the decision of the arbitrator on this issue (as on all other issues properly submitted to arbitration) being final and non-appealable; or
|
(4)
|
the Executive’s gross misconduct resulting in material risk (which may be legal or reputational risk) or injury (whether material or immaterial) to the Company, the determination of the existence or non-existence of gross misconduct and material risk or injury, if contested and not resolved between the parties, to be submitted to binding arbitration as specified below in section 6.C.(3), with the decision of the arbitrator on this
|
B.
|
Good Reason
. The termination of the Executive's employment by the Executive during the Contract Term shall be deemed to be for “Good Reason” only if such termination shall be the result of:
|
(1)
|
a reduction during the Period of Employment in the level, as of the date of the Change in Control, of either (a) the Executive's base salary or (b) the Executive's Target Incentive Plan opportunities or (c) if material, the Benefit Plan coverages (other than a reduction in awards or benefits that is generally applicable to participants in a plan in accordance with the terms of the plan in effect immediately prior to the date of the Change in Control);
|
(2)
|
a material diminution during the Period of Employment in the Executive's position, powers, authority, duties or responsibilities, or the business to which those powers, authority, duties or responsibilities apply;
|
(3)
|
removal during the Period of Employment of the Executive from the office he held immediately prior to the Change in Control or material change during the Period of Employment in the Executive's chain of supervision as it existed immediately prior to the Change in Control;
|
(4)
|
any requirement that the Executive work at a principal place of business other than [_______________] [
insert address of office
], if it is more than 30 miles from the Executive's residence at the time of the Change in Control;
|
(5)
|
a material breach of this Agreement by the Company, provided that notice of the Executive's election to terminate his employment for Good Reason under this Agreement is given in accordance with Section 6.C., below.
|
(1)
|
Notice
|
(a)
|
Notice of termination of employment under this Agreement shall be provided in writing by the Company or the Executive, as applicable, and shall specify the date of termination of employment, which date shall in no event be earlier than 60 days from the date of such notice.
|
(b)
|
In the event that the Company elects to terminate the Executive's employment, in the notice required by the immediately preceding subparagraph, the Company shall state whether the termination is for Cause. If so, such notice shall state that the Executive has engaged in conduct set forth in Section 6.A., above, with the particulars thereof specified in detail.
|
(c)
|
In the event that the Executive elects to terminate employment, in the notice required by this Section 6.C., the Executive shall state whether the voluntary termination of employment is for Good Reason. If so, such notice shall state the reason or reasons for such termination, as set forth in Section 6.B., with the particulars thereof specified in detail, and shall be given within three calendar months after the most recent event giving rise to Good Reason.
|
(2)
|
Cure
|
(a)
|
In the case of the Executive's alleged breach as set forth in Section 6.A.(2), the Executive shall be given the opportunity to remedy such alleged breach within 30 days from his receipt of the notice referred to above.
|
(b)
|
In the case of the Executive's allegation of Good Reason as set forth in Section 6.B., the Company shall be given the opportunity to remedy the alleged Good Reason within 30 days from its receipt of the notice referred to above.
|
(3)
|
Arbitration
.
|
7.
|
CONSEQUENCES OF TERMINATION, DEATH OR DISABILITY
|
A.
|
Termination by the Company Other Than for Cause or by the Executive for
|
(1)
|
a lump sum in cash within sixty days after the Date of Termination equal to
|
B.
|
Death
. If the Executive’s employment is terminated by reason of the Executive’s death during the Period of Employment, the Company shall pay the Executive’s estate or beneficiaries the Accrued Obligations, the Pro Rata Bonus and the Other Benefits (subject to the proviso in Section 7.A.(1)(a) to the extent applicable), and shall have no other severance obligations under this Agreement. The Accrued Obligations and the Pro Rata Bonus shall be paid to the Executive’s estate or beneficiary, as applicable, in a lump sum in cash within 30 days of the Termination Date.
|
C.
|
Disability
. If the Executive’s employment is terminated by reason of the Executive’s Disability during the Period of Employment, the Company shall pay the Executive the Accrued Obligations and Pro Rata Bonus and the Other Benefits (subject to the proviso in Section 7.A.(1)(a), to the extent applicable) and shall have no other severance obligations under this Agreement. The Accrued Obligations and the Pro Rata Bonus shall be paid to the Executive in a lump sum in cash within 30 days of the Termination Date.
|
D.
|
Cause; Other Than for Good Reason
. If the Executive’s employment is terminated for Cause during the Period of Employment, the Company shall pay the Executive’s annual base salary through the Termination Date and the Other Benefits (disregarding the proviso set forth in subject
|
E.
|
Consideration for Restrictive Covenants
. The Company and the Executive hereby stipulate that such portion of the amounts payable pursuant to section 7.A. of this Agreement as may be determined to be reasonable by Ernst & Young LLP (the “Accounting Firm”) is in consideration, in part, for Executive’s agreeing and adhering to the Restrictive Covenants set forth in Section 11.A. The Executive agrees to report such payments on all applicable tax returns in a manner consistent with the preceding sentence.
|
8.
|
NON-EXCLUSIVITY OF RIGHTS
|
9.
|
FULL SETTLEMENT; NO MITIGATION REQUIREMENT; LEGAL FEES
|
10.
|
TREATMENT OF CERTAIN PARACHUTE PAYMENTS
|
A.
|
Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that (i) any Payment (or any acceleration of any Payment) to or for the benefit of Executive would be subject to the Excise Tax, and (ii) the reduction of the amounts payable to Executive under this Agreement to the Safe Harbor Amount would provide the Executive with a greater after-tax amount than if such amounts were not reduced, then the amounts payable to Executive under this Agreement shall be reduced (but not below zero) by an amount sufficient to reduce the Parachute Value of the Payments to the Safe Harbor Amount. The reduction of the Parachute Value of the Payments, if applicable, shall be made by reducing the payments and benefits under the following sections of this Agreement in the following order: (i) Section 7.A.(1)(b)
,
hereof, (ii) Section 7.A.(1)(A)(v) hereof and (iii) Section 7.A.(2) hereof unless an alternative method of reduction was elected by Executive prior to the date set forth in the first paragraph of this Agreement. If the reductions described in the preceding sentence are not sufficient to reduce the Parachute Value of the Payments to the Safe Harbor Amount, further reduction of the Parachute Value of the Payments shall be made in the manner which has the least economic cost to the Executive.
|
B.
|
All determinations required to be made under this Section 10, including the Safe Harbor Amount, whether and when an Excise Tax is due, the amount of Excise Tax and the assumptions to be used in arriving at such determinations, shall be made by the Accounting Firm on the basis of such reasonable assumptions as may be determined by the Accounting Firm or as may be agreed to by
|
C.
|
If it is established pursuant to a final determination of a court or the Internal Revenue Service (the “IRS”) proceeding, which has been finally and conclusively resolved, that Payments have been made to, or provided for the benefit of, Executive by the Company, which are in excess of the limitations provided in this Section 10 (hereinafter referred to as an “Excess Payment”), such Excess Payment shall be deemed for all purposes to be a loan to Executive made on the date Executive received the Excess Payment and Executive shall repay the Excess Payment to the Company on demand, together with interest on the Excess Payment at the applicable federal rate
|
D.
|
Definitions
. The following terms shall have the following meanings for purposes of this Section 10.
|
11.
|
NONSOLICITATION, NONDISPARAGEMENT , NONCOMPETITION
|
A.
|
Restrictions on Solicitation and Competitive Activities
. During the Period of Employment and the 12-month period immediately following the Termination Date, the Executive shall not, directly or indirectly, (1) solicit, induce or attempt to induce or otherwise counsel, advise, ask or encourage any employee of the Company or any affiliated company to leave the employ of the Company or to accept employment or assignment with any other employer as an employee or independent contractor (without regard to who initiated the first communication), (2) solicit, induce or attempt to induce any customer, client, account, vendor or other person having a business relationship with the Company to cease doing some or all business with the Company (without regard to who initiated the first communication), (3) interfere with the relationship or (if communications between such person and the Company concerning a possible business relationship have commenced) the prospective relationship between any such person or entity and the Company, (4) participate -whether as an owner, employee, consultant, agent, independent contractor or in any other capacity, except as a holder of five percent or less of the common equity of a publicly held corporation - in any business that is engaged, directly or indirectly, in sales or the provision of products or services or other activities in competition with the sales, provision of products or services or other activities of the Company or any of its subsidiaries or affiliates,
provided, however
, that the scope of this subparagraph (d) shall be limited to the geographic area or areas where the Company is actually engaged in such business or, to the actual or constructive knowledge of the Executive, is actively planning to engage or considering engaging in such business .
|
B.
|
Nondisparagement
. During the Period of Employment and during the 24-month period
|
C.
|
Confidentiality
. The Executive shall hold in a fiduciary capacity for the benefit of the Company all Confidential Information, Knowledge or Data relating to the Company and any of its affiliates. For purposes of this section, “Confidential Information, Knowledge or Data” means non-public information, knowledge or data that the Executive obtains during the Executive’s employment by the Company or under a confidentiality agreement with or for the benefit of the Company. After termination of the Executive’s employment with the Company, the Executive shall not, without the prior written consent of the Company or as may be required by law or legal process, communicate or divulge any such Confidential Information, Knowledge or Data to anyone other than the Company.
|
D.
|
Specific Performance and Injunctive Relief
. The Executive agrees that, if he or she violates this Section 11, the Company will suffer irreparable injury for which damages at law will be difficult to establish with precision and would be an inadequate remedy. Accordingly, the Executive agrees that the Company shall have the rights and remedies of specific performance and injunctive relief, in addition to any other rights or remedies that may be available to it at law or in equity, in respect of any failure, or threatened failure, on the part of the Executive to comply with the provisions of this Section 11 and that such rights and remedies may include, but shall not be limited to, a temporary restraining order and a preliminary and permanent injunction to restrain any violation or threatened violation of this Agreement by the Executive, as well as a permanent injunction, a writ of specific performance and a right of offset for any amount otherwise owed to the Executive by the Company. For avoidance of
|
12.
|
MISCELLANEOUS PROVISIONS
|
A.
|
Successors and Assigns
.
|
(1)
|
This Agreement is personal to the Executive. Without the prior written consent of the Company, the Executive may not assign this Agreement of any rights or benefits hereunder other than by will or the laws of descent and distribution. Notwithstanding the foregoing, in the event of the Executive’s death or disability, this Agreement shall inure to the benefit of and be enforceable by the Executive’s executor or other legal representative.
|
(2)
|
This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns. Except as expressly provided herein (including in the immediately following subparagraph (3)), without the prior written consent of the Executive the Company may not assign this Agreement or its duties and obligations thereunder.
|
(3)
|
The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) (a “Successor”) to all or substantially all of the business and/or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. To any Successor who so expressly assumes and agrees to perform this Agreement, the Company may assign or otherwise convey this Agreement in its entirety, including all rights against the Executive and all obligation and duties of the Executive hereunder.
|
B.
|
Choice of Law; Jurisdiction and Venue for An Action Seeking Equitable Relief
. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware,
|
C.
|
Modifications, Waiver
. This Agreement may not be amended or modified other than by a written agreement executed by the parties hereto or their respective successors and legal representatives,
provided, however
, that, as used in this paragraph, an amendment or modification may be “executed” by any otherwise lawful means, including, where lawful and appropriate, properly authorized electronic signature, facsimile or offer and acceptance by email or other electronic means. No forbearance or failure to enforce any obligation under this Agreement shall be construed as, or argued to be, a waiver or estoppel of any right a party to this Agreement may otherwise have to enforce the same or a similar obligation at any other time, notwithstanding the passage or time, or any other obligation under this Agreement.
|
D.
|
Notices
.
All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party, by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:
|
E.
|
Enforceability and Severability
. The invalidity or enforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. The parties intend that this Agreement shall be enforced in accordance with its terms to the full extent permitted by law. In this event that any court or arbitrator of competent jurisdiction should find that any provision of this agreement - including but not limited to the provisions of Section 11 hereof - is unenforceable to its full extent, the parties intend that such provisions shall be enforced to the full extent permissible under the law (including but not limited to with respect to its geographic and temporal scope).
|
F.
|
Withholding
. The Company may withhold from any amounts payable under this Agreement such United States federal, state or local or foreign taxes as shall be required.
|
G.
|
Employment at Will
. The Executive and the Company acknowledge that, except as otherwise provided herein or under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is at will. Prior to the Effective Date, the Executive’s employment may be terminated by either the Executive or the Company, in which case the Executive shall have no further rights under this Agreement.
|
H.
|
Complete Agreement
. This Agreement embodies the complete understanding of the parties with respect to the subject matter hereof. There are no prior or contemporaneous agreements (oral or
|
I.
|
Payments in the Event of Anticipatory Termination
. Notwithstanding any provision in this Agreement to the contrary, in the event of an Anticipatory Termination, no payment that the Company shall be required to make under this Agreement shall be due except in the event of, and following, the date of such Change of Control, at the time specified under Section 7 for payments due to termination by the Company without Cause.
|
J.
|
Code Section 409A
. The Agreement is intended to comply with the requirements of Section 409A of the Code or an exception or exclusion therefrom and shall in all respects be administered in accordance with Section 409A of the Code. Severance payments shall be made under the “separation pay” exception under Section 409A of the Code, to the maximum extent possible, and then under the “short-term deferral” exclusion Section 409A of the Code or another applicable exception. Within the time period permitted by the applicable Treasury Regulations, the Company may, in consultation with the Executive, modify the Agreement, in the least restrictive manner necessary and without any diminution in the value of the payments to the Executive, in order to cause the provisions of the Agreement to comply with the requirements of Section 409A of the Code, so as to avoid the imposition of taxes and penalties on the Executive pursuant to Section 409A of the Code. With regard to any provision herein that provides for reimbursement of costs and expenses or in-kind benefits, except as permitted by Code Section 409A, (i) the right to reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit, (ii) the amount of expenses eligible for reimbursement, or in-kind benefits, provided during any taxable year shall not affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other taxable year
,
and (iii) such payments shall be made on or before the last day of Executive’s taxable year following the taxable year in which the expense occurred.
|
K.
|
Reduction of Payments for Annual Bonus Payments Already Made
. Notwithstanding any provision of this Agreement to the contrary, in the event that the Effective Date and the Termination Date occur in the same fiscal year, any payment to the Executive pursuant to Section 7.A. hereof shall be reduced (but not below zero) by any amounts paid or payable to the Executive pursuant to the Annual Bonus in the same year.
|
L.
|
Survivorship
. Upon the expiration or other termination of this Agreement or the Executive’s employment, the respective rights and obligations of the parties hereto shall survive to the extent necessary to carry out the intentions of the parties under this Agreement.
|
|
|
|
|
[Name]
|
|
|
|
|
|
Assurant, Inc.
|
|
|
|
|
By:
|
|
|
|
Print Name:
|
|
|
Title:
|
|
|
|
[Name]
|
|
Chair
|
Chair of the Board
|
$125,000
|
Audit Committee
|
$ 25,000
|
Compensation Committee
|
$ 20,000
|
Nominating and Corporate Governance Committee
|
$ 20,000
|
Finance and Risk Committee
|
$ 20,000
|
Executive Committee
|
$ 0
|
Any additional committee formed in the future
|
$ 15,000
|
|
ASSURANT, INC.
|
|
|
|
/s/ Robyn Price Stonehill
|
By:
|
Robyn Price Stonehill
|
Title:
|
Executive Vice President, Chief Human Resources Officer
|
1.
|
Termination of Employment
|
2.
|
Severance
|
3.
|
Employee Benefits
|
4.
|
Equity Rights
|
5.
|
Employee Covenants
|
F.
|
No Other Restrictions
. Except as expressly provided in this Section 5, there are
|
6.
|
Enforcement of Restrictions; Rights and Remedies
|
i.
|
Conditions to Company’s Obligation to Make Payments
. The consideration for the Company’s promises under
Section 2
hereof are the Employee’s Release under
Section 7
and
Exhibit A
hereof and each and every other promise that Employee makes herein. At every point in time, the Company’s obligation to make all not-yet-due payments under
Section 2
hereof is expressly conditioned on the Employee’s not having materially breached
Sections 5.A
,
5.B, 5.C
and
5.D
hereof. In the event of a material breach by the Employee of any of the provisions of
Sections 5.A
,
5.B
,
5.C
or
5.D
hereof, the Company shall have the right to cease making any future payments under
Section 2 of
this Agreement and no such payment shall be due or payable at any time thereafter;
provided that
the payments under Section 2 shall not be subject to such forfeiture unless the Company provides the Employee with written notice of acts or omissions giving rise to such forfeiture and, if curable, the Employee fails to cure such acts or omissions within ten (10) business days of receipt of such notice.
|
ii.
|
Liquidated Damages and Set-Off
. The parties hereto acknowledge that the actual financial and monetary injury to the Company and its reputation that would result from Employee’s material breach of the provisions of
Section 5.D
hereof would be real and substantial but impossible to ascertain with precision or certainty. Therefore, they agree that if a court of law has entered a temporary restraining order or preliminary injunction in favor of the Company with respect to the Employee’s breach of
Section 5.A., 5.B., 5.C., or 5.D
, the Company may withhold any further payments otherwise due hereunder, up to a cumulative amount of one million dollars ($1,000,000) and that no further payment under
Section 2
hereof shall be made unless and until the cumulative total of the payments withheld under this
Subsection 6.D.ii
is equal one million dollars ($1,000,000),
provided, however
, that if any such restraining order injunction is subsequently vacated or dissolved (and if
the
order vacating or dissolved such restraining order or injunction is not stayed, pending appeal or otherwise), without the entry of another permanent or continuing preliminary injunction, then the Company shall, within 10 business days of its receipt of the order dissolving or vacating such restraining order or injunction, pay to the Employee the total of all sums so withheld, plus five percent per annum simple interest (prorated as necessary for the applicable time period) on amounts withheld.
|
iii.
|
No Mitigation/No Other Offset
. The Company acknowledges that the Employee shall not be required to mitigate damages by seeking other employment, and that except as expressly provided in this Section 6, there shall be no offset against any payments or entitlements due to the Employee whether under this Agreement or otherwise on account of any remuneration the Employee receives future employment (including self-employment) or on account of any claims the Company or any affiliate may have against him.
|
E.
|
Independence of Rights and Remedies
. The rights and remedies enumerated in this
Section 6
are and shall be independent of each other, and shall be severally enforced. Such rights and remedies shall be in addition to, and not in lieu of, any other rights or remedies available to the Company or the Employee at law or in equity, provided, however, that no damages at law shall be sought except in arbitration under
Section 6.C
hereof.
|
7.
|
Release of Claims
|
8.
|
Notices
|
9.
|
Tax Matters
|
A.
|
Withholding of Taxes.
|
B.
|
Section 409A of the Internal Revenue Code
.
|
10.
|
Governing Law; Personal Jurisdiction and Venue
|
11.
|
Waiver of Breach
|
12.
|
Non-Assignment; Successors
|
13.
|
Severability and Intent for a Court to Enforce Covenants to Maximum Extent
|
14.
|
Indemnification
|
|
EMPLOYEE:
|
|
|
|
/s/ S. Craig Lemasters
|
|
Steven C. Lemasters
|
|
|
|
|
|
ASSURANT, INC.
|
|
|
By:
|
/s/ Alan Colberg
|
|
Alan Colberg
|
|
Chief Executive Officer and President
|
2.
|
Release by the Company
|
3.
|
Construction
|
|
EMPLOYEE:
|
|
|
|
|
|
Steven C. Lemasters
|
|
|
|
|
|
ASSURANT, INC.
|
|
|
By:
|
|
|
Alan Colberg
|
|
Chief Executive Officer and President
|
|
June 30,
2016 |
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
||||||||||||
Income before income taxes
|
$
|
573.0
|
|
|
$
|
201.2
|
|
|
$
|
744.1
|
|
|
$
|
789.7
|
|
|
$
|
757.8
|
|
|
$
|
706.2
|
|
Fixed charges
|
34.2
|
|
|
65.7
|
|
|
68.5
|
|
|
86.8
|
|
|
70.2
|
|
|
70.2
|
|
||||||
Income as adjusted
|
$
|
607.2
|
|
|
$
|
266.9
|
|
|
$
|
812.6
|
|
|
$
|
876.5
|
|
|
$
|
828.0
|
|
|
$
|
776.4
|
|
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest expense, including discount
amortization and preferred stock dividends (1)
|
$
|
29.7
|
|
|
$
|
55.1
|
|
|
$
|
58.4
|
|
|
$
|
77.7
|
|
|
$
|
60.3
|
|
|
$
|
60.4
|
|
Portion of rents representative of an appropriate
interest factor
|
4.5
|
|
|
10.6
|
|
|
10.1
|
|
|
9.1
|
|
|
9.9
|
|
|
9.8
|
|
||||||
Total fixed charges
|
$
|
34.2
|
|
|
$
|
65.7
|
|
|
$
|
68.5
|
|
|
$
|
86.8
|
|
|
$
|
70.2
|
|
|
$
|
70.2
|
|
Ratio of consolidated earnings to fixed
charges
|
17.75
|
|
|
4.06
|
|
|
11.86
|
|
|
10.10
|
|
|
11.79
|
|
|
11.06
|
|
(1)
|
Preferred stock issued is recorded as
a liability, thus the corresponding dividend is recorded as interest expense.
|
|
/s/ Alan B. Colberg
|
|
Alan B. Colberg
President, Chief Executive Officer and Director
|
|
/s/ Richard S. Dziadzio
|
|
Richard S. Dziadzio
Executive Vice President, Chief Financial Officer and Treasurer
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Alan B. Colberg
|
|
Alan B. Colberg
President, Chief Executive Officer and Director
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Richard S. Dziadzio
|
|
Richard S. Dziadzio
Executive Vice President, Chief Financial Officer and Treasurer
|