Form 10-Q Quarterly report for period ending September 30, 2006.
Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 10-Q

 


 

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2006

OR

 

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

For the transition period from              to             .

Commission file number 1-14536

 


PartnerRe Ltd.

(Exact name of Registrant as specified in its charter)

 


 

Bermuda   Not Applicable
(State of incorporation)  

(I.R.S. Employer

Identification No.)

90 Pitts Bay Road, Pembroke, HM08, Bermuda

(Address of principal executive offices) (Zip Code)

(441) 292-0888

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

 


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for at least the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  x                    Accelerated filer  ¨                    Non-accelerated filer  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

The number of the Registrant’s common shares (par value $1.00 per share) outstanding as of October 31, 2006 was 56,845,124.

 



Table of Contents

PartnerRe Ltd.

INDEX TO FORM 10-Q

 

     Page
PART I—FINANCIAL INFORMATION   

ITEM 1.

   Financial Statements   
   Report of Independent Registered Public Accounting Firm    3
   Unaudited Condensed Consolidated Balance Sheets - September 30, 2006 and December 31, 2005    4
   Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income - Three Months and Nine Months Ended September 30, 2006 and 2005    5
   Unaudited Condensed Consolidated Statements of Shareholders’ Equity - Nine Months Ended September 30, 2006 and 2005    6
   Unaudited Condensed Consolidated Statements of Cash Flows - Nine Months Ended September 30, 2006 and 2005    8
   Notes to Unaudited Condensed Consolidated Financial Statements    9

ITEM 2.

   Management’s Discussion and Analysis of Financial Condition and Results of Operations    22

ITEM 3.

   Quantitative and Qualitative Disclosures about Market Risk    61

ITEM 4.

   Controls and Procedures    64
PART II—OTHER INFORMATION   

ITEM 1.

   Legal Proceedings    65

ITEM 1A

   Risk Factors    65

ITEM 2.

   Unregistered Sales of Equity Securities and Use of Proceeds    66

ITEM 3.

   Defaults upon Senior Securities    66

ITEM 4.

   Submission of Matters to a Vote of Security Holders    66

ITEM 5.

   Other Information    66

ITEM 6.

   Exhibits    66
   Signatures    67
   Exhibit Index    68


Table of Contents

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of PartnerRe Ltd.

We have reviewed the accompanying condensed consolidated balance sheet of PartnerRe Ltd. and subsidiaries as of September 30, 2006, and the related condensed consolidated statements of operations and comprehensive income for the three-month and nine-month periods ended September 30, 2006 and 2005 and of shareholders’ equity and of cash flows for the nine-month periods ended September 30, 2006 and 2005. These interim condensed consolidated financial statements are the responsibility of the Company’s management.

We conducted our reviews in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to such condensed consolidated interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of PartnerRe Ltd. and subsidiaries as of December 31, 2005 and the related consolidated statements of operations and comprehensive income, shareholders’ equity and cash flows for the year then ended (not presented herein); and in our report dated March 1, 2006 (June 30, 2006 as to Note 20), we expressed an unqualified opinion on those consolidated financial statements, which included an explanatory paragraph relating to the restatement described in Note 20. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2005 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

 

/s/ Deloitte & Touche

Deloitte & Touche
Hamilton, Bermuda
November 9, 2006

 

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PartnerRe Ltd.

Unaudited Condensed Consolidated Balance Sheets

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

 

     September 30, 2006    December 31, 2005  

Assets

     

Investments:

     

Fixed maturities, available for sale, at fair value (amortized cost: 2006, $7,806,193; 2005, $6,682,243)

   $ 7,802,750    $ 6,686,822  

Short-term investments, available for sale, at fair value (amortized cost: 2006, $106,488; 2005, $231,442)

     106,354      230,933  

Equities, available for sale, at fair value (cost: 2006, $1,071,662; 2005, $1,246,192)

     1,142,658      1,334,374  

Trading securities, at fair value (cost: 2006, $212,356; 2005, $210,432)

     217,718      220,311  

Other invested assets

     123,568      104,920  
               

Total investments

     9,393,048      8,577,360  

Cash and cash equivalents, at fair value, which approximates amortized cost

     913,921      1,001,378  

Accrued investment income

     135,615      143,548  

Reinsurance balances receivable

     1,707,925      1,493,507  

Reinsurance recoverable on paid and unpaid losses

     200,391      217,948  

Funds held by reinsured companies

     991,158      970,614  

Deferred acquisition costs

     554,426      437,741  

Deposit assets

     303,536      289,459  

Net tax assets

     45,220      87,667  

Goodwill

     429,519      429,519  

Other

     81,171      95,389  
               

Total assets

   $ 14,755,930    $ 13,744,130  
               

Liabilities

     

Unpaid losses and loss expenses

   $ 6,799,535    $ 6,737,661  

Policy benefits for life and annuity contracts

     1,347,027      1,223,871  

Unearned premiums

     1,486,107      1,136,233  

Reinsurance balances payable

     112,928      127,607  

Ceded premiums payable

     32,050      25,110  

Funds held under reinsurance treaties

     13,633      18,910  

Deposit liabilities

     348,972      333,820  

Net payable for securities purchased

     89,703      93,318  

Accounts payable, accrued expenses and other

     154,632      128,627  

Long-term debt

     620,000      620,000  

Debt related to trust preferred securities

     206,186      206,186  
               

Total liabilities

     11,210,773      10,651,343  
               

Shareholders’ Equity

     

Common shares (par value $1.00, issued and outstanding: 2006, 56,830,493; 2005, 56,730,195)

     56,830      56,730  

Series C cumulative preferred shares (par value $1.00, issued and outstanding: 2006 and 2005, 11,600,000; aggregate liquidation preference: 2006 and 2005, $290,000,000)

     11,600      11,600  

Series D cumulative preferred shares (par value $1.00, issued and outstanding: 2006 and 2005, 9,200,000; aggregate liquidation preference: 2006 and 2005, $230,000,000)

     9,200      9,200  

Additional paid-in capital

     1,398,136      1,373,992  

Deferred compensation

     —        (107 )

Accumulated other comprehensive income:

     

Net unrealized gains on investments (net of tax expense of to: 2006, $14,858; 2005, $13,639)

     46,179      77,049  

Currency translation adjustment

     58,868      12,614  

Retained earnings

     1,964,344      1,551,709  
               

Total shareholders’ equity

     3,545,157      3,092,787  
               

Total liabilities and shareholders’ equity

   $ 14,755,930    $ 13,744,130  
               

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

 

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PartnerRe Ltd.

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income

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

 

     For the three
months ended
September 30,
2006
   For the three
months ended
September 30,
2005
    For the nine
months ended
September 30,
2006
    For the nine
months ended
September 30,
2005
 

Revenues

         

Gross premiums written

   $ 813,449    $ 780,468     $ 3,003,905     $ 2,993,861  
                               

Net premiums written

   $ 807,788    $ 770,808     $ 2,968,285     $ 2,949,533  

Decrease (increase) in unearned premiums

     165,815      144,679       (302,898 )     (257,375 )
                               

Net premiums earned

     973,603      915,487       2,665,387       2,692,158  

Net investment income

     115,110      93,325       323,382       270,402  

Net realized investment gains

     23,006      56,009       19,176       148,979  

Other income

     7,897      8,559       28,357       20,218  
                               

Total revenues

     1,119,616      1,073,380       3,036,302       3,131,757  

Expenses

         

Losses and loss expenses and life policy benefits

     540,717      1,111,285       1,580,912       2,271,321  

Acquisition costs

     220,691      219,428       619,373       632,779  

Other operating expenses

     80,853      63,740       231,766       210,930  

Interest expense

     13,671      7,399       39,592       22,089  

Net foreign exchange losses

     6,141      1,478       13,603       3,921  
                               

Total expenses

     862,073      1,403,330       2,485,246       3,141,040  

Income (loss) before taxes and interest in earnings of equity investments

     257,543      (329,950 )     551,056       (9,283 )

Income tax expense (benefit)

     24,915      (39,141 )     52,891       15,149  

Interest in earnings of equity investments

     3,213      2,061       8,449       7,008  

Net income (loss)

   $ 235,841    $ (288,748 )   $ 506,614     $ (17,424 )

Preferred dividends

     8,631      8,631       25,894       25,894  
                               

Net income (loss) available to common shareholders

   $ 227,210    $ (297,379 )   $ 480,720     $ (43,318 )
                               

Comprehensive income (loss), net of tax

         

Net income (loss)

   $ 235,841    $ (288,748 )   $ 506,614     $ (17,424 )

Change in net unrealized gains or losses on investments

     117,890      (53,909 )     (30,870 )     (62,226 )

Change in currency translation adjustment

     6,659      8,685       46,254       (52,057 )
                               

Comprehensive income (loss)

   $ 360,390    $ (333,972 )   $ 521,998     $ (131,707 )
                               

Per share data

         

Net income (loss) per common share:

         

Basic net income (loss)

   $ 4.00    $ (5.48 )   $ 8.47     $ (0.79 )

Diluted net income (loss)

   $ 3.93    $ (5.48 )   $ 8.33     $ (0.79 )

Weighted average number of common shares outstanding

     56,811.7      54,278.9       56,769.9       54,673.2  

Weighted average number of common and common share equivalents outstanding

     57,800.6      54,278.9       57,686.1       54,673.2  

Dividends declared per common share

   $ 0.40    $ 0.38     $ 1.20     $ 1.14  

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

 

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PartnerRe Ltd.

Unaudited Condensed Consolidated Statements of Shareholders’ Equity

(Expressed in thousands of U.S. dollars)

 

     Common
shares
   Preferred
shares
   Additional
paid-in
capital
    Deferred
compensation
    Net unrealized
gains on
investments,
net of tax
    Currency
translation
adjustment
   Retained
earnings
    Total
shareholders’
equity
 

Balance at December 31, 2005

   $ 56,730    $ 20,800    $ 1,373,992     $ (107 )   $ 77,049     $ 12,614    $ 1,551,709     $ 3,092,787  

Issue of common shares

     100      —        24,251       —         —         —        —         24,351  

Reclassification of deferred compensation under SFAS 123R

     —        —        (107 )     107       —         —        —         —    

Net unrealized losses on investments

     —        —        —         —         (30,870 )     —        —         (30,870 )

Currency translation adjustment

     —        —        —         —         —         46,254      —         46,254  

Net income

     —        —        —         —         —         —        506,614       506,614  

Dividends on common shares

     —        —        —         —         —         —        (68,085 )     (68,085 )

Dividends on preferred shares

     —        —        —         —         —         —        (25,894 )     (25,894 )
                                                             

Balance at September 30, 2006

   $ 56,830    $ 20,800    $ 1,398,136     $ —       $ 46,179     $ 58,868    $ 1,964,344     $ 3,545,157  
                                                             

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

 

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PartnerRe Ltd.

Unaudited Condensed Consolidated Statements of Shareholders’ Equity

(Expressed in thousands of U.S. dollars)

 

     Common
shares
    Preferred
shares
   Additional
paid-in
capital
    Deferred
compensation
    Net unrealized
gains on
investments,
net of tax
    Currency
translation
adjustment
    Retained
earnings
    Total
shareholders’
equity
 

Balance at December 31, 2004

   $ 54,854     $ 20,800    $ 1,288,292     $ (199 )   $ 194,575     $ 72,510     $ 1,721,032     $ 3,351,864  

Issue of common shares

     442       —        28,912       —         —         —         —         29,354  

Repurchase of common shares

     (1,242 )     —        (75,321 )     —         —         —         —         (76,563 )

Amortization of deferred compensation

     —         —        —         69       —         —         —         69  

Net unrealized losses on investments

     —         —        —         —         (62,226 )     —         —         (62,226 )

Currency translation adjustment

     —         —        —         —         —         (52,057 )     —         (52,057 )

Net loss

     —         —        —         —         —         —         (17,424 )     (17,424 )

Dividends on common shares

     —         —        —         —         —         —         (62,250 )     (62,250 )

Dividends on preferred shares

     —         —        —         —         —         —         (25,894 )     (25,894 )
                                                               

Balance at September 30, 2005

   $ 54,054     $ 20,800    $ 1,241,883     $ (130 )   $ 132,349     $ 20,453     $ 1,615,464     $ 3,084,873  
                                                               

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

 

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PartnerRe Ltd.

Unaudited Condensed Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. dollars)

 

     For the nine
months ended
September 30,
2006
    For the nine
months ended
September 30,
2005
 

Cash Flows from Operating Activities

    

Net income (loss)

   $ 506,614     $ (17,424 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

    

Amortization of net premium on investments

     20,885       33,741  

Net realized investment gains

     (19,176 )     (148,979 )

Changes in:

    

Unearned premiums

     302,898       257,375  

Net reinsurance balances

     (173,907 )     (262,140 )

Unpaid losses and loss expenses including life policy benefits

     (79,527 )     1,045,448  

Net tax assets

     41,679       6,081  

Other changes in operating assets and liabilities

     47,152       (43,105 )

Net purchases of trading securities

     (16,126 )     (4,485 )

Other, net

     13,743       3,804  
                

Net cash provided by operating activities

     644,235       870,316  

Cash Flows from Investing Activities

    

Sales of fixed maturities

     2,301,966       3,768,824  

Redemptions of fixed maturities

     573,395       559,095  

Purchases of fixed maturities

     (3,899,576 )     (4,619,565 )

Sales of short-term investments

     17,100       184,814  

Redemptions of short-term investments

     281,288       56,292  

Purchases of short-term investments

     (160,947 )     (463,352 )

Sales of equities

     8,922,108       2,790,691  

Purchases of equities

     (8,673,085 )     (2,892,403 )

Other, net

     (3,295 )     (7,895 )
                

Net cash used in investing activities

     (641,046 )     (623,499 )

Cash Flows from Financing Activities

    

Cash dividends paid to shareholders

     (93,979 )     (88,809 )

Net issue (repurchase) of common shares

     5,171       (57,835 )

Contract fees on forward sale agreement

     (7,161 )     —    
                

Net cash used in financing activities

     (95,969 )     (146,644 )

Effect of foreign exchange rate changes on cash

     5,323       (7,952 )

(Decrease) increase in cash and cash equivalents

     (87,457 )     92,221  

Cash and cash equivalents – beginning of period

     1,001,378       436,003  
                

Cash and cash equivalents – end of period

   $ 913,921     $ 528,224  
                

Supplemental cash flow information:

    

Net taxes paid

   $ (11,499 )   $ (9,247 )

Interest paid

   $ (35,333 )   $ (18,679 )

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

 

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PartnerRe Ltd.

Notes to Unaudited Condensed Consolidated Financial Statements

1. Organization

PartnerRe Ltd. (the Company) provides reinsurance on a worldwide basis through its principal, wholly owned subsidiaries, Partner Reinsurance Company Ltd. (Partner Reinsurance), PartnerRe SA and Partner Reinsurance Company of the U.S. (PartnerRe U.S.). Risks reinsured include, but are not limited to property, casualty, motor, agriculture, aviation/space, catastrophe, credit/surety, engineering, energy, marine, specialty property, specialty casualty, other lines and life/annuity and health. The Company also offers alternative risk products that include weather and credit protection to financial, industrial and service companies on a worldwide basis.

2. Significant Accounting Policies

The Company’s Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with the instructions on Form 10-Q and Article 10 of Regulation S-X. The Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries, including those that meet the consolidation requirements of variable interest entities (VIEs). The Company assesses the consolidation of VIEs based on whether the Company is the primary beneficiary of the entity in accordance with FASB Interpretation No. 46 (revised December 2003) “Consolidation of Variable Interest Entities” (FIN 46R). The Company consolidates the VIE if the Company is subject to a majority of the risk of loss from the entity’s activities or is entitled to receive a majority of the entity’s residual returns. Entities in which the Company has an ownership of more than 20% and less than 50% of the voting shares are accounted for using the equity method. Intercompany accounts and transactions have been eliminated. To facilitate comparison of information across periods, certain reclassifications have been made to prior year amounts to conform to the current year’s presentation.

The preparation of financial statements in conformity with U.S. GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. While Management believes that the amounts included in the Condensed Consolidated Financial Statements reflect its best estimates and assumptions, actual results could differ from those estimates. The Company’s principal estimates include:

 

  Unpaid losses and loss expenses, including policy benefits for life and annuity contracts;

 

  Gross and net premiums written and net premiums earned;

 

  Recoverability of deferred acquisition costs;

 

  Determination of other-than-temporary impairments of investments;

 

  Recoverability of tax loss carry-forwards;

 

  Valuation of goodwill; and

 

  Valuation of certain derivative financial instruments.

In the opinion of Management, all adjustments (which include normal recurring adjustments) necessary for a fair presentation of results for the interim periods have been made. As the Company's reinsurance operations are exposed to low-frequency high-severity risk events, some of which are seasonal, results for certain interim periods may include unusually low loss experience while results for other interim periods may include significant catastrophic losses. Consequently, the Company's results for interim periods are not necessarily indicative of results for the full year. The results for the three-month and nine-month periods ended September 30, 2006 are not necessarily indicative of results to be expected for the full fiscal year. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2005.

3. Share-Based Compensation

The Company adopted the fair value provisions of Statement of Financial Accounting Standards (SFAS) No. 123, “Accounting for Stock-Based Compensation” (SFAS 123), as amended by SFAS No. 148, “Accounting for Stock-Based Compensation–Transition and Disclosure” (SFAS 148), in 2003 and elected to use the prospective transition method as described in SFAS 123, which resulted in the expensing of options granted subsequent to January 1, 2003. Effective January 1, 2006, the Company adopted the provisions of SFAS No. 123 (revised 2004), “Share-Based Payment” (SFAS 123R) using the modified prospective method. Under both SFAS 123 and SFAS 123R, the fair value of the compensation cost is measured at grant date and is expensed over the period for which the employee is required to provide services in exchange for the award. SFAS 123R, however, requires that forfeiture benefits be estimated at the time of grant and incorporated in the determination of share-based compensation costs. For awards issued prior to the adoption of SFAS 123R,

 

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forfeiture benefits are recognized when employees leave the Company. SFAS 123R also differs from SFAS 123 in that it requires that awards granted to employees who are eligible for retirement and do not have to provide additional services be expensed at the date of grant.

During the first nine months of 2006 and 2005, the Company’s stock compensation expense was $17.0 million with a related tax benefit of $1.1 million, and $11.7 million with no related tax benefit, respectively. The adoption of SFAS 123R resulted in additional compensation expense for the Company for the first nine months of 2006 of $2.7 million, or approximately $0.05 per basic and diluted share.

Employee Equity Plan

The PartnerRe Ltd. 2005 Employee Equity Plan (the EEP), which is shareholder-approved, permits the grant of stock options, restricted shares (RS), restricted share units (RSU), stock appreciation rights (SAR) or other share-based awards to employees of the Company. Currently, the plan permits the grant of up to 2.2 million shares, of which a total of 750,000 shares can be issued as either RS or RSU. If an award under the EEP is cancelled or forfeited without the delivery of the full number of shares underlying such award, only the net number of shares actually delivered to the participant will be counted against the EEP’s authorized shares. If an outstanding award under the Company’s predecessor equity plans is cancelled or forfeited without the delivery of the number of shares underlying such award, such undelivered shares will also be available for issuance under the EEP in addition to all other shares authorized for issuance. The number of shares that may be added back to the plan from net share settlement of share appreciation rights and options is capped at 400,000 shares over the life of the plan. Under the EEP, the exercise price of the award will not be less than the market value of the award at the time of grant. Awards issued under the EEP generally vest over 3 years of continuous service, either ratably or with a cliff-vest provision, are expensed ratably over the vesting period and have a ten-year contractual term.

Certain awards to certain senior executives will, if the Compensation Committee of the Board intends any such award to qualify as “qualified performance based compensation” under Section 162(m) of the Internal Revenue Code (IRC), become earned and payable only if pre-established targets relating to one or more of the following performance measures are achieved: (i) earnings per share, (ii) financial year return on common equity, (iii) underwriting year return on equity, (iv) return on net assets, (v) organizational objectives and (vi) premium growth. The individual maximum number of shares underlying any such share-denominated award granted in any year will be 800,000 shares, and the individual maximum amount earned with respect to any such non-share denominated award granted in any year will be $5,000,000.

Non-Employee Directors’ Stock Plan

The Non-Employee Directors’ Stock Plan (Directors’ Stock Plan), which is shareholder-approved, permits the grant of up to 0.5 million stock options, RS, RSU, alternative awards and other share-based awards. Under the Directors’ Stock Plan, the exercise price of the stock options will be equivalent to the market value of the stock options at the time of grant, and the stock options have a ten year contractual term. Awards issued under the Directors’ Stock Plan generally vest at the time of grant and are expensed immediately.

Employee Share Purchase Plan

The Employee Share Purchase Plan (the ESPP), which is shareholder-approved, has one offering period per year with two purchase periods of six months. All employees are eligible to participate in the ESPP and can contribute between 1% and 10% of their base salary toward the purchase of the Company’s shares up to the limit set by the IRC. Employees who enroll in the ESPP may purchase the Company’s shares at a 15% discount of the fair market value. Participants in the ESPP are eligible to receive dividends on their shares as of the purchase date. A total of 300,000 common shares may be issued under the ESPP.

Swiss Share Purchase Plan

The Swiss Share Purchase Plan (the SSPP) has two offering periods per year with two purchase periods of six months. All full-time Swiss employees are eligible to participate in the SSPP and can contribute between 1% and 8% of their base salary toward the purchase of PartnerRe Ltd. shares up to a maximum of 5,000 Swiss francs per annum. Employees who enroll in the SSPP may purchase PartnerRe Ltd. shares at a 40% discount of the fair market value. There is a restriction on transfer or sale of these shares for a period of two years following purchase. Participants in the SSPP are eligible to receive dividends on their PartnerRe Ltd. shares as of the purchase date. A total of 200,000 common shares may be issued under the SSPP.

Under each of the Company’s equity plans, the Company issues new shares upon the exercise of stock options or the conversion of RSU and SAR into shares.

 

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Stock Options

In the first nine months of 2006 the Company issued 83,435 stock options with a weighted average grant-date fair value of $14.87. In the first nine months of 2005 the Company issued 462,019 stock options with a weighted average grant-date fair value of $17.15.

In the first nine months of 2006 and 2005, 64,848 stock options with a total grant-date value of $0.9 million, and 405,370 stock options with a total grant-date value of $5.2 million were exercised, respectively. The Company received $3.3 million and $17.1 million, respectively, from stock option exercises in the first nine months of 2006 and 2005.

The activity related to the Company’s stock options issued under all plans for the three-month and nine-month periods ended September 30, 2006 was as follows:

 

    

For the three months

ended September 30, 2006

  

For the nine months

ended September 30, 2006

  

Number

of options

    Weighted average
exercise price
   Number of
options
    Weighted average
exercise price

Outstanding at beginning of period

   3,349,722     $ 53.05    3,323,006     $ 52.79

Granted

   11,565       64.01    83,435       63.32

Exercised

   (28,715 )     51.98    (64,848 )     50.25

Forfeited

   (11,071 )     55.53    (17,212 )     56.57

Expired

   (250 )     48.74    (3,130 )     53.66
                 

Outstanding at end of period

   3,321,251     $ 53.09    3,321,251     $ 53.09

Ending vested options and options expected to vest

        3,318,570     $ 53.08

Options exercisable at end of period

        2,635,341     $ 51.73

The aggregate intrinsic value and weighted average remaining contractual term of stock options vested and expected to vest were $48.8 million and 6.1 years, respectively, at September 30, 2006. The aggregate intrinsic value and weighted average remaining contractual term of stock options exercisable at September 30, 2006 were $42.3 million and 5.8 years, respectively. Total unrecognized stock-based compensation expense related to unvested stock options was approximately $5.0 million at September 30, 2006, which is expected to be recognized over a weighted-average period of 1.1 years.

The Company valued stock-options issued under all plans with a Black-Scholes valuation model and used the following assumptions:

 

     For the three
months ended
September 30,
2006
    For the three
months ended
September 30,
2005
    For the nine
months ended
September 30,
2006
    For the nine
months ended
September 30,
2005
 

Weighted average assumptions used:

        

Expected life

   6 years     7 years     6 years     7 years  

Risk-free interest rate

   5.0 %   4.3 %   5.0 %   4.1 %

Expected volatility

   22.0 %   25.0 %   22.4 %   25.0 %

Dividend yield

   2.6 %   2.0 %   2.6 %   2.0 %

Prior to the adoption of SFAS 123R on January 1, 2006, the Company used historical experience to determine the expected life of stock options; an expected volatility equivalent to the historical volatility of the Company’s common shares since inception of the Company; a risk-free interest rate based on the market yield of U.S securities with maturities equivalent to the expected life of the Company’s stock options; and a dividend yield reflecting the inception-to-date average dividend yield of the Company. Since January 1, 2006, the Company has used the simplified method for vanilla options under Staff Accounting Bulletin No. 107 (SAB 107) to determine the expected life of options. Expected volatility is based on the historical volatility of the Company’s common shares over a period equivalent to the expected life of the Company’s options. The risk-free interest rate is based on the market yield of U.S treasury securities with maturities equivalent to the expected life of the Company’s options. The dividend yield is based on the average dividend yield of the Company’s shares over the expected life of the Company’s options.

Restricted Share Units (RSU)

The Company values RSU issued under all plans at the fair market value of its common shares at the time of grant. In the first nine months of 2006, the Company issued 112,132 RSU with a weighted average grant date fair value of $61.34 per RSU and in the same period of 2005, the Company issued 218,774 RSU with a weighted average grant date fair value of $62.72.

 

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The activity related to the Company’s RSU for the three-month and nine-month periods ended September 30, 2006 was as follows:

 

     For the three
months ended
September 30,
2006
    For the nine
months ended
September 30,
2006
 

RSU unvested and unreleased at beginning of period

   395,521     294,174  

Granted

   8,020     112,132  

Vested

   (2,000 )   (2,495 )

Forfeited

   (4,300 )   (6,570 )
            

RSU unvested and unreleased at end of period (1)

   397,241     397,241  

(1) Of the 397,241 RSU outstanding at September 30, 2006, 80,569 RSU are subject to a 5 year delivery date restriction from the grant date and were not released for conversion into shares.

Total unrecognized stock-based compensation expense related to unvested RSU was approximately $10.0 million at September 30, 2006, which is expected to be recognized over a weighted-average period of 2.1 years.

Stock Appreciation Rights (SAR)

The Company issued SAR for the first time in the first quarter of 2006. In the first nine months of 2006, the Company issued 168,770 SAR with a weighted average grant-date fair value of $14.34.

 

    

For the three
months ended
September 30,

2006

   

For the nine
months ended
September 30,

2006

 

SAR unvested at beginning of period

   155,270     —    

Granted

   13,500     168,770  

Forfeited

   (2,500 )   (2,500 )
            

SAR unvested at end of period

   166,270     166,270  

Total unrecognized stock-based compensation expense related to unvested SAR was approximately $1.7 million at September 30, 2006, which is expected to be recognized over a weighted-average period of 2.5 years.

The Company valued SAR issued under all plans with a Black-Scholes valuation model and used the following assumptions:

 

     For the three
months ended
September 30,
2006
    For the nine
months ended
September 30,
2006
 

Weighted average assumptions used:

    

Expected life

   6 years     6 years  

Risk-free interest rate

   4.9 %   4.6 %

Expected volatility

   22.0 %   23.3 %

Dividend yield

   2.5 %   2.6 %

The Company used the simplified method for vanilla options under SAB 107 to determine the expected life of SAR. Expected volatility is based on the historical volatility of the Company’s common shares over a period equivalent to the expected life of the Company’s SAR. The risk-free interest rate is based on the market yield of U.S treasury securities with maturities equivalent to the expected life of the Company’s SAR. The dividend yield is based on the average dividend yield of the Company’s shares over the expected life of the Company’s SAR.

Pro Forma Information

The following table illustrates the net effect on net income available to common shareholders and net income per share as if the fair value provisions of SFAS 123 had been applied retroactively to all outstanding share-based compensation issued (in thousands of U.S. dollars, except per share data):

 

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For the three

months ended

September 30,
2005

   

For the nine

months ended
September 30,
2005

 

Net loss available to common shareholders:

    

As reported

   $ (297,379 )   $ (43,318 )

Add: Stock-related compensation expense included in net loss as reported

     2,554       7,044  

Less: Total stock-related compensation expense determined under fair-value method for all grants

     3,136       9,653  
                

Pro forma

   $ (297,961 )   $ (45,927 )

Net loss per common share:

    

Basic

    

As reported

   $ (5.48 )   $ (0.79 )

Pro forma

   $ (5.49 )   $ (0.84 )

Diluted

    

As reported

   $ (5.48 )   $ (0.79 )

Pro forma

   $ (5.49 )   $ (0.84 )

4. Computation of Net Income (Loss) per Common and Common Share Equivalents

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

 

     For the three
months ended
September 30,
2006
   For the three
months ended
September 30,
2005
    For the nine
months ended
September 30,
2006
   For the nine
months ended
September 30,
2005
 

Basic net income (loss) per ordinary share:

          

Net income (loss)

   $ 235,841    $ (288,748 )   $ 506,614    $ (17,424 )

Less: preferred dividends

     8,631      8,631       25,894      25,894  
                              

Net income (loss) available to common shareholders

   $ 227,210    $ (297,379 )   $ 480,720    $ (43,318 )
                              

Weighted average number of common shares outstanding

     56,811.7      54,278.9       56,769.9      54,673.2  

Basic net income (loss) per share

   $ 4.00    $ (5.48 )   $ 8.47    $ (0.79 )
                              

Diluted net income (loss) per ordinary share:

          

Net income (loss)

   $ 235,841    $ (288,748 )   $ 506,614    $ (17,424 )

Less: preferred dividends

     8,631      8,631       25,894      25,894  
                              

Net income (loss) available to common shareholders

   $ 227,210    $ (297,379 )   $ 480,720    $ (43,318 )
                              

Weighted average number of common shares outstanding

     56,811.7      54,278.9       56,769.9      54,673.2  

Stock options and other (1)

     988.9        916.2   
                  

Weighted average number of common and common share equivalents outstanding

     57,800.6        57,686.1   

Diluted net income per share

   $ 3.93      $ 8.33   

(1) Diluted net loss per share has not been shown for the 2005 periods because the effect of dilutive securities would have been anti-dilutive. Dilutive securities, under the form of stock options and others, that could potentially dilute basic net loss per share in the future were not included in the computation of diluted net loss per share because to do so would have been antidilutive. The weighted average number of common and common share equivalents outstanding for the three-month and the nine-month periods ended September 30, 2005 would have amounted to 55,175.6 thousand shares and 55,566.0 thousand shares, respectively, if these securities had been included.

5. Legal Proceedings

Litigation

The Company’s reinsurance subsidiaries, and the insurance and reinsurance industry in general, are subject to litigation and arbitration in the normal course of their business operations. In addition to claims litigation, the Company and its subsidiaries are subject to lawsuits and regulatory actions in the normal course of business that do not arise from or directly relate to

 

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claims on reinsurance treaties. This category of business litigation typically involves, inter alia, allegations of underwriting errors or misconduct, employment claims or regulatory activity. While the outcome of the business litigation cannot be predicted with certainty, the Company is disputing and will continue to dispute all allegations against the Company and/or its subsidiaries that Management believes are without merit.

As of September 30, 2006, the Company was not a party to any litigation or arbitration that it believes could have a material adverse effect on the financial condition or business of the Company.

Subpoenas

In April 2005, the Company received subpoenas from the office of the New York Attorney General (NYAG) and the SEC seeking information relating to the Company’s investment in Channel Re and in June 2005 from the United States Attorney for the Southern District of New York requesting information relating to the Company’s finite reinsurance products. In addition, the Company’s wholly owned subsidiary, PartnerRe U.S., received a subpoena from the Florida Office of Insurance Regulation in April 2005 requesting information in connection with its investigation of insurance industry practices related to finite reinsurance activities. The Company has responded promptly to all requests for information.

6. New Accounting Pronouncements

FSP FAS 115-1 and FAS 124-1

In November 2005, the Financial Accounting Standards Board (FASB) issued FSP Nos. FAS 115-1 and FAS 124-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments” (FSP). The FSP addresses the determination as to when an investment is considered impaired, whether that impairment is other than temporary, and the measurement of an impairment loss. The FSP replaces the guidance set forth in paragraphs 10–18 of EITF 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments,” with references to existing other-than-temporary impairment guidance. The FSP supersedes EITF D-44, “Recognition of Other-Than-Temporary Impairment upon the Planned Sale of a Security Whose Cost Exceeds Fair Value” and clarifies that an investor should recognize an impairment loss no later than when the impairment is deemed other-than-temporary, even if a decision to sell has not been made.

The Company adopted these new pronouncements for its other-than-temporary impairment analysis conducted in the period beginning January 1, 2006. The adoption of these new pronouncements did not have a significant impact on the consolidated equity or net income of the Company.

SFAS 155

In February 2006, the FASB issued Statement No. 155 “Accounting for Certain Hybrid Financial Instruments—an amendment of FASB Statements No. 133 and 140” (SFAS 155). This Statement amends SFAS No. 133 “Accounting for Derivative Instruments and Hedging Activities” (SFAS 133) and SFAS No. 140 “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities” (SFAS 140). This Statement resolves issues addressed in Statement 133 Implementation Issue No. D1 “Application of Statement 133 to Beneficial Interests in Securitized Financial Assets”. It permits fair value remeasurement for any hybrid financial instrument that contains an embedded derivative that otherwise would require bifurcation; clarifies which interest-only strips and principal-only strips are not subject to the requirements of SFAS 133; establishes a requirement to evaluate interests in securitized financial assets to identify interests that are freestanding derivatives or that are hybrid financial instruments that contain an embedded derivative requiring bifurcation; clarifies that concentrations of credit risk in the form of subordination are not embedded derivatives; and amends SFAS 140 to eliminate the prohibition on a qualifying special-purpose entity from holding a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument.

SFAS 155 will be effective in periods that begin after September 15, 2006. The Company is currently evaluating the impact of the adoption of SFAS 155, if any, on its consolidated equity or net income.

FIN 48

In June 2006, the FASB issued Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (FIN 48). This Interpretation clarifies the accounting for uncertainty in income taxes recognized in financial statements in accordance with FASB Statement No. 109 “Accounting for Income Taxes”. FIN 48 prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.

 

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This Interpretation will be effective for fiscal years beginning after December 15, 2006. The Company is currently evaluating the impact of the adoption of FIN 48, if any, on its consolidated equity or net income.

SFAS 157

In September 2006, the FASB issued Statement No. 157, “Fair Value Measurements” (SFAS 157). This statement defines fair value, establishes a framework for measuring fair value and expands disclosures regarding fair value measurements. SFAS 157 provides guidance on how to measure fair value when required under existing accounting standards. The statement requires companies to disclose the fair value of their financial instruments according to a fair value hierarchy that prioritizes the information used to measure fair value into three broad levels. Quantitative and qualitative disclosures will focus on the inputs used to measure fair value for both recurring and non-recurring fair value measurements and the effects of the measurements on the financial statements.

SFAS 157 will be effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of SFAS 157, if any, on its consolidated equity or net income.

SFAS 158

In September 2006, the FASB issued Statement No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans - an amendment of FASB Statements No. 87, 88, 106 and 132(R)” (SFAS 158). This statement requires an entity to: (a) recognize an asset for the funded status of defined benefit plans that are overfunded or a liability for plans that are underfunded in the consolidated balance sheets; (b) recognize changes in the funded status of defined benefit plans in the year in which the changes occur as a component of other comprehensive income, net of tax; (c) measure defined benefit plan assets and obligations as of the date of the employer’s balance sheet date; (d) expand disclosures about the effects on periodic benefit cost for the following fiscal year arising from delayed recognition in the current period. In addition, SFAS 158 amends Statement No. 87, “Employers' Accounting for Pensions” and Statement No. 106, “Employers' Accounting for Postretirement Benefits Other Than Pensions” to include guidance regarding selection of assumed discount rates for use in measuring the benefit obligation.

The recognition of the funded status and the disclosure requirements under SFAS 158 will be effective for fiscal years ending after December 15, 2006, while the new measurement date will be effective for fiscal years ending after December 15, 2008. The Company is currently evaluating the impact of the adoption of SFAS 158, if any, on its consolidated equity or net income.

SAB 108

In September 2006, the Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements” (SAB 108). SAB 108 is aimed to eliminate the diversity in practice and provides guidance for how registrants quantify financial statement misstatements. SAB 108 established an approach that requires dual quantification of financial statement misstatements based on the effects of the misstatement on the income statement, balance sheet and other disclosures. SAB 108 permits companies to initially apply its provisions by either retroactively adjusting prior financial statements or recording the cumulative effect of initially applying the approach as adjustments to the carrying values of assets and liabilities as of January 1, 2006 with an offsetting adjustment to the opening balance of retained earnings.

SAB 108 is effective for annual financial statements covering the first fiscal year ending after November 15, 2006. The Company is currently evaluating the impact of the adoption of SAB 108, if any, on its consolidated equity or net income.

7. Subsequent Event

On November 7, 2006, PartnerRe Finance II Inc. (PartnerRe Finance II), an indirect wholly-owned subsidiary of the Company, issued $250 million aggregate principal amount of 6.440% Fixed-to-Floating Rate Junior Subordinated Capital Efficient Notes (CENts). The CENts will mature on December 1, 2066 and may be redeemed at the option of the issuer, in whole or in part, after December 1, 2016 or earlier upon occurrence of specific rating agency or tax events. Interest on the CENts will be payable semi-annually commencing on June 1, 2007 to December 1, 2016 at an annual fixed rate of 6.440% and will be payable quarterly thereafter until maturity at an annual rate of 3-month LIBOR plus a margin equal to 2.325%. PartnerRe Finance II may elect to defer one or more interest payments for up to ten years, although interest will continue to accrue and compound at the rate of interest applicable to the CENts. The CENts will be ranked as junior subordinated

 

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unsecured obligations of PartnerRe Finance II. The Company has fully and unconditionally guaranteed all obligations of PartnerRe Finance II under the CENts. The Company’s obligations under this guarantee are unsecured and will rank junior in priority of payments to the Company’s current long-term debt. The Company anticipates that a portion of the net proceeds from the CENts will be used for the redemption of all the $200 million liquidation amount of the 7.90% trust preferred securities issued in 2001 by PartnerRe Capital Trust I as soon as practicable after they become redeemable on November 21, 2006. In the fourth quarter of 2006, the Company will incur additional interest expense of $6 million upon the redemption of trust preferred securities, representing the unamortized portion of the trust preferred securities’ issuance costs.

8. Segment Information

The Company monitors the performance of its underwriting operations in three segments, Non-life, ART and Life. The Non-life segment is further divided into three sub-segments, U.S. Property and Casualty (U.S. P&C), Global (Non-U.S.) Property and Casualty (Global (Non-U.S.) P&C) and Worldwide Specialty. Segments and sub-segments represent markets that are reasonably homogeneous in terms of geography, client types, buying patterns, underlying risk patterns and approach to risk management.

The U.S. P&C sub-segment includes property, casualty and motor risks generally originating in the United States and written by PartnerRe U.S. The Global (Non-U.S.) P&C sub-segment includes property, casualty and motor risks generally originating outside of the United States, written by Partner Reinsurance and PartnerRe SA. The Worldwide Specialty sub-segment is comprised of business that is generally considered to be specialized due to the sophisticated technical underwriting required to analyze risks, and is global in nature, inasmuch as appropriate risk management for these lines requires a globally diversified portfolio of risks. This sub-segment consists of several lines of business for which the Company believes it has developed specialized knowledge and underwriting capabilities. These lines of business include agriculture, aviation/space, catastrophe, credit/surety, engineering, energy, marine, specialty property, specialty casualty and other lines. The ART segment includes structured risk transfer, principal finance, weather-related products and strategic investments, which includes the Company’s share of Channel Re’s net income. The Life segment includes life, health and annuity lines of business.

Because the Company does not manage its assets by segment, investment income is not allocated to the Non-life segment of the reinsurance operations. However, because of the interest-sensitive nature of some of the Company’s Life and ART products, investment income is considered in Management’s assessment of the profitability of the Life and ART segments. The following items are not considered in evaluating the results of each segment: net realized investment gains or losses, interest expense, net foreign exchange gains or losses, income tax expense or benefit and preferred share dividends. Segment results are shown net of intercompany transactions.

Management measures results for the Non-life segment on the basis of the loss ratio, acquisition ratio, technical ratio, other operating expense ratio and combined ratio (defined below). Management measures results for the Non-life sub-segments on the basis of the loss ratio, acquisition ratio and technical ratio. Management measures results for the ART segment on the basis of the underwriting result, which includes revenues from net premiums earned, other income and net investment income for ART, and expenses from losses and loss expenses, acquisition costs and other operating expenses. The interest in earnings of equity investments, which includes the Company’s share of Channel Re’s net income, is also part of the ART segment. Management measures results for the Life segment on the basis of the allocated underwriting result, which includes revenues from net premiums earned and allocated net investment income, and expenses from losses and loss expenses and life policy benefits, acquisition costs and other operating expenses.

The following tables provide a summary of the segment revenues and results for the three-month and nine-month periods ended September 30, 2006 and 2005 (in millions of U.S. dollars, except ratios):

 

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Segment Information

For the three months ended September 30, 2006

 

     U.S. P&C     Global
(Non-U.S.)
P&C
    Worldwide
Specialty
    Total
Non-Life
Segment
    ART
Segment(A)
    Life
Segment
    Corporate     Total  

Gross premiums written

   $ 194     $ 154     $ 346     $ 694     $ 4     $ 115     $ —       $ 813  

Net premiums written

   $ 194     $ 154     $ 346     $ 694     $ 4     $ 110     $ —       $ 808  

Decrease in unearned premiums

     25       48       84       157       4       5       —         166  
                                                                

Net premiums earned

   $ 219     $ 202     $ 430     $ 851     $ 8     $ 115     $ —       $ 974  

Losses and loss expenses and life policy benefits

     (153 )     (138 )     (153 )     (444 )     (4 )     (93 )     —         (541 )

Acquisition costs

     (54 )     (55 )     (87 )     (196 )     (1 )     (24 )     —         (221 )
                                                                

Technical result

   $ 12     $ 9     $ 190     $ 211     $ 3     $ (2 )   $ —       $ 212  

Other income

     n/a       n/a       n/a       —         8       —         —         8  

Other operating expenses

     n/a       n/a       n/a       (52 )     (5 )     (8 )     (16 )     (81 )
                                                                

Underwriting result

     n/a       n/a       n/a     $ 159     $ 6     $ (10 )     n/a     $ 139  

Net investment income

     n/a       n/a       n/a       n/a       —         13       102       115  
                                                                

Allocated underwriting result(1)

     n/a       n/a       n/a       n/a       n/a     $ 3       n/a       n/a  

Net realized investment gains

     n/a       n/a       n/a       n/a       n/a       n/a       23       23  

Interest expense

     n/a       n/a       n/a       n/a       n/a       n/a       (13 )     (13 )

Net foreign exchange losses

     n/a       n/a       n/a       n/a       n/a       n/a       (6 )     (6 )

Income tax expense

     n/a       n/a       n/a       n/a       n/a       n/a       (25 )     (25 )

Interest in earnings of equity investments

     n/a       n/a       n/a       n/a       3       n/a       n/a       3  
                                                                

Net income

     n/a       n/a       n/a       n/a       n/a       n/a       n/a     $ 236  
                                                                

Loss ratio(2)

     69.8 %     68.4 %     35.5 %     52.1 %        

Acquisition ratio(3)

     24.7       27.1       20.3       23.1          
                                        

Technical ratio(4)

     94.5 %     95.5 %     55.8 %     75.2 %        

Other operating expense ratio(5)

           6.2          
                      

Combined ratio(6)

           81.4 %        
                      

(A) The Company reports the results of Channel Re on a one-quarter lag. The 2006 and 2005 periods include the Company’s share of Channel Re’s net income in the amount of $3.1 million and $2.0 million, respectively.
(1) Allocated underwriting result is defined as net premiums earned and allocated net investment income less life policy benefits, acquisition costs and other operating expenses.
(2) Loss ratio is obtained by dividing losses and loss expenses by net premiums earned.
(3) Acquisition ratio is obtained by dividing acquisition costs by net premiums earned.
(4) Technical ratio is defined as the sum of the loss ratio and the acquisition ratio.
(5) Other operating expense ratio is obtained by dividing other operating expenses by net premiums earned.
(6) Combined ratio is defined as the sum of the technical ratio and the other operating expense ratio.

 

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Segment Information

For the three months ended September 30, 2005

 

     U.S. P&C     Global
(Non-U.S.)
P&C
    Worldwide
Specialty
    Total
Non-Life
Segment
    ART
Segment(A)
    Life
Segment
    Corporate     Total  

Gross premiums written

   $ 187     $ 137     $ 343     $ 667     $ 8     $ 105     $ —       $ 780  

Net premiums written

   $ 187     $ 137     $ 336     $ 660     $ 8     $ 103     $ —       $ 771  

Decrease in unearned premiums

     13       54       70       137       2       5       —         144  
                                                                

Net premiums earned

   $ 200     $ 191     $ 406     $ 797     $ 10     $ 108     $ —       $ 915  

Losses and loss expenses and life policy benefits

     (263 )     (120 )     (633 )     (1,016 )     (13 )     (82 )     —         (1,111 )

Acquisition costs

     (48 )     (48 )     (92 )     (188 )     (1 )     (30 )     —         (219 )
                                                                

Technical result

   $ (111 )   $ 23     $ (319 )   $ (407 )   $ (4 )   $ (4 )   $ —       $ (415 )

Other income

     n/a       n/a       n/a       —         9       —         —         9  

Other operating expenses

     n/a       n/a       n/a       (42 )     (3 )     (6 )     (13 )     (64 )
                                                                

Underwriting result

     n/a       n/a       n/a     $ (449 )   $ 2     $ (10 )     n/a     $ (470 )

Net investment income

     n/a       n/a       n/a       n/a       —         13       80       93  
                                                                

Allocated underwriting result(1)

     n/a       n/a       n/a       n/a       n/a     $ 3       n/a       n/a  

Net realized investment gains

     n/a       n/a       n/a       n/a       n/a       n/a       56       56  

Interest expense

     n/a       n/a       n/a       n/a       n/a       n/a       (7 )     (7 )

Net foreign exchange losses

     n/a       n/a       n/a       n/a       n/a       n/a       (2 )     (2 )

Income tax benefit

     n/a       n/a       n/a       n/a       n/a       n/a       39       39  

Interest in earnings of equity investments

     n/a       n/a       n/a       n/a       2       n/a       n/a       2  
                                                                

Net loss

     n/a       n/a       n/a       n/a       n/a       n/a       n/a     $ (289 )
                                                                

Loss ratio(2)

     131.5 %     62.6 %     155.8 %     127.5 %        

Acquisition ratio(3)

     24.0       25.5       22.6       23.6          
                                        

Technical ratio(4)

     155.5 %     88.1 %     178.4 %     151.1 %        

Other operating expense ratio(5)

           5.2          
                      

Combined ratio(6)

           156.3 %        
                      

 

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Segment Information

For the nine months ended September 30, 2006

 

     U.S. P&C     Global
(Non-U.S.)
P&C
    Worldwide
Specialty
    Total
Non-Life
Segment
    ART
Segment(B)
    Life
Segment
    Corporate     Total  

Gross premiums written

   $ 659     $ 647     $ 1,304     $ 2,610     $ 30     $ 364     $ —       $ 3,004  

Net premiums written

   $ 659     $ 645     $ 1,283     $ 2,587     $ 30     $ 351     $ —       $ 2,968  

Increase in unearned premiums

     (36 )     (79 )     (171 )     (286 )     (8 )     (9 )     —         (303 )
                                                                

Net premiums earned

   $ 623     $ 566     $ 1,112     $ 2,301     $ 22     $ 342     $ —       $ 2,665  

Losses and loss expenses and life policy benefits

     (466 )     (370 )     (472 )     (1,308 )     (11 )     (262 )     —         (1,581 )

Acquisition costs

     (153 )     (153 )     (221 )     (527 )     (3 )     (89 )     —         (619 )
                                                                

Technical result

   $ 4     $ 43     $ 419     $ 466     $ 8     $ (9 )   $ —       $ 465  

Other income

     n/a       n/a       n/a       —         28       —         —         28  

Other operating expenses

     n/a       n/a       n/a       (149 )     (13 )     (22 )     (47 )     (231 )
                                                                

Underwriting result

     n/a       n/a       n/a     $ 317     $ 23     $ (31 )     n/a     $ 262  

Net investment income

     n/a       n/a       n/a       n/a       —         37       286       323  
                                                                

Allocated underwriting result(1)

     n/a       n/a       n/a       n/a       n/a     $ 6       n/a       n/a  

Net realized investment gains

     n/a       n/a       n/a       n/a       n/a       n/a       19       19  

Interest expense

     n/a       n/a       n/a       n/a       n/a       n/a       (39 )     (39 )

Net foreign exchange losses

     n/a       n/a       n/a       n/a       n/a       n/a       (13 )     (13 )

Income tax expense

     n/a       n/a       n/a       n/a       n/a       n/a       (53 )     (53 )

Interest in earnings of equity investments

     n/a       n/a       n/a       n/a       8       n/a       n/a       8  
                                                                

Net income

     n/a       n/a       n/a       n/a       n/a       n/a       n/a     $ 507  
                                                                

Loss ratio(2)

     74.7 %     65.4 %     42.4 %     56.8 %        

Acquisition ratio(3)

     24.6       27.0       19.9       22.9          
                                        

Technical ratio(4)

     99.3 %     92.4 %     62.3 %     79.7 %        

Other operating expense ratio(5)

           6.5          
                      

Combined ratio(6)

           86.2 %        
                      

(B) The Company reports the results of Channel Re on a one-quarter lag. The 2006 and 2005 periods include the Company’s share of Channel Re’s net income in the amount of $8.2 million and $6.8 million, respectively.

 

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Segment Information

For the nine months ended September 30, 2005

 

     U.S. P&C     Global
(Non-U.S.)
P&C
    Worldwide
Specialty
    Total
Non-Life
Segment
    ART
Segment(B)
    Life
Segment
    Corporate     Total  

Gross premiums written

   $ 649     $ 726     $ 1,262     $ 2,637     $ 21     $ 336     $ —       $ 2,994  

Net premiums written

   $ 649     $ 724     $ 1,231     $ 2,604     $ 21     $ 325     $ —       $ 2,950  

Increase in unearned premiums

     (25 )     (77 )     (145 )     (247 )     (5 )     (6 )     —         (258 )
                                                                

Net premiums earned

   $ 624     $ 647     $ 1,086     $ 2,357     $ 16     $ 319     $ —       $ 2,692  

Losses and loss expenses and life policy benefits

     (568 )     (427 )     (1,018 )     (2,013 )     (14 )     (244 )     —         (2,271 )

Acquisition costs

     (150 )     (162 )     (233 )     (545 )     (2 )     (86 )     —         (633 )
                                                                

Technical result

   $ (94 )   $ 58     $ (165 )   $ (201 )   $ —       $ (11 )   $ —       $ (212 )

Other income

     n/a       n/a       n/a       —         20       —         —         20  

Other operating expenses

     n/a       n/a       n/a       (143 )     (10 )     (18 )     (40 )     (211 )
                                                                

Underwriting result

     n/a       n/a       n/a     $ (344 )   $ 10     $ (29 )     n/a     $ (403 )

Net investment income

     n/a       n/a       n/a       n/a       —         38       232       270  
                                                                

Allocated underwriting result(1)

     n/a       n/a       n/a       n/a       n/a     $ 9       n/a       n/a  

Net realized investment gains

     n/a       n/a       n/a       n/a       n/a       n/a       149       149  

Interest expense

     n/a       n/a       n/a       n/a       n/a       n/a       (22 )     (22 )

Net foreign exchange losses

     n/a       n/a       n/a       n/a       n/a       n/a       (3 )     (3 )

Income tax expense

     n/a       n/a       n/a       n/a       n/a       n/a       (15 )     (15 )

Interest in earnings of equity investments

     n/a       n/a       n/a       n/a       7       n/a       n/a       7  
                                                                

Net loss

     n/a       n/a       n/a       n/a       n/a       n/a       n/a     $ (17 )
                                                                

Loss ratio(2)

     91.0 %     66.0 %     93.7 %     85.4 %        

Acquisition ratio(3)

     24.0       25.0       21.5       23.1          
                                        

Technical ratio(4)

     115.0 %     91.0 %     115.2 %     108.5 %        

Other operating expense ratio(5)

           6.1          
                      

Combined ratio(6)

           114.6 %        
                      

 

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9. Summarized Unaudited Financial Information of ChannelRe Holdings Ltd. (ChannelRe Holdings)

The following tables provide summarized financial information for ChannelRe Holdings for 2006 and 2005. The Company’s non-publicly traded investment is accounted for using the equity method. As the Company reports its share of ChannelRe Holdings on a one-quarter lag, the results presented below included summarized financial information as follows:

 

    The three-month periods include results from April 1 to June 30.

 

    The nine-months periods include results from October 1 to June 30.

As ChannelRe Holdings has a financial year-end of December 31, the results presented below, which combined quarterly information from two financial years, are not presented in the annual financial statements of ChannelRe Holdings.

Unaudited Balance Sheet Data (in millions of U.S. dollars):

 

     June 30,
2006
   September 30,
2005

Total investments available for sale

   $ 605    $ 579

Cash and cash equivalents

     5      5

Deferred acquisition costs

     45      48

Other assets

     8      9
             

Total assets

   $ 663    $ 641

Deferred premium revenue

   $ 175    $ 187

Loss and loss adjustment expense reserves

     18      14

Other liabilities

     7      5
             

Total liabilities

     200      206

Minority interest

     129      121

Shareholders’ equity

     334      314
             

Total liabilities, minority interest and shareholders’ equity

   $ 663    $ 641

Unaudited Income Statement Data (in millions of U.S. dollars):

 

    

For the three

months ended
June 30,
2006

   

For the three

months ended
June 30,
2005

    For the nine
months from
October 1, 2005
to June 30, 2006
    For the nine
months from
October 1, 2004
to June 30, 2005
 

Premiums earned

   $ 17     $ 16     $ 49     $ 47  

Net investment income

     6       5       18       13  

Net realized investment losses

     —         (3 )     (2 )     (2 )
                                

Total revenues

     23       18       65       58  

Losses incurred

     2       2       5       6  

Amortization of deferred acquisition costs

     4       4       13       12  

Other expenses

     2       2       6       6  
                                

Total expenses

     8       8       24       24  

Minority interest

     (4 )     (3 )     (11 )     (10 )
                                

Net income

   $ 11     $ 7     $ 30     $ 24  

There is diversity in practice among financial guarantee insurers and reinsurers with respect to their accounting policies for loss reserves. Current accounting literature does not specifically address the unique characteristics of financial guarantee insurance contracts. The FASB indicated, in the third quarter of 2006, that a proposed interpretation is expected to be issued in the fourth quarter of 2006. The FASB interpretation may require ChannelRe and its financial guarantee peers to change some aspects of their respective loss reserving policies, timing of premium recognition and the related amortization of deferred policy acquisition costs. The Company cannot currently assess how the FASB’s ultimate resolution of the issue will impact ChannelRe.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

The Company operates on a global basis providing multi-line reinsurance to insurance companies. The Company also offers alternative risk products that include weather and credit protection to financial, industrial and service companies. The Company writes all lines of business in virtually all markets worldwide, and differentiates itself through its approach to risk, its strategy to manage risk, and its financial strength.

Reinsurance is by its nature a risk assumption business. The Company’s philosophy is to assume its clients’ risks, thereby removing their volatility associated with these risks, and then to manage those risks and risk-related volatility. The Company’s ability to succeed in the risk assumption business is dependent on its ability to accurately analyze and quantify risk, to understand volatility and how risks aggregate or correlate, and to establish the appropriate capital requirements and absolute limits for the risks assumed. The reinsurance markets have historically been highly cyclical in nature. The cycle is driven by competition, the amount of capital and capacity in the industry, loss events, and investment returns. The Company’s long-term strategy to generate shareholder value focuses on broad product and geographic diversification of risks, assuming a moderately greater degree of risk than the market average, actively managing its capital across its risk portfolio and over the duration of the cycle, underwriting and transactional excellence, and achieving superior returns on invested assets in the context of a disciplined risk framework.

For an expanded discussion, see the Executive Overview in the Company’s 2005 Annual Report on Form 10-K/A.

Key Financial Measures

In addition to the Consolidated Balance Sheets and Consolidated Statement of Operations and Comprehensive Income, Management uses four key financial measures to evaluate its financial performance as well as the overall growth in value generated for the Company’s common shareholders.

See the Key Financial Measures in the Company’s 2005 Annual Report on Form 10-K/A for a discussion of book value per share, dividend policy, ROE and the combined ratio.

Other Key Issues of Management

The Company’s 2005 Annual Report on Form 10-K/A includes a discussion of Other Key Issues of Management. The following discussion updates and expands the Risk Management section included in that report.

Risk Management

Management believes that every organization faces numerous risks that could threaten the successful execution of the Company’s goals and objectives. These include choice of strategy and markets, economic and business cycles, competition, changes in regulation, data quality and security, fraud, business interruption and management continuity, all factors which can be viewed as either strategic or operational risks that are common to any industry. In addition to these risks, the Company operates as an assumer of risk and its results are primarily determined by how well the Company understands, prices and manages risk. While many industries and companies start with a return goal and then attempt to shed risks that may derail that goal, the Company starts with a capital-based risk appetite and then looks for risks that meet its return targets within that framework. Management believes that this construct allows the Company to balance the cedants’ need for absolute certainty of claims payment with shareholders’ need for an adequate return on their capital.

The Company’s risk management framework encompasses all the risks faced by the Company: the strategic risks that it shares with the rest of the reinsurance industry, assumed risks (the reinsurance and capital market risks that it is paid to assume) and the operational risks that are a part of running any business. Management identifies and categorizes risks in terms of their source, their impact on the Company and the preferred strategies for dealing with them. It takes an integrated approach, because it is impossible to manage any of these risks in isolation. There are interrelationships and dependencies between the various categories of risk. Each must be viewed in the context of the whole if their potential impact on the organization is to be fully understood and effectively managed.

The Executive Management and the Board are responsible for managing strategic risks and setting key risk policies and limits. These risks include the direction and governance of the Company, as well as its response to key external factors faced by the reinsurance industry. Operational risks are managed by designated functions within the organization. They include failures or weaknesses in financial reporting and controls, non-compliance, poor cash management, fraud, breach of information technology security and reliance on third party vendors. The Company seeks to minimize these risks through robust processes and controls. Controls and monitoring processes throughout the organization ensure that Management and

 

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the Board have a comprehensive view of the Company’s risks and related mitigation strategies at all times. Individual business units manage assumed risks, subject to the limits and policies established by the Executive Management and the Board. These are the reinsurance risks that the Company’s clients want to transfer and are the core of the Company’s business. They also include the capital market risks that the Company assumes in the investment of its assets.

At a strategic level, the Company manages these risks through diversification and absolute limits. At an operational level, risk mitigation strategies for assumed risks include strong processes, technical risk assessment and collaboration among different groups of professionals who each contribute a particular area of expertise.

The Company maintains a risk appetite moderately above the average of the reinsurance market because Management believes that this position offers the best potential for creating shareholder value at an acceptable risk level. Therefore, the most profitable products generally present the most volatility and potential downside risk. The Company manages that risk through diversification, and absolute limits on any one risk. The Company accepts that results on a quarterly basis may be volatile, however it seeks to protect itself from downside risk that can materially impair its balance sheet. The limits imposed represent the boundaries of risk tolerance and are based on the amount of capital that may be lost.

The major risks to the Company’s balance sheet are typically due to events that Management refers to as shock losses. The Company defines a shock loss as an event that has the potential to materially damage economic value. The Company calculates its economic value as the difference between the net present value of tangible assets and the net present value of liabilities, using appropriate risk discount rates. For traded assets, the calculated net present values are equivalent to market values.

There are three areas of risk that the Company has currently identified as having the greatest potential for shock losses. These are catastrophe, reserving for casualty and other long-tail lines, and equity investment risk. The Company manages the risk of shock losses by setting limits on its tolerance for specific risks and on the amount of capital that it is willing to expose to such risks. The Company establishes limits to manage the absolute maximum foreseeable loss from any one event and considers the possibility that several shock losses could occur at one time, for example a major catastrophe event accompanied by a collapse in the equity markets. Management believes that the limits that it has placed on shock losses will allow the Company to continue writing business in such an event.

Other risks such as interest rate risk and credit risk have the ability to impact results substantially and may result in volatility in results from quarter to quarter, but Management believes that by themselves they are unlikely to represent a material downside threat to the Company’s long-term economic value. See Quantitative and Qualitative Disclosures about Market Risk in Item 3 of this report for additional disclosure on interest rate risk, foreign currency risk, credit risk and equity price risk.

Catastrophe Risk

The Company defines this risk as the risk that the aggregate losses from natural perils materially exceed the net premiums that are received to cover such risks. The Company considers both the loss of capital due to a single large event and the loss of capital that would occur from multiple (but potentially smaller) events in any year.

The Company imposes an absolute limit to catastrophe risk from any single loss through exposure limit caps in each zone and to each peril, with the largest zonal limit currently set at no more than $1.25 billion. This risk is managed through the real time allocation of catastrophe exposure capacity on each exposure zone to different business units, regular modeling of aggregate loss scenarios through proprietary models, and a combination of quantitative and qualitative analysis. A zone is a geographic area in which the insurance risks are considered to be correlated to a single catastrophic event. Not all zones have the same limit and zones are broadly defined so that it would be highly unlikely for any single event to substantially erode the aggregate exposure limits from more than one zone. Even extremely high severity/low likelihood events will only partially exhaust the limits in any zone, as they are likely to only affect a part of the area covered by a wide zone.

The Company also manages its exposures so that the chance that an economic loss to the Company from all catastrophe losses in any one year exceeds $750 million has a modeled probability of occurring less than once in 75 years. To measure this probability, the Company uses proprietary models that take into account not only the exposures in any zone, but also the likely frequency and severity of catastrophic events. This quantitative analysis is supplemented with the professional judgment of experienced underwriters.

Casualty Reserving Risk

The Company defines this risk as the risk that the estimates of ultimate losses for casualty and other long-tail lines that underlie its booked reserves will prove to be too low, leading to substantial reserve strengthening. The tolerance set by the Company for this risk is measured using total earned premium for casualty and other long-tail lines. Total earned premiums for casualty and other long-tail lines for the four most recent underwriting periods is currently limited to $3 billion.

 

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One of the greatest risks in long-tail lines of business, and particularly in U.S. casualty, is that the loss trends are higher than the assumptions underlying the Company’s ultimate loss estimates, resulting in ultimate losses that exceed recorded loss reserves. When loss trends prove to be higher than those underlying the reserving assumptions, the risk is great because of a stacking up effect: for long-tail lines, the Company carries reserves to cover claims arising from several years of underwriting activity and these reserves are likely to be adversely affected by unfavorable loss trends. The effect is likely to be more pronounced for recent underwriting years because, with the passage of time, actual loss emergence and data provide greater confidence around the adequacy of ultimate liability estimates for older underwriting years. Management believes that the volume of long-tail business most exposed to these reserving uncertainties should be limited to a predetermined amount.

The Company manages and mitigates the reserve risk for long-tail lines in a variety of ways. Underwriters and pricing actuaries follow a disciplined underwriting process that utilizes all available data and information, including industry trends. The Company establishes prudent reserving policies for determining carried reserves. These policies are systematic and Management endeavors to apply them consistently over time. See Critical Accounting Policies and Estimates - Losses and Loss Expenses and Life Policy Benefits below.

Equity Investment Risk

The Company defines this risk as the risk of a substantial decline in the value of its equity securities during the year. The tolerance set by the Company for this risk is measured using the value of equity securities as a percentage of available economic capital and is currently set at $2 billion. Assuming equity risk (and equity-like risks such as high yield bonds and convertible securities) within that part of the investment portfolio that is not required to support liability funds provides valuable diversification from other risk classes, along with the potential for higher returns. However, an overweight position could lead to a large loss of capital and impair the balance sheet in the case of a market crash. The Company sets strict limits on investments in any one name and any one industry, which creates a diversified portfolio and allows Management to focus on the systemic effects of equity risks. Systemic risk is managed by asset allocation, subject to strict caps on other than investment-grade bonds as a percentage of capital. The Company’s fully integrated information system provides real-time data on the investment portfolios, allowing for continuous monitoring and decision-support. Each portfolio is managed against a pre-determined benchmark to enable alignment with appropriate risk parameters and achievement of desired returns.

Critical Accounting Policies and Estimates

See the discussion of the Company’s Critical Accounting Policies and Estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s 2005 Annual Report on Form 10-K/A. The following discussion updates specific information related to the Company’s estimates for unpaid loss and loss expense reserves and life policy benefits since December 31, 2005.

Losses and Loss Expenses and Life Policy Benefits

Because a significant amount of time can elapse between the assumption of risk, occurrence of a loss event, the reporting of the event to an insurance company (the primary company or the cedant), the subsequent reporting to the reinsurance company (the reinsurer) and the ultimate payment of the claim on the loss event by the reinsurer, the Company’s liability for unpaid losses and loss expenses (loss reserves) is based largely upon estimates. The Company categorizes loss reserves into three types of reserves: reported outstanding loss reserves (case reserves), additional case reserves (ACRs) and incurred but not reported (IBNR) reserves. Case reserves represent unpaid losses reported by the Company’s cedants and recorded by the Company. ACRs are established for particular circumstances where, on the basis of individual loss reports, the Company estimates that the particular loss or collection of losses covered by a treaty may be greater than those advised by the cedant. IBNR reserves represent a provision for claims that have been incurred but not yet reported to the Company, as well as future loss development on losses already reported, in excess of the case reserves and ACRs. Unlike case reserves and ACRs, IBNR reserves are generally calculated in the aggregate for each line of business and they cannot usually be identified as reserves for a particular loss or treaty. The Company updates its estimates for each of the aforementioned categories on a quarterly basis using information received from its cedants. The Company also estimates the future unallocated loss adjustment expenses (ULAE) associated with the loss reserves and these form part of the Company’s loss adjustment expense reserves. The Company’s Non-life loss reserves for each category and sub-segment are reported in the table included later in this section.

The amount of time that elapses before a claim is reported to the cedant and then subsequently reported to the reinsurer is commonly referred to in the industry as the reporting tail. Lines of business for which claims are reported quickly are

 

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commonly referred to as short-tail lines; and lines of business for which a longer period of time elapses before claims are reported to the reinsurer are commonly referred to as long-tail lines. In general, for reinsurance, the time lags are longer than for primary business due to the delay that occurs between the cedant becoming aware of a loss and reporting the information to its reinsurer(s). The delay varies by reinsurance market (country of cedant), type of treaty, whether losses are paid by the cedant and the size of the loss. The delay could vary from a few weeks to a year or sometimes longer. For both short and long-tail lines, the Company’s objective is to estimate ultimate losses and loss expenses. Total loss reserves are then calculated by subtracting losses paid. Similarly, IBNR reserves are calculated by subtraction of case reserves and ACRs from total loss reserves.

The Company analyzes its ultimate losses and loss expenses after consideration of the loss experience of various reserving cells. The losses on each treaty for every underwriting year are assigned to a reserving cell. An underwriting year is the year during which the reinsurance treaty was entered into as opposed to the year in which the loss occurred (accident year), or the calendar year for which financial results are reported. The reserving cells are selected in order to ensure that the underlying treaties have homogeneous loss development characteristics (e.g., reporting tail) but are large enough to make estimation of trends credible. The selection of reserving cells is reviewed annually and changes over time as the business of the Company evolves. For each reserving cell, the Company’s estimates of loss reserves are reached after a review of the results of several commonly accepted actuarial projection methodologies. In selecting its best estimate, the Company considers the appropriateness of each methodology to the individual circumstances of the cell and underwriting year for which the projection is made. The methodologies that the Company employs include, but may not be limited to, paid loss development methods, incurred loss development methods, paid Borhuetter Ferguson (B-F) methods, incurred B-F methods, loss ratio methods and Bektander methods. In addition, the Company uses other methodologies to estimate liabilities for specific types of claims. For example, internal and vendor catastrophe models are typically used in the estimation of loss and loss expenses at the early stages of catastrophe losses before loss information is reported to the reinsurer. In the case of asbestos and environmental claims, the Company has established reserves for future loss and allocated loss expenses based on the results of periodic actuarial studies, which consider the underlying exposures of the Company’s cedants.

Often the selected best estimate is a blend of the results from two or more methods (e.g., weighted averages). Furthermore, the judgment as to which method(s) is most appropriate for a particular underwriting year and reserving cell could change over time as new information emerges regarding underlying loss activity and other data issues. See the Company’s 2005 Annual Report on Form 10-K/A for a brief discussion of the strengths and weaknesses of the various standard actuarial techniques we use.

The reserve methodologies employed by the Company are dependent on data that the Company collects. This data consists primarily of loss amounts reported by the Company’s cedants, loss payments made by the Company’s cedants, and premiums written and earned reported by the cedants or estimated by the Company. The actuarial methods used by the Company to project its liabilities recorded today but that will be paid in the future (future liabilities) do not generally include methodologies that are dependent on claim counts reported, claim counts settled or claim counts open because, due to the nature of the Company’s business, this information is not routinely provided by the cedants for every treaty. Consequently, actuarial methods relying on this information cannot be used by the Company to estimate loss reserves.

The Company examines loss development trends by underwriting year to determine various assumptions that are required as inputs in the actuarial methodologies it employs. This typically involves the analysis of historical loss development trends by reserving cell and by underwriting year, and the calculation of long-term averages. In addition, the Company utilizes external or internal benchmark sources of information for the reserving cells for which the Company does not have sufficient loss development data to calculate credible trends.

Several underlying assumptions are used in the construction of average trends and their subsequent use in the actuarial methodologies we employ. The validity of these underlying assumptions is reviewed periodically and, if appropriate, modifications are made in the selection of average trends or other reserving inputs to reflect deviations from the underlying assumptions.

The validity of all assumptions used in the reserving process is reaffirmed on a quarterly basis. Reaffirmation of the assumptions means that the actuaries determine that the assumptions continue to form a sound basis for projection of future liabilities. Assumptions used in projecting future liabilities are themselves estimates based on historical information. As new information becomes available (e.g., additional losses reported), our actuaries determine whether a revised estimate of the reserving assumptions that reflects all available information is consistent with the previous reserving assumptions employed. In general, to the extent that the revised estimate of assumptions is within a close range of our original assumptions, we determine that the assumptions employed continue to form an appropriate basis for projections and continue to use the original assumptions in our models. In this case, any differences could be attributed to the imprecise nature of the assumption estimation process. However, to the extent that the deviations between the two sets of estimates are not within a close range

 

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of our original assumptions, we react by adopting the revised assumptions as a basis for our reserve models. Notwithstanding the above, even where we have experienced no material deviations from our original assumptions during any quarter, we will generally revise our reserving assumptions at least once a year to reflect all accumulated available information. Critical underlying assumptions are:

 

  (i) the cedant’s business practices will proceed as in the past with no material changes either in submission of accounts or cash flows;

 

  (ii) any internal delays in processing accounts received by the cedant are not materially different from that experienced historically, and hence the implicit reserving allowance made in loss reserves through our methods continues to be appropriate;

 

  (iii) case reserve reporting practices, particularly the methodologies used to establish and report case reserves, are unchanged from historical practices;

 

  (iv) the Company’s internal claim practices, particularly the level and extent of use of ACRs are unchanged;

 

  (v) historical levels of claim inflation can be projected into the future and will have no material effect on either the acceleration or deceleration of claim reporting and payment patterns;

 

  (vi) the selection of reserving cells results in homogeneous and credible future expectations for all business in the cell and any changes in underlying treaty terms are either reflected in cell selection or explicitly allowed in the selection of trends;

 

  (vii) in cases where benchmarks are used, they are derived from the experience of similar business; and

 

  (viii) the Company can form a credible initial expectation of the ultimate loss ratio of recent underwriting years through a review of pricing information supplemented by qualitative information on market events.

All of our critical assumptions can be thought of as key assumptions in the sense that they can have a material impact on the adequacy of our reserves. In general, the various actuarial techniques we use assume that loss reporting and payment patterns in the future can be estimated from past experience. To the extent that any of the above assumptions are not valid, future payment and reporting patterns could differ from historical experience. In practice, it is difficult to be precise on the effect of each assumption. However, due to a greater potential for estimation error, and thus greater volatility, our reserves may be more sensitive to the effects of deviations from assumptions (v), (vii) and (viii) than the other assumptions.

The Company’s best estimate of total loss reserves is typically in excess of the midpoint of the actuarial reserve estimates. The Company believes that there is potentially significant risk in estimating loss reserves for long-tail lines of business and for immature underwriting years that may not be adequately captured through traditional actuarial projection methodologies. These methodologies usually rely heavily on projections of prior year trends into the future. In selecting its best estimate of future liabilities, the Company considers both the results of actuarial point estimates of loss reserves as well as the potential variability of these estimates as captured by a reasonable range of actuarial reserve estimates. Selected reserves are always within the indicated reasonable range of estimates indicated by the Company’s actuaries. However, primarily for long-tail lines and immature underwriting years, the Company’s best estimate of reserves reflects the effect of inherent risks that the Company believes are not adequately reflected in actuarial point estimates. In determining the appropriate best estimate, the Company reviews (i) the position of overall reserves within the actuarial reserve range, (ii) the result of bottom up analysis by underwriting year reflecting the impact of parameter uncertainty in actuarial calculations, and (iii) specific qualitative information on events that may have an effect on future claims but which may not have been adequately reflected in actuarial mid-estimates, such as potential for outstanding litigation, claims practices of cedants, etc.

In general, the estimates of loss reserves recorded for short-tail business are subject to less volatility than those for long-tail lines. Carried loss reserves for the U.S. P&C sub-segment are considered to be predominantly long-tail due to the significant volume of U.S. casualty business written in this sub-segment. The casualty line comprised 68% of the net premiums written for this sub-segment, or 15% of the Company’s total net premiums written in the first nine months of 2006. The remaining business within this sub-segment, property and motor, is considered to be short-tail. Within the Global (Non-U.S.) P&C sub-segment, the Company considers both its casualty business as well as its non-proportional motor business to be long-tail. These two lines represented 24% of the net premiums written in the Global (Non-U.S.) P&C sub-segment, or 5% of the Company’s total net premiums written in the first nine months of 2006. Management considers the short-tail lines within the Global (Non-U.S.) P&C sub-segment to be property and proportional motor. The Worldwide Specialty sub-segment is primarily comprised of lines of business that are thought to be either short or medium-tail. The short-tail lines consist of agriculture, catastrophe, energy, credit/surety and specialty property and accounted for 64% of the net premiums written in this sub-segment, or 28% of the Company’s total net premiums written in the first nine months of 2006. Aviation/space, engineering and marine are considered by the Company to have a medium-tail and represented 29% of this sub-segment’s net premiums written, or 12% of the Company’s total net premiums written in the first nine months of 2006. Specialty casualty business is considered to be long-tail and represented 7% of net premiums written in this sub-segment, or 3% of the Company’s total net premiums written in the first nine months of 2006.

 

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In the third quarters of 2006 and 2005, the Company reviewed its estimate for prior year losses for each sub-segment of the Non-life segment and, in light of developing data, determined to adjust its ultimate loss ratios for prior accident years. The components of the net favorable (adverse) loss development for the three months and nine months ended September 30, 2006 and 2005 are described in more detail in the discussion of the sub-segments that make up the Non-life segment.

The following table summarizes the net favorable (adverse) development of loss reserves in the Non-life segment (in millions of U.S. dollars):

 

    

For the three

months ended

September 30,

2006

  

For the three

months ended

September 30,

2005

   

For the nine

months ended
September 30,

2006

   

For the nine

months ended
September 30,

2005

 

Prior year favorable (adverse) loss development:

         

Non-life segment

         

U.S. P&C

   $ 3    $ (24 )   $ (16 )   $ (28 )

Global (Non-U.S.) P&C

     15      25       62       72  

Worldwide Specialty

     55      89       157       177  
                               

Total prior year loss development

   $ 73    $ 90     $ 203     $ 221  

Case reserves are reported to the Company by its cedants, while ACRs and IBNR are estimated by the Company. The following table shows the gross reserves reported by cedants (case reserves), those estimated by the Company (ACRs and IBNR) and the total net loss reserves recorded at September 30, 2006 for each Non-life sub-segment (in millions of U.S. dollars):

 

     Case reserves    ACRs   

IBNR

reserves

  

Total gross

loss reserves

recorded

  

Retroceded loss

reserves

   

Total net loss

reserves

recorded

U.S. P&C

   $ 631    $ 98    $ 1,441    $ 2,170    $ (31 )   $ 2,139

Global (Non-U.S.) P&C

     1,136      20      1,074      2,230      (46 )     2,184

Worldwide Specialty

     1,220      188      983      2,391      (86 )     2,305
                                          

Total Non-life

   $ 2,987    $ 306    $ 3,498    $ 6,791    $ (163 )   $ 6,628

The Company estimates its net loss reserves using single point estimates for each sub-segment. These loss reserves represent the Company’s best estimate of future losses and loss expense amounts. Ranges around these point estimates are developed using stochastic simulations and techniques and provide an indication as to the degree of variability of the loss reserves. The Company interprets the ranges produced by these techniques as confidence intervals around the best estimates for each sub-segment. However, due to the inherent volatility in the business written by the Company, there can be no guarantee that the final settlement of the loss reserves will fall within these ranges. The point estimates recorded by the Company and the range of estimates around these point estimates at September 30, 2006 for each Non-life sub-segment, were as follows (in millions of U.S. dollars):

 

    

Recorded point

estimate

   High    Low

Net Non-life loss reserves:

        

U.S. P&C

   $ 2,139    $ 2,418    $ 1,720

Global (Non-U.S.) P&C

     2,184      2,312      1,896

Worldwide Specialty

     2,305      2,363      2,084

It is not appropriate to add together the ranges of each sub-segment in an effort to determine a high and low range around the Company’s total net Non-life carried loss reserves.

The Company establishes loss reserves to cover the estimated liability for the payment of all losses and loss expenses incurred with respect to premiums earned on the contracts that the Company writes. Loss reserves do not represent an exact calculation of liability. Loss reserves are estimates involving actuarial and statistical projections at a given time to reflect the Company’s expectations of the costs of the ultimate settlement and administration of claims. Estimates of ultimate liabilities are contingent on many future events and the eventual outcome of these events may be different from the assumptions underlying the reserve estimates. In the event that the business environment and social trends diverge from historical trends,

 

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the Company may have to adjust its loss reserves to amounts falling significantly outside its current estimate range. Management believes that the recorded loss reserves represent its best estimate of future liabilities based on information available as of September 30, 2006. The estimates are continually reviewed and the ultimate liability may be in excess of, or less than, the amounts provided, for which any adjustments will be reflected in the period in which the need for an adjustment is determined.

Included in the business that is considered to have a long reporting tail is the Company’s exposure to asbestos and environmental claims. The Company’s net reserve for unpaid losses and loss expenses for asbestos and environmental exposures has not changed significantly since December 31, 2005. (See Note 4 to Consolidated Financial Statements in the Company’s 2005 Annual Report on Form 10-K/A.)

Liabilities for policy benefits for ordinary life and accident and health policies have been established based upon information reported by cedants supplemented by the Company’s actuarial estimates of mortality, critical illness, persistency and future investment income, with appropriate provision to reflect uncertainty. Reserves for policy claims and benefits include both mortality and critical illness claims in the process of settlement and claims that are assumed to have been incurred but not yet reported. Future policy benefit reserves for annuity and universal life products are carried at their accumulated values. Interest rate assumptions used to estimate liabilities for policy benefits for life and annuity contracts ranged from 1.5% to 5.5%. Actual experience in a particular period may vary from expected experience and, consequently, may affect the Company’s results in future periods.

Results of Operations—for the Three Months and Nine Months Ended September 30, 2006 and 2005

The following discussion of Results of Operations contains forward-looking statements based upon assumptions and expectations concerning the potential effect of future events that are subject to uncertainties. See Item 1A of Part I of the Company’s 2005 Annual Report on Form 10-K/A for a complete list of the Company’s risk factors. Any of these risk factors could cause actual results to differ materially from those reflected in such forward-looking statements.

The Company’s reporting currency is the U.S dollar. The Company’s subsidiaries and branches have one of the following functional currencies: U.S. dollar, euro or Canadian dollar. In recording foreign currency transactions, revenue and expense items are converted into the functional currency at the average exchange rates for each quarter. Assets and liabilities are converted to the functional currency at the exchange rates in effect at the balance sheet date. Financial statements expressed in functional currencies other than the U.S. dollar are translated to U.S. dollars using each quarter’s average exchange rate for the Statements of Operations and Cash Flows and the exchange rate in effect at the balance sheet date for the Balance Sheets. As a significant portion of the Company’s operations is performed in foreign currencies, fluctuations in foreign exchange rates may affect period-to-period comparisons. To the extent that fluctuations in foreign exchange rates affect comparisons, their impact has been quantified, when possible, and discussed in each of the relevant sections.

The following tables, which provide foreign exchange rates for the principal currencies in which the Company transacts business, highlight that:

 

    the U.S. dollar weakened, on average, against the euro and other currencies, except for the Japanese Yen, in the third quarter of 2006 compared to the third quarter of 2005 (see first table);

 

    the U.S. dollar strengthened, on average, against these currencies, except for the Canadian Dollar, in first nine months of 2006 compared to the same periods of 2005 (see first table); and

 

    the U.S. dollar weakened against these currencies, except for the Japanese Yen, at September 30, 2006 compared to December 31, 2005 (see second table).

 

     Statements of operations and cash flows (average rates)  

Exchange rate against U.S. dollar

  

Three months ended

September 30,

2006 (A)

  

Three months ended
September 30,

2005 (A)

   % Change    

Nine months ended

September 30,

2006 (B)

  

Nine months ended
September 30,

2005 (B)

   % Change  

Euro

   1.2684    1.2201    3.97 %   1.2284    1.2795    (3.99 )%

British pound

   1.8537    1.7939    3.33     1.7926    1.8616    (3.71 )

Swiss franc

   0.8105    0.7869    3.00     0.7869    0.8279    (4.94 )

Japanese yen

   0.0087    0.0091    (4.08 )   0.0086    0.0094    (8.16 )

Canadian dollar

   0.8930    0.8143    9.67     0.8773    0.8143    7.74  

(A) Obtained by arithmetic average of mid-month and month-end rates.
(B) Obtained by arithmetic average of first, second and third quarter average rates.

 

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     Balance sheets (end of period rates)  

Exchange rate against U.S. dollar

  

At

September 30, 2006

  

At

December 31, 2005

   % Change  

Euro

   1.2686    1.1843    7.12 %

British pound

   1.8725    1.7209    8.81  

Swiss franc

   0.8001    0.7600    5.27  

Japanese yen

   0.0085    0.0085    (0.06 )

Canadian dollar

   0.8979    0.8580    4.65  

Overview

The Company measures its performance in several ways. Among the performance measures accepted under U.S. GAAP is diluted net income per share, a measure that focuses on the return provided to the Company’s common shareholders. Diluted net income per share is obtained by dividing net income available to common shareholders by the weighted average number of common and common share equivalents outstanding. Net income available to common shareholders is defined as net income less preferred share dividends.

Net income or loss, preferred dividends, net income or loss available to common shareholders and diluted net income or loss per share for the three months and nine months ended September 30, 2006 and 2005 were as follows (in millions of U.S. dollars, except per share data):

 

    

For the three
months ended
September 30,

2006

   % Change
2006 over
2005
  

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

   % Change
2006 over
2005
  

For the nine
months ended
September 30,

2005

 

Net income (loss)

   $ 236    NM    $ (289 )   $ 507    NM    $ (17 )

Less: preferred dividends

     9    —        8       26    —        26  
                                    

Net income (loss) available to common shareholders

   $ 227    NM    $ (297 )   $ 481    NM    $ (43 )

Diluted net income (loss) per share

   $ 3.93    NM    $ (5.48 )   $ 8.33    NM    $ (0.79 )

NM: not meaningful

As the Company's reinsurance operations are exposed to low-frequency high-severity risk events, some of which are seasonal, results for certain interim periods may include unusually low loss experience while results for other interim periods may include significant catastrophic losses. Consequently, the Company's results for interim periods are not necessarily indicative of results for the full year.

Three-month and nine-month result

Net income, net income available to common shareholders and diluted net income per share for the three months and nine months ended September 30, 2006 have increased significantly compared to the same periods of 2005, as a result of a lower level of large catastrophic losses in 2006. Results for the third quarter of 2005 included pre-tax losses, adjusted for reinstatement premiums, of $621 million related to Hurricanes Katrina and Rita and the Central European Floods. Results for the first nine months of 2005 included pre-tax losses, adjusted for reinstatement premiums, of $682 million related to European winterstorm Erwin and the third quarter catastrophes.

Review of Net Income (Loss)

Management analyzes the Company’s net income (loss) in three parts: underwriting result, net investment income and other components of net income. Underwriting result consists of net premiums earned and other income less losses and loss expenses and life policy benefits, acquisition costs and other operating expenses. Investment income includes interest and dividends, net of investment expenses, generated by the Company’s investment portfolio, as well as interest income generated on funds held and certain ART transactions. Other components of net income include net realized investment gains and losses, interest expense, net foreign exchange gains and losses, income tax expense or benefit and interest in earnings of equity investments.

 

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The components of net income (loss) for the three months and nine months ended September 30, 2006 and 2005 were as follows (in millions of U.S. dollars):

 

    

For the three
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the nine
months ended
September 30,

2005

 

Underwriting result:

            

Non-life

   $ 159     NM     $ (449 )   $ 317     NM     $ (344 )

ART

     6     567 %     2       23     124 %     10  

Life

     (10 )   (2 )     (10 )     (31 )   (9 )     (29 )

Corporate expenses

     (16 )   24       (13 )     (47 )   17       (40 )

Net investment income

     115     23       93       323     20       270  

Net realized investment gains

     23     (59 )     56       19     (87 )     149  

Interest expense

     (13 )   85       (7 )     (39 )   79       (22 )

Net foreign exchange losses

     (6 )   316       (2 )     (13 )   247       (3 )

Income tax (expense) benefit

     (25 )   NM       39       (53 )   249       (15 )

Interest in earnings of equity investments

     3     56       2       8     21       7  
                                    

Net income (loss)

   $ 236     NM     $ (289 )   $ 507     NM     $ (17 )

NM: not meaningful

Underwriting result is a measurement that the Company uses to manage and evaluate its segments and sub-segments, as it is a primary measure of underlying profitability for the Company’s core reinsurance operations, separate from the investment results. The Company believes that in order to enhance the understanding of its profitability, it is useful for investors to evaluate the components of net income separately and in the aggregate. Underwriting result should not be considered a substitute for net income and does not reflect the overall profitability of the business, which is also impacted by investment results and other items.

Three-month result

The underwriting result for the Non-life segment increased by $608 million, from a loss of $449 million in 2005 to a gain of $159 million in 2006. The increase was principally attributable to:

 

    a decrease in the level of large catastrophic losses of $615 million (net of reinstatement premiums of $33 million) in the third quarter of 2006 for the U.S. P&C sub-segment ($97 million), Global (Non-U.S.) P&C sub-segment ($12 million) and Worldwide Specialty sub-segment ($506 million);

 

    an increase in the volume of business earned and normal fluctuations in profitability on the premiums earned in 2006 totaling approximately $20 million; and was partially offset by

 

    a decrease in net favorable development on prior accident years of $17 million, from $90 million in 2005 to $73 million in 2006. The components of the net favorable loss development on prior accident year losses are described in more detail in the discussion of individual sub-segments in the next section; and

 

    an increase in other operating expenses of $10 million, resulting primarily from higher bonus accruals in the 2006 period.

Underwriting result for the ART segment increased by $4 million, from $2 million in the third quarter of 2005 to $6 million in the third quarter of 2006. While the third quarter of 2005 included a net underwriting loss of $6 million related to Hurricane Katrina, the corresponding period of 2006 included one large loss of $3 million.

Underwriting result for the Life segment remained flat at a loss of $10 million in the third quarter of 2006 and 2005.

Corporate expenses increased by $3 million in the third quarter of 2006 compared to 2005. The net increase in operating expenses resulted primarily from:

 

    an increase in bonus accrual of $3 million in 2006. Bonuses are tied to results and the accrual for bonus was minimal in the third quarter of 2005 in response to poor operating results;

 

    the adoption on January 1, 2006, of SFAS 123R; and was partially offset by

 

    lower accruals for consulting and professional fees in the third quarter of 2006.

The Company reported net investment income of $115 million in the third quarter of 2006 compared to $93 million for the same period in 2005. The 23% increase in net investment income was primarily attributable to the increase in the asset base

 

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resulting from the investment of the Company’s significant cash flows from operations, which totaled $806 million since September 30, 2005, and cash proceeds of $549 million from the Company’s capital raise in October 2005. The higher interest rates prevailing during the third quarter of 2006 relative to the third quarter of 2005 for the U.S. dollar, euro and other currencies also contributed to the improvement in net investment income. This increase was also affected by changes in average foreign exchange rates, which resulted in an increase of net investment income of approximately 1%, as a result of the weakening of the U.S. dollar against the euro and other currencies.

Realized investment gains and losses are generally a function of multiple factors, with the most significant being the prevailing interest rates and equity market conditions, the timing of disposition of fixed maturities and equity securities, and charges for the recognition of other-than-temporary impairments in the Company’s investment portfolio. Net realized investment gains and losses decreased by $33 million, from a net gain of $56 million in the third quarter of 2005 to $23 million for the same period in 2006, primarily as a result of lower gains on sales of equity and fixed income securities. Following a decrease in interest rates during the third quarter of 2006, the majority of the Company’s fixed income investments increased in value compared to June 30, 2006 but remained lower than at September 30, 2005. Although the appreciation in value of fixed income and equity securities during the third quarter of 2006 increased the Company’s shareholder’s equity, the realization of the unrealized market value appreciation did not change the Company’s shareholders’ equity, as it merely transferred the gain from the accumulated other comprehensive income section of the balance sheet to net income on the statement of operations and retained earnings on the balance sheet.

Interest expense increased by $6 million in the third quarter of 2006 compared to the same period in 2005 due to the $400 million bank loan received by the Company in October 2005.

The foreign exchange loss increased by $4 million, from a loss of $2 million in the third quarter of 2005 to a loss of $6 million in 2006. The Company hedges a significant portion of its currency risk exposure, as discussed in the Quantitative and Qualitative Disclosures about Market Risk in Item 3 of this report. The increase in the foreign exchange loss during the third quarter of 2006 compared to the same period in 2005 is largely a function of (1) the comparative interest rate differential between the functional currency of the reporting unit and the currency being hedged, which increased the cost of hedging instruments used by the Company; (2) currency movements against the Company’s functional currencies for unhedged positions; and (3) the difference between the period-end foreign exchange rates, which are used to revalue the balance sheet, and the average foreign exchange rates, which are used to revalue the income statement.

The income tax expense increased by $64 million from a benefit of $39 million in the third quarter of 2005 to an expense of $25 million for the same period in 2006. The increase is primarily due to the increase in net income in the third quarter of 2006 compared to the net loss recorded in the same quarter in 2005.

Nine-month result

The underwriting result for the Non-life segment increased by $661 million, from a loss of $344 million in 2005 to a gain of $317 million in 2006. The increase was principally attributable to:

 

    a decrease in the level of large catastrophic losses of $676 million (net of reinstatement premiums of $35 million) in the first nine months of 2006 for the U.S. P&C sub-segment ($97 million), Global (Non-U.S.) P&C sub-segment ($14 million) and the Worldwide Specialty sub-segment ($565 million);

 

    an increase of approximately $9 million resulting from the normal fluctuations in profitability between periods; and was partially offset by

 

    a decrease of $18 million in net favorable development on prior accident years, from $221 million in 2005 to $203 million in 2006. The components of the net favorable loss development on prior accident year losses are described in more detail in the discussion of individual sub-segments in the next section; and

 

    increases in other operating expenses of $6 million.

Underwriting result for the ART segment increased by $13 million, from $10 million in the first nine months of 2005 to $23 million in 2006. While the first nine months of 2005 included a net underwriting loss of $6 million related to Hurricane Katrina, the corresponding period of 2006 included one large loss of $6 million as well as net favorable loss development of $1 million related to the 2005 hurricanes. The ART segment benefited from the early termination of a number of longer term contracts, which led to accelerated profit recognition for the terminated contracts, and stronger results on weather products, and this explains most of the growth in underwriting result for this segment.

Underwriting result for the Life segment decreased from a loss of $29 million in the first nine months of 2005 to a loss of $31 million in 2006, primarily due to higher operating expenses in the 2006 period.

 

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Corporate expenses increased by $7 million, from $40 million in the first nine months of 2005 to $47 million in 2006. The net increase in operating expenses resulted primarily from an increase in bonus accrual of $4 million in the first nine months of 2006 (for the reason described in the three-month section above) and the adoption of SFAS 123R, and was partially offset by lower accruals for consulting and professional fees.

The Company reported net investment income of $323 million in the first nine months of 2006 compared to $270 million in 2005. The 20% increase in net investment income was primarily attributable to the same factors as those discussed in the three-month section above. The impact of changes in average foreign exchange rates was negligible.

Net realized investment gains and losses decreased by $130 million, from a net gain of $149 million in the first nine months of 2005 to $19 million for the same period in 2006. While the sale of equity securities generated net realized investment gains, this was partially offset by net realized investment losses from the sale of fixed income securities and other-than-temporary impairments. Following a rise in interest rates during the first nine months of 2006, the majority of the Company’s fixed income investments decreased in value compared to December 31, 2005. Although the Company’s equity portfolio also experienced net realized investment losses in the difficult capital market environment prevailing during the second quarter of 2006, it benefited from a favorable environment during the first and third quarters of 2006 and generated net realized gains for the nine months ended September 30, 2006, albeit at a lower level than in 2005.

Interest expense increased by $17 million in the first nine months of 2006 compared to the same period in 2005 due to the $400 million bank loan received by the Company in October 2005. In the fourth quarter of 2006, the Company will incur additional interest expense of $6 million upon the redemption of trust preferred securities, representing the unamortized portion of the trust preferred securities’ issuance costs (see Note 7 to the Unaudited Condensed Consolidated Financial Statements included in Item 1 of Part 1 above).

The foreign exchange loss increased by $10 million, from a loss of $3 million in the first nine months of 2005 to a loss of $13 million in 2006. The increase in foreign exchange loss for the nine-month period resulted from the same factors as described in the three-month section above.

The income tax expense increased by $38 million from $15 million in the first nine months of 2005 to $53 million for the same period in 2006. The increase in income tax expense is primarily due to the same factor as that discussed in the three-month section above and normal shifts in geography (or tax jurisdictions) of pre-tax income.

Results by Segment

The Company monitors the performance of its underwriting operations in three segments, Non-life, ART and Life. The Non-life segment is further divided into three sub-segments, U.S. P&C, Global (Non-U.S.) P&C and Worldwide Specialty. Segments and sub-segments represent markets that are reasonably homogeneous in terms of geography, client types, buying patterns, underlying risk patterns and approach to risk management. See the description of the Company’s segments and sub-segments as well as a discussion of how the Company measures its segment results in Note 8 to Unaudited Condensed Consolidated Financial Statements (included in Item 1 of Part 1 above).

Segment results are shown net of intercompany transactions. Business reported in the Global (Non-U.S.) P&C and Worldwide Specialty sub-segments and the Life segment is, to a significant extent, denominated in foreign currencies and is reported in U.S. dollars at the weighted average foreign exchange rates for each period. The U.S. dollar fluctuated against the euro and other currencies in the third quarter and first nine months of 2006 compared to the same periods in 2005 and this should be considered when making period-to-period comparisons.

 

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Non-life Segment

U.S. P&C

The U.S. P&C sub-segment includes the U.S. casualty line, which represented approximately 64% and 68% of net premiums written in this sub-segment in the third quarter and first nine months of 2006, respectively. This line typically tends to have a higher loss ratio and lower technical result due to the long-tail nature of the risks involved. Casualty treaties typically provide for investment income on premiums invested over a longer period as losses are typically paid later than for other lines. Investment income, however, is not considered in the calculation of technical result. The following table provides the components of the technical result and the corresponding ratios for this sub-segment (in millions of U.S. dollars):

 

    

For the three
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the nine
months ended
September 30,

2005

 

Gross premiums written

   $ 194     3 %   $ 187     $ 659     2 %   $ 649  

Net premiums written

     194     3       187       659     2       649  

Net premiums earned

   $ 219     9     $ 200     $ 623     —       $ 624  

Losses and loss expenses

     (153 )   (42 )     (263 )     (466 )   (18 )     (568 )

Acquisition costs

     (54 )   13       (48 )     (153 )   3       (150 )
                                    

Technical result(1)

   $ 12     NM     $ (111 )   $ 4     NM     $ (94 )

Loss ratio(2)

     69.8 %       131.5 %     74.7 %       91.0 %

Acquisition ratio(3)

     24.7         24.0       24.6         24.0  
                                    

Technical ratio(4)

     94.5 %       155.5 %     99.3 %       115.0 %

NM: not meaningful
(1) Technical result is defined as net premiums earned less losses and loss expenses and acquisition costs.
(2) Loss ratio is obtained by dividing losses and loss expenses by net premiums earned.
(3) Acquisition ratio is obtained by dividing acquisition costs by net premiums earned.
(4) Technical ratio is defined as the sum of the loss ratio and the acquisition ratio.

Premiums

The U.S. P&C sub-segment represented 24% and 22% of total net premiums written in the third quarter and first nine months of 2006, respectively.

Three-month result

The increase in gross and net premiums written in the third quarter of 2006 resulted principally from the property line and was partially offset by a decline in the motor line. Net premiums written in the property line benefited from new treaties and continued strong pricing. Net premiums earned for this line further benefited from a) the seasonality in the earning pattern for U.S. wind business, which results in higher earned premiums in quarters with more wind exposure; and b) higher premiums written in the 2006 period than the corresponding 2005 period. While premiums for the motor line continued to decline due to treaty cancellations, increased risk retention by cedants, and increased competition, premiums for the casualty line were flat with relatively stable market conditions.

While there were noticeable differences in market conditions by line of business in this sub-segment, the market continued to provide profitable opportunities. The property line was the line most affected by the 2005 hurricanes, and catastrophe-exposed business benefited from improvements in pricing and terms and conditions during the July 1, 2006 renewals, despite increased but rational competition. Short-tail lines not exposed to catastrophes continued to see competitive conditions. Notwithstanding the sustained competition prevailing in this sub-segment, as well as the higher risk retention by cedants, the Company was able to pursue business that met its profitability objectives.

 

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Table of Contents

U.S. P&C (continued)

Nine-month result

While gross and net premiums written were 2% higher in the first nine months of 2006 compared to 2005, net premiums earned were flat. The property line had an increase in net premiums written and earned for the first nine months of 2006, while the motor line had a decrease and the casualty line was flat. Cedants reported more downward premium adjustments in the first nine months of 2006 in the casualty and property lines than in the same period in 2005; however, new treaties in the property line have more than made up for this. As the seasonality in earnings pattern for U.S. wind business resulted in higher earned premiums in the third quarter and lower earned premiums in the first and second quarters, commensurate with the wind exposure of each quarter, the net effect was not noticeable on a year-to-date basis.

The Company observed similar market conditions for the first nine months of 2006 to those described above for the three- month period.

Losses and loss expenses and loss ratio

Three-month result

The losses and loss expenses and loss ratio reported in the third quarter of 2006 reflected a) no large catastrophic losses; b) net favorable development on prior accident years of $3 million, or 1.4 points on the loss ratio of this sub-segment, including a net adverse loss development of $5 million related to Hurricanes Katrina, Rita and Wilma; and c) an increase in the book of business and exposure, as evidenced by the increase in net premiums earned during the third quarter of 2006. The net favorable loss development of $3 million included net favorable loss development for prior accident years in the casualty line of $7 million and net adverse loss development in the motor and property lines of $4 million. In addition to the net adverse loss development on the 2005 hurricanes, the Company experienced loss reductions in business written in prior underwriting years, driven by loss activity below expectations. Based on the Company’s assessment of this loss information, the Company has decreased its expected ultimate loss estimates for the casualty line (increased for the motor and property lines), which had the net effect of decreasing (increasing for the motor and property lines) prior year loss estimates.

The losses and loss expenses and loss ratio reported in the third quarter of 2005 included a) losses in the amount of $86 million related to Hurricane Katrina and $11 million related to Hurricane Rita for a total impact of 48.2 points on the loss ratio of this sub-segment; and b) net adverse loss development of $24 million, or 11.7 points on the loss ratio of this sub-segment. The net adverse loss development of $24 million included net adverse loss development for prior accident years in the casualty and motor lines of $26 million, partially offset by net favorable loss development in the property line of $2 million.

The decrease of $110 million in losses and loss expenses from the third quarter of 2005 to 2006 included:

 

    a decrease in large catastrophic losses of $97 million; and

 

    an improvement of $27 million in net prior year loss development; and was partially offset by

 

    an increase in losses and loss expenses of approximately $14 million resulting from the combination of the increase in the book of business and exposure, as evidenced by the increase in net premiums earned, and the slow erosion in profitability due to the increased competition during the 2006 period.

Nine-month result

The losses and loss expenses and loss ratio reported for the first nine months of 2006 reflected a) no large catastrophic losses; and b) net adverse development on prior accident years of $16 million, or 2.5 points on the loss ratio of this sub-segment, including a net adverse loss development of $26 million related to Hurricanes Katrina, Rita and Wilma. The net adverse loss development of $16 million included net adverse loss development for prior accident years in the property and motor lines and minimal net favorable development in the casualty line. The property line included net adverse loss development of $23 million related to the 2005 hurricanes and net favorable development on other losses. The casualty line included net adverse loss development of $3 million related to the 2005 hurricanes and net favorable development on other losses. In addition to the net adverse loss development on the 2005 hurricanes, the Company experienced loss reductions in business written in prior underwriting years, driven by loss activity below expectations. Based on the Company’s assessment of this loss information, the Company has increased its overall expected ultimate loss estimates for this sub-segment, which had the net effect of increasing prior year loss estimates.

 

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Table of Contents

U.S. P&C (continued)

The losses and loss expenses and loss ratio reported for the first nine months of 2005 included a) losses in the amount of $86 million related to Hurricane Katrina and $11 million related to Hurricane Rita for a total impact of 15.5 points on the loss ratio of this sub-segment; and b) net adverse loss development of $28 million, or 4.4 points on the loss ratio of this sub-segment. The net adverse loss development of $28 million included net adverse loss development for prior accident years in the casualty and motor lines of $39 million, partially offset by net favorable loss development in the property line of $11 million.

The decrease of $102 million in losses and loss expenses from the first nine months of 2005 to 2006 included:

 

    a decrease in large catastrophic losses of $97 million; and

 

    a decrease of $12 million in net adverse prior year development; and was partially offset by

 

    an increase in losses and loss expenses of approximately $7 million resulting from normal fluctuations in profitability between periods.

Acquisition costs and acquisition ratio

Three-month and nine-month result

The acquisition costs and acquisition ratio increased in the third quarter and first nine months of 2006 compared to 2005 primarily as a result of a modest shift from non-proportional to proportional business, which generally carries higher acquisition costs and acquisition ratio.

Technical result and technical ratio

Three-month result

The increase of $123 million in technical result and the corresponding decrease in the technical ratio from the third quarter of 2005 to the third quarter of 2006 was primarily attributable to a reduction in large catastrophic losses of $97 million, an improvement in net prior year development of $27 million, and was partially offset by normal fluctuations in profitability of approximately $1 million during the third quarter of 2006.

Nine-month result

The increase of $98 million in technical result and the corresponding decrease in the technical ratio from the first nine months of 2005 compared to the same period in 2006 was primarily attributable to a reduction in large catastrophic losses of $97 million, a reduction in net prior year development of $12 million, and was partially offset by a decrease of approximately $11 million in profitability resulting from the normal fluctuations in profitability between periods.

2006 Outlook

During the 2006 renewals, the Company saw that pricing and terms and conditions remained strong on lines exposed to the 2005 hurricanes, while short-tail non-catastrophe exposed property lines remained highly competitive. The casualty line experienced consistent and rational competition, and the Company expects to continue to pursue business that meets its profitability objectives. Considering the overall pricing indications and information received from cedants and brokers during the 2006 renewals, the timing of renewal of certain casualty treaties and Management’s decision to allocate more capacity to U.S. property lines experiencing strong pricing in 2006, Management believes that this sub-segment’s annual gross and net premiums written as well as net premiums earned will grow modestly in 2006.

 

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Table of Contents

Global (Non-U.S.) P&C

The Global (Non-U.S.) P&C sub-segment is composed of short-tail business, in the form of property and proportional motor business, that represented 83% and 76% of net premiums written for this sub-segment in the third quarter and first nine months of 2006, respectively, and long-tail business, in the form of casualty and non-proportional motor business, that represented the balance of net premiums written for this sub-segment. The following table provides the components of the technical result and the corresponding ratios for this sub-segment (in millions of U.S. dollars):

 

    

For the three
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the nine
months ended
September 30,

2005

 

Gross premiums written

   $ 154     12 %   $ 137     $ 647     (11 )%   $ 726  

Net premiums written

     154     12       137       645     (11 )     724  

Net premiums earned

   $ 202     6     $ 191     $ 566     (13 )   $ 647  

Losses and loss expenses

     (138 )   16       (120 )     (370 )   (13 )     (427 )

Acquisition costs

     (55 )   12       (48 )     (153 )   (5 )     (162 )
                                    

Technical result

   $ 9     (60 )   $ 23     $ 43     (26 )   $ 58  

Loss ratio

     68.4 %       62.6 %     65.4 %       66.0 %

Acquisition ratio

     27.1         25.5       27.0         25.0  
                                    

Technical ratio

     95.5 %       88.1 %     92.4 %       91.0 %

Premiums

The Global (Non-U.S.) P&C sub-segment represented 19% and 22%, of total net premiums written for the third quarter and first nine months of 2006, respectively.

Three-month result

The increase in gross and net premiums written and net premiums earned in 2006 resulted from the property and casualty lines of business and was partially offset by a decrease in the motor line. The third quarter is typically a low-renewal quarter, and competitive market conditions as well as increases in risk retention by cedants continued to prevail for this sub-segment, which reduced the opportunities for growth; however, the Company was able to increase its participations on treaties in the property and casualty lines. In addition to the continued increases in risk retention by cedants, the reduction in the motor line resulted from the Company’s decision to not renew treaties that do not meet the Company’s profitability objectives. The weakening of the U.S. dollar in the third quarter of 2006 contributed to the increase in net premiums written in this sub-segment, as the U.S. dollar weakened on average during the third quarter of 2006 compared to the third quarter of 2005, and premiums denominated in currencies that have appreciated against the U.S. dollar were converted into U.S. dollars at higher exchange rates. Without the positive contribution of foreign exchange, gross and net premiums written would have increased by 9% and net premiums earned would have increased by 2%.

Nine-month result

The decline in gross and net premiums written and net premiums earned in 2006 resulted from all lines of business in this sub-segment, with the largest decrease coming from the motor line. The market conditions described in the three-month period above applied to the nine-month period, with the addition of increases in risk retention by cedants. The Company has remained selective in an increasingly competitive environment and has chosen to retain only that business that met its profitability objectives rather than focusing on premium volume. The strengthening of the U.S. dollar in the first nine months of 2006 compared to the same period in 2005 also contributed to the decrease in net premiums written in this sub-segment. Without the negative contribution of foreign exchange, gross and net premiums written would have declined by 7% and net premiums earned would have declined by 11%.

 

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Global (Non-U.S.) P&C (continued)

Losses and loss expenses and loss ratio

Three-month result

The losses and loss expenses and loss ratio reported in the third quarter of 2006 reflected a) no large catastrophic losses; b) net favorable loss development on prior accident years of $15 million, or 7.4 points on the loss ratio, including $3 million of net favorable loss development on Hurricane Katrina and the Central European floods; and c) an increase in the book of business and exposure for this sub-segment, as evidenced by the increase in net premiums earned during the third quarter of 2006. The net favorable loss development of $15 million, which included net favorable development of $24 million in the property and casualty lines and a net adverse development of $9 million in the motor line, resulted from a reassessment of the loss development assumptions used by the Company to estimate future liabilities due to what it believed were favorable experience trends in these lines of business (adverse experience trends for the motor line), as losses reported by cedants during the third quarter of 2006 for prior accident years, and for treaties where the risk period expired, were lower (higher for the motor line) than the Company expected.

The losses and loss expenses and loss ratio reported in the third quarter of 2005 included losses in the amount of $12 million or 6.5 points on the loss ratio related to Hurricane Katrina and the Central European floods. In the third quarter of 2005, the net favorable loss development of $25 million, or 13.3 points on the loss ratio of this sub-segment, included net favorable loss development in all lines of business, primarily in the property line.

The increase of $18 million in losses and loss expenses from the third quarter of 2005 to the third quarter of 2006 included:

 

    a decrease of $10 million in net favorable prior year development; and

 

    an increase in losses and loss expenses of approximately $20 million resulting from the combination of a) the increase in the book of business and exposure, as evidenced by the increase in net premiums earned; b) modestly lower profitability on the business written in 2005 and 2006 that was earned during the 2006 period; and c) normal fluctuations in profitability between periods; and was partially offset by

 

    a decrease in large catastrophic losses of $12 million.

Nine-month result

The losses and loss expenses and loss ratio reported in the first nine months of 2006 reflected a) no large catastrophic losses; b) net favorable loss development on prior accident years of $62 million, or 10.8 points on the loss ratio, including $5 million of net favorable loss development on Hurricanes Katrina and Wilma, the Central European floods and European winterstorm Erwin; and c) a decrease in the book of business and exposure for this sub-segment as evidenced by the decrease in net premiums earned during the first nine months of 2006. The net favorable loss development of $62 million, which included net favorable development of $72 million in the property and casualty lines and net adverse development of $10 million in the motor line, resulted from the same factors as those described in the three-month section above.

The losses and loss expenses and loss ratio reported in the first nine months of 2005 included losses in the amount $12 million related to Hurricane Katrina and the Central European floods and $2 million related to European winterstorm Erwin, which accounted in total for 2.2 points on the loss ratio for this sub-segment. In the first nine months of 2005, the net favorable loss development of $72 million, or 11.1 points on the loss ratio of this sub-segment, included net favorable loss development of $73 million for prior accident years in the property and casualty lines, partially offset by net adverse loss development of $1 million in the motor line.

 

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Global (Non-U.S.) P&C (continued)

The decrease of $57 million in losses and loss expenses from the first nine months of 2005 to the same period in 2006 included:

 

    a decrease in losses and loss expenses of approximately $53 million resulting from the offsetting effect of a) the decrease in the book of business and exposure, as evidenced by the decrease in net premiums earned; b) modestly lower profitability on the business written in 2005 and 2006 that was earned during the 2006 period; and c) normal fluctuations in profitability between periods; as well as

 

    a decrease in large catastrophic losses of $14 million; and was partially offset by

 

    a decrease of $10 million in net favorable prior year development.

Acquisition costs and acquisition ratio

Three-month result

The increase in acquisition costs in the third quarter of 2006, compared to the same period in 2005, was primarily due to a) the increase in the Company’s book of business and exposure, as evidenced by the 6% increase in net premiums earned; b) higher sliding-scale commissions on profitable underwriting years; and c) higher acquisition costs on business written in 2006 resulting from the increased competition in this sub-segment. The increase in the related acquisition ratio results from the last two factors.

Nine-month result

The decrease in acquisition costs in the first nine months of 2006, compared to the same period in 2005, was primarily due to the reduction in the Company’s book of business and exposure, as evidenced by the 13% decrease in net premiums earned. This was partially offset by higher sliding-scale commissions on profitable underwriting years and higher acquisition costs on business written in 2006 resulting from the increased competition in this sub-segment. The increase in the related acquisition ratio results from the last two factors.

Technical result and technical ratio

Three-month result

The decrease of $14 million in technical result and the corresponding increase in the technical ratio from the third quarter of 2005 to 2006 was primarily explained by: a) a decrease of $10 million in net favorable prior year development; and b) a decrease of profitability of approximately $16 million resulting from the increased competition in this sub-segment; and was partially offset by c) a decrease of $12 million in large catastrophic losses.

Nine-month result

The decrease of $15 million in technical result and the corresponding increase in the technical ratio from the first nine months of 2005 to the same period in 2006 was primarily explained by: a) a decrease of $10 million in net favorable prior year development; and b) a decrease of profitability of approximately $19 million resulting from a combination of the reduction in the book of business and exposure, as evidenced by the decrease in net premiums earned, normal fluctuations in profitability between periods and a higher a priori loss ratio in 2006 reflecting compressed margins as pricing is not keeping up with loss cost trends; and was partially offset by c) a decrease of $14 million in large catastrophe losses.

2006 Outlook

During the 2006 renewals, the Company observed a continuation of the trend by cedants to increase their retentions and reinsurers to increase their competitive behavior. Terms, conditions and pricing continued to decline in several markets as a result of the increased competition, and the Company reduced the portion of its book of business that renewed on October 1, 2006 in this sub-segment. Based on the 2006 pricing indications and renewal information received from cedants and brokers, and assuming constant foreign exchange rates, Management expects annual gross and net premiums written and net premiums earned to remain below the 2005 level for this sub-segment.

 

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Worldwide Specialty

The Worldwide Specialty sub-segment is usually the most profitable sub-segment within the Company; however, it is important to note that this sub-segment is exposed to volatility resulting from significant catastrophe and other large losses, and thus, profitability in any one period is not necessarily predictive of future profitability. The following table provides the components of the technical result and the corresponding ratios for this sub-segment (in millions of U.S. dollars):

 

    

For the three
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

    % Change
2006 over
2005
   

For the nine
months ended
September 30,

2005

 

Gross premiums written

   $ 346     1 %   $ 343     $ 1,304     3 %   $ 1,262  

Net premiums written

     346     3       336       1,283     4       1,231  

Net premiums earned

   $ 430     6     $ 406     $ 1,112     2     $ 1,086  

Losses and loss expenses

     (153 )   (76 )     (633 )     (472 )   (54 )     (1,018 )

Acquisition costs

     (87 )   (5 )     (92 )     (221 )   (5 )     (233 )
                                    

Technical result

   $ 190     NM     $ (319 )   $ 419     NM     $ (165 )

Loss ratio

     35.5 %       155.8 %     42.4 %       93.7 %

Acquisition ratio

     20.3         22.6       19.9         21.5  
                                    

Technical ratio

     55.8 %       178.4 %     62.3 %       115.2 %

NM: not meaningful

Premiums

The Worldwide Specialty sub-segment represented 43% of total net premiums written in the third quarter and first nine months of 2006.

Three-month result

Gross and net premiums written increased by 1% and 3%, respectively, in the third quarter of 2006, while net premiums earned increased by 6% compared to the same period in 2005. While the third quarter of 2005 included $33 million of reinstatement premiums related to Hurricane Katrina, the comparable period of 2006 included no reinstatement premiums and this impeded the growth of gross and net premiums written and net premiums earned for this sub-segment. On the other hand, the weakening of the U.S. dollar in the third quarter of 2006 compared to the same period in 2005 contributed to the growth in gross and net premiums written and net premiums earned by approximately 1 point in this sub-segment, as the U.S. dollar weakened on average during 2006 compared to 2005, and premiums denominated in currencies that have appreciated against the U.S. dollar were converted into U.S. dollars at higher exchange rates. Without the positive contribution of foreign exchange, gross premiums written would have been flat, and net premiums written and earned would have increased by approximately 2% and 5%, respectively, during the third quarter of 2006. The seasonality in the earning pattern for U.S. wind business, which results in higher earned premiums in quarters with more wind exposure, was the principal factor for the higher growth rate in net premiums earned compared to net premiums written.

Conditions observed by the Company for this sub-segment in the first six months of 2006 continued into the third quarter, as the improvements in pricing and terms and conditions observed since the third quarter of 2005 for catastrophe-exposed lines, such as the catastrophe, energy and marine lines, as well as the specialty property, agriculture and engineering lines are holding firm. In response to the current level of demand and attractive risk-adjusted pricing in this sub-segment, Management has increased the allocation of capacity to the catastrophe-exposed lines, which resulted in growth in premiums written during the third quarter of 2006 compared to 2005. Higher cedant retention and increased competition resulted in a decrease in premiums written for the other lines of business in this sub-segment.

 

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Worldwide Specialty (continued)

Nine-month result

Gross and net premiums written increased by 3% and 4%, respectively, in the first nine months of 2006 compared to the same period in 2005, while net premiums earned increased by 2% for the same period. While the first nine months of 2005 included $35 million of reinstatement premiums related to Hurricane Katrina and European winterstorm Erwin, the comparable period of 2006 included no reinstatement premiums and this impeded the growth of gross and net premiums written and net premiums earned for this sub-segment. The strengthening of the U.S. dollar in the first nine months of 2006 compared to the same period in 2005 also impeded growth in gross and net premiums written by approximately 3 points and net premiums earned by approximately 2 points in this sub-segment during the first nine months of 2006 compared to 2005. Without the negative contribution of foreign exchange, gross and net premiums written and net premiums earned would have increased by approximately 6%, 7% and 4%, respectively, during the first nine months of 2006. As discussed in the three-month section above, improvements in pricing, terms and conditions observed in the first six months held firm into the third quarter of 2006, and Management has increased the allocation of capacity to catastrophe-exposed lines, which resulted in growth in premiums written during the first nine months of 2006 compared to 2005. Notwithstanding the increased competition prevailing in certain lines and markets of this sub-segment, the Company has remained selective in pursuing business that met its profitability objectives and has declined treaties where terms and conditions did not meet the Company’s standards.

Losses and loss expenses and loss ratio

Three-month result

The losses and loss expenses and loss ratio reported in the third quarter of 2006 for this sub-segment reflected a) no large catastrophic losses; and b) net favorable loss development on prior accident years in the amount of $55 million, or 12.7 points on the loss ratio. The net favorable loss development of $55 million was primarily due to net favorable loss emergence as losses reported by cedants during the third quarter of 2006 for prior accident years, including treaties where the risk period expired, were lower than the Company expected. Loss information provided by cedants in the third quarter of 2006 for prior accident years for all lines in this sub-segment included no individually significant losses or reductions but a series of attritional losses or reductions. Based on the Company’s assessment of this loss information, the Company has decreased its expected ultimate loss ratios for all lines, which had the net effect of decreasing the level of prior year loss estimates for this sub-segment.

The losses and loss expenses and loss ratio reported in the third quarter of 2005 included losses in the amount of $453 million related to Hurricane Katrina, $26 million related to Hurricane Rita and $58 million related to the Central European floods for a total impact of 130.1 points on the loss ratio for this sub-segment (the loss ratio was adjusted for related reinstatement premiums). In the third quarter of 2005, the net favorable loss development of $89 million, or 21.8 points on the loss ratio for this sub-segment, included net favorable loss development of $102 million in all lines, except for the agriculture and specialty casualty lines that were affected by net adverse loss development of $13 million.

The decrease of $480 million in losses and loss expenses from the third quarter of 2005 to 2006 included:

 

    a decrease in large catastrophic losses of $537 million; and was partially offset by

 

    a decrease of $34 million in net adverse prior year development; and

 

    an increase in losses and loss expenses of approximately $23 million resulting from the combination of the increase in the book of business and exposure, as evidenced by the increase in net premiums earned during the 2006 period, and normal fluctuations in profitability between periods.

 

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Worldwide Specialty (continued)

Nine-month result

The losses and loss expenses and loss ratio reported in the first nine months of 2006 for this sub-segment reflected a) no large catastrophic losses; and b) net favorable loss development on prior accident years in the amount of $157 million, or 14.1 points on the loss ratio. The net favorable loss development of $157 million reported in the first nine months of 2006 included net adverse development of $12 million relating to the 2005 hurricanes, the Central European floods and European winterstorm Erwin. The net favorable loss development was primarily due to the same factors as those reported in the three-month section above. Other than for losses related to the 2005 hurricanes, loss information provided by cedants in the first nine months of 2006 for prior accident years for all lines in this sub-segment included no individually significant losses or reductions but a series of attritional losses or reductions. Based on the Company’s assessment of this loss information, the Company has decreased its expected ultimate loss ratios for all lines except for the catastrophe line, which had the net effect of decreasing (increasing for the catastrophe line) the level of prior year loss estimates for this sub-segment.

The losses and loss expenses and loss ratio reported in the first nine months of 2005 included losses in the amount of $453 million related to Hurricane Katrina, $26 million related to Hurricane Rita, $58 million related to the Central European floods and $61 million related to European winterstorm Erwin for a total of 53.7 points on the loss ratio for this sub-segment (the loss ratio was adjusted for related reinstatement premiums). In the first nine months of 2005, the net favorable loss development of $177 million, or 16.3 points on the loss ratio of this sub-segment, included net favorable loss development of $197 million in all lines, except for the agriculture and specialty casualty lines that were affected by net adverse loss development of $20 million.

The decrease of $546 million in losses and loss expenses from the first nine months of 2005 to 2006 included:

 

    a decrease in large catastrophe losses of $598 million; and was partially offset by

 

    a decrease of $20 million in net favorable prior year development; and

 

    an increase in losses and loss expenses of approximately $32 million resulting from the combination of the increase in the book of business and exposure, as evidenced by the increase in net premiums earned during the 2006 period, and modestly lower profitability overall on the business written in 2005 and 2006 that was earned during the first nine months of 2006.

Acquisition costs and acquisition ratio

Three-month and nine-month result

The decrease in acquisition costs and acquisition ratio in the third quarter and first nine months of 2006 compared to 2005 was primarily attributable to a) adjustments for certain treaties in the third quarter of 2005, which resulted in higher acquisition costs for the three-month and nine-month periods of 2005, as well as b) normal shifts between lines of business that carry different acquisition ratios.

Technical result and technical ratio

Three-month result

The increase of $509 million in technical result and the corresponding decrease in the technical ratio from the third quarter of 2005 to 2006 was primarily explained by:

 

    the reduction of $506 million in large catastrophic losses (including net losses and loss expenses of $537 million and acquisition costs of $2 million, net of reinstatement premiums of $33 million related to the 2005 hurricanes and Central European floods); and

 

    an increase of approximately $37 million in technical result resulting principally from higher net premiums earned for the wind-exposed lines, which suffered no large catastrophic losses in the third quarter of 2006, and normal fluctuations in quarterly movements; and were partially offset by

 

    a reduction of $34 million in net favorable prior year development.

 

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Worldwide Specialty (continued)

Nine-month result

The increase of $584 million in technical result and the corresponding decrease in the technical ratio from the first nine months of 2005 to 2006 was primarily explained by:

 

    the decrease of $565 million in large catastrophe losses in the 2006 period (including net losses and loss expenses of $598 million and acquisition costs of $2 million, net of reinstatement premiums of $35 million, related to the 2005 hurricanes, Central European floods and European winterstorm Erwin); and

 

    an increase of approximately $39 million in technical result resulting principally from higher net premiums earned for the wind-exposed lines, which suffered no large catastrophic losses in 2006, and normal fluctuations in movements between periods; and was partially offset by

 

    a decrease of $20 million in the net favorable prior year development in the 2006 period.

2006 Outlook

Management expects that the environment for U.S. wind-exposed lines will remain strong during the remainder of 2006, as these lines will continue to benefit from a reduction of reinsurance capacity following the 2005 hurricanes. Based on the 2006 pricing indications and renewal information received from cedants and brokers, and assuming constant foreign exchange rates, Management expects annual gross and net premiums written and net premiums earned for this sub-segment to be flat to modestly positive in 2006.

ART Segment

The ART segment comprises structured risk transfer, principal finance (previously referred to as the structured finance unit), weather related products and strategic investments, which includes the interest in earnings of the Company’s equity investment in Channel Re. The new name for the structured finance unit reflects the expansion of this unit into project finance and real estate related asset classes, in addition to the structured finance asset class.

As revenues in this segment are recorded either as premiums or other income (in the case of derivative contracts and contracts that do not qualify for reinsurance accounting), premiums alone are not a representative measure of activity in ART. This segment is very transaction driven, and revenues and profit trends will be uneven, especially given the relatively small size of this segment. Accordingly, profitability or growth in any period is not necessarily predictive of future profitability or growth. The following table provides the components of the underwriting result for this segment (in millions of U.S. dollars):

 

    

For the three

months ended
September 30,

2006

   

For the three

months ended
September 30,

2005

   

For the nine

months ended
September 30,

2006

   

For the nine

months ended
September 30,

2005

 

Gross premiums written

   $ 4     $ 8     $ 30     $ 21  

Net premiums written

     4       8       30       21  

Net premiums earned

   $ 8     $ 10     $ 22     $ 16  

Losses and loss expenses

     (4 )     (13 )     (11 )     (14 )

Acquisition costs

     (1 )     (1 )     (3 )     (2 )
                                

Technical result

   $ 3     $ (4 )   $ 8     $ —    

Other income

     8       9       28       20  

Other operating expenses

     (5 )     (3 )     (13 )     (10 )
                                

Underwriting result

   $ 6     $ 2     $ 23     $ 10  

Interest in earnings of equity investments

   $ 3     $ 2     $ 8     $ 7  

Three-month result

Underwriting result for the ART segment increased by $4 million, from $2 million in the third quarter of 2005 to $6 million in the third quarter of 2006. While the third quarter of 2005 included a net underwriting loss of $6 million related to Hurricane Katrina, the corresponding period of 2006 included one large loss of $3 million.

 

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ART Segment (continued)

Nine-month result

Underwriting result for the ART segment increased by $13 million, from $10 million in the first nine months of 2005 to $23 million in 2006. While the first nine months of 2005 included a net underwriting loss of $6 million related to Hurricane Katrina, the corresponding period of 2006 included one large loss of $6 million as well as net favorable loss development of $1 million related to the 2005 hurricanes. The ART segment benefited from the early termination of a number of longer term contracts, which led to accelerated profit recognition for the terminated contracts, and stronger results on weather products, and this explains most of the growth in underwriting result for this segment.

2006 Outlook

The Company expects that current interest rates and tight credit spreads will continue to impede growth in the structured risk transfer and principal finance lines, as well as the growth of Channel Re. The Company intends to offset these trends by cautiously exploring new business initiatives in related risk categories (including project finance and real estate related asset classes) that should contribute to growth over time.

Life Segment

The following table provides the components of the allocated underwriting result for this segment (in millions of U.S. dollars):

 

    

For the three

months ended
September 30,

2006

    % Change
2006 over
2005
   

For the three

months ended
September 30,

2005

   

For the nine

months ended
September 30,

2006

    % Change
2006 over
2005
   

For the nine

months ended
September 30,

2005

 

Gross premiums written

   $ 115     9 %   $ 105     $ 364     8 %   $ 336  

Net premiums written

     110     6       103       351     8       325  

Net premiums earned

   $ 115     6     $ 108     $ 342     7     $ 319  

Life policy benefits

     (93 )   14       (82 )     (262 )   7       (244 )

Acquisition costs

     (24 )   (21 )     (30 )     (89 )   5       (86 )
                                    

Technical result

   $ (2 )   44     $ (4 )   $ (9 )   12     $ (11 )

Other operating expenses

     (8 )   24       (6 )     (22 )   22       (18 )

Net investment income

     13     (3 )     13       37     (4 )     38  
                                    

Allocated underwriting result(1)

   $ 3     (7 )   $ 3     $ 6     (43 )   $ 9  

(1) Allocated underwriting result is defined as net premiums earned and allocated net investment income less life policy benefits, acquisition costs and other operating expenses.

Premiums

The Life segment represented 13% and 12% of total net premiums written in the third quarter and first nine months of 2006, respectively.

Three-month result

Gross and net premiums written increased by 9% and 6%, respectively, in the third quarter of 2006 compared to the same period in 2005. Growth in gross and net premiums written and net premiums earned originated from the mortality line and was partially offset by reductions in the health and longevity lines. Growth in the mortality line resulted from intrinsic growth in the business written by the Company’s cedants, which resulted in more volume ceded to the Company on the existing treaties, and new business generated by the Company. While the decrease in the health line for the third quarter of 2006 resulted from the conversion of a proportional treaty to the non-proportional basis, the decrease in the longevity line resulted primarily from one cedant that had a decrease in production throughout 2006. The U.S. dollar has weakened on average in the third quarter of 2006 and premiums denominated in currencies that have appreciated against the U.S. dollar were converted into U.S. dollars at higher exchange rates. Without the positive effects of changes in average foreign exchange rates, gross and net premiums written and net premiums earned would have grown by approximately 5%, 3% and 3%, respectively, in the third quarter of 2006 compared to 2005.

 

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Table of Contents

Life Segment (continued)

Nine-month result

The increase in gross and net premiums written and net premiums earned during the first nine months of 2006 compared to the same period in 2005 was attributable to the same reasons as those described in the three-month section above with the addition that the decline in the health line also resulted from the Company not renewing treaties that did not meet its profitability objectives. Furthermore, the U.S. dollar has strengthened on average in the first nine months of 2006 and foreign exchange movements have impeded growth in premiums by approximately 3% in the first nine months of 2006 compared to the same period in 2005. Without the negative effects of changes in average foreign exchange rates, both gross and net premiums written would have grown by approximately 11% for this period, while net premiums earned would have grown by approximately 10%.

Life policy benefits

Three-month result

The life policy benefits increased by $11 million, or 14%, in the third quarter of 2006 principally as a result of a) the increase in the book of business and exposure, as evidenced by the 6% increase in net premiums earned for this sub-segment; and b) the Company’s reserve strengthening on certain treaties in the mortality line totaling approximately $4 million in the third quarter of 2006.

Nine-month result

The life policy benefits increased by $18 million, or 7%, in the first nine months of 2006 compared to the same period in 2005. This was primarily attributable to the increase in the book of business and exposure, as evidenced by the 7% increase in net premiums earned for this segment. The first nine months of 2006 included offsetting movements as the impact of the Company’s reserve strengthening on certain treaties totaling approximately $4 million in the third quarter of 2006 and reserve strengthening of $5 million in the second quarter of 2006 was significantly offset by lower reported losses on one annuity treaty and treaties in the health line.

Acquisition costs

Three-month result

The acquisition costs decreased by $6 million or 21% in the third quarter of 2006 compared to the same period in 2005. The decrease is principally attributable to one treaty, which was restructured in the second quarter of 2006 and has lower acquisition costs.

Nine-month result

The increase of $3 million, or 5%, in acquisition costs in the first nine months of 2006 compared to the same period in 2005 was primarily attributable to the increase in the book of business and exposure, as evidenced by the 7% growth in net premiums earned for this segment in the 2006 period and normal shifts in the mix of business.

Net investment income

Three-month and nine-month result

Net investment income for the third quarter and first nine months of 2006 decreased by 3% and 4 %, respectively, for this segment compared to the same periods of 2005, resulting primarily from lower funds held balances in the 2006 periods compared to the same periods in 2005.

Allocated underwriting result

Three-month and nine-month result

The deterioration in allocated underwriting result in the first nine months of 2006 compared to 2005 was primarily attributable to higher operating expenses, resulting principally from higher bonus accrual in the 2006 period and lower investment income on funds held balances.

 

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Table of Contents

Life Segment (continued)

2006 Outlook

Based on pricing indications and renewal information received from cedants and brokers, and assuming constant foreign exchange rates, Management expects that annual gross and net premiums written and net premiums earned for this segment will continue to grow in 2006.

Premium Distribution by Line of Business

The distribution of net premiums written by line of business was as follows:

 

    

For the three
months ended
September 30,

2006

   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

   

For the nine
months ended
September 30,

2005

 

Non-life

        

Property and Casualty

        

Property

   19 %   16 %   19 %   19 %

Casualty

   18     18     18     19  

Motor

   6     8     7     9  

Worldwide Specialty

        

Agriculture

   5     3     4     3  

Aviation/Space

   7     8     5     6  

Catastrophe

   8     11     14     12  

Credit/Surety

   6     8     5     6  

Engineering

   6     6     5     4  

Energy

   3     1     2     1  

Marine

   3     3     3     3  

Specialty property

   2     1     2     2  

Specialty casualty

   3     3     3     4  

ART

   1     1     1     1  

Life

   13     13     12     11  
                        

Total

   100 %   100 %   100 %   100 %

Total net premiums written increased by 5% and 1% in the third quarter and the first nine months of 2006, respectively, compared to the same periods in 2005. The U.S. dollar weakened during the third quarter and strengthened during the first nine months of 2006 compared to the same periods in 2005 and premiums denominated in currencies that appreciated against the U.S. dollar were converted into U.S. dollars at higher exchange rates in the third quarter of 2006, whereas premiums denominated in currencies that depreciated against the U.S dollar were converted into U.S dollars at lower exchange rates in the first nine months of 2006. Without the positive contribution of foreign exchange, net premiums written would have increased by 3% in the third quarter of 2006 and without the negative contribution of foreign exchange, they would have increased by 3% in the first nine months of 2006, when compared to the same periods in 2005. Foreign exchange fluctuations affected the comparison for all lines. The catastrophe line included reinstatement premiums of $40 million related to Hurricane Katrina in the three-month period and $42 million related to Hurricane Katrina and European winterstorm Erwin for the nine-month period of 2005, which affected the comparisons for that line.

There were modest shifts in the distribution of net premiums written by line and segment between the 2006 and 2005 periods, which reflected the Company’s response to existing market conditions as discussed below. Additionally, distributions of net premiums written may also be affected by the timing of renewals of treaties or the shift in treaty structure from a proportional to non-proportional basis, which can significantly reduce premiums written.

 

    Property: As this line benefited from the strongest pricing among the P&C lines, the U.S. P&C and Global (Non-U.S.) P&C sub-segments took advantage of the strong market conditions and contributed nearly equally to the increase in this line for the third quarter of 2006;

 

    Motor: the decrease for the three-month and nine-month periods of 2006 in the motor line resulted from higher risk retention by cedants and Management’s decision not to renew certain treaties in the U.S. P&C and Global (Non-U.S.) P&C sub-segments when the profitability did not meet the Company’s objectives; and

 

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Table of Contents
    Catastrophe and energy: the catastrophe and energy lines, which were exposed to the 2005 hurricanes, benefited from improvements in pricing and terms and conditions following these events. In response to the current level of demand and attractive risk-adjusted pricing in these lines, Management has increased the allocation of capacity to the catastrophe-exposed lines, which resulted in growth in premiums written for these lines during the third quarter and first nine months of 2006 (after adjustment for reinstatement premiums in the 2005 periods).

2006 Outlook

Based on 2006 renewal information from cedants and brokers, and assuming constant foreign exchange rates, the Company expects that annual net premiums written for the catastrophe and other U.S. wind-exposed lines will grow in 2006, while premiums for the motor line will decrease. Management expects no significant changes in the distribution of net premiums written for other lines of business.

Premium Distribution by Treaty Type

The Company typically writes business on either a proportional or non-proportional basis. On proportional business, the Company shares proportionally in both the premiums and losses of the cedant. In non-proportional business, the Company is typically exposed to loss events in excess of a predetermined dollar amount or loss ratio. In both proportional and non-proportional business, the Company typically reinsures a large group of primary insurance contracts written by the ceding company. In addition, the Company writes a small percentage of its business on a facultative basis. Facultative arrangements are generally specific to an individual risk and can be written on either a proportional or non-proportional basis.

The distribution of gross premiums written by type of treaty was as follows:

 

    

For the three
months ended
September 30,

2006

   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

   

For the nine
months ended
September 30,

2005

 

Non-life Segment

        

Proportional

   59 %   56 %   48 %   49 %

Non-proportional

   21     24     34     34  

Facultative

   6     6     5     5  

Life Segment

        

Proportional

   13     13     11     10  

Non-proportional

   —       —       1     1  

ART Segment

        

Non-proportional

   1     1     1     1  
                        

Total

   100 %   100 %   100 %   100 %

The above distribution of gross premiums written by type of treaty is affected by the timing of renewals of treaties and changes in the allocation of capacity among lines of business, as well as reinstatement premiums related to large catastrophic losses, which originate from non-proportional treaties.

The shift from the non-proportional to the proportional basis for the Non-life segment in the third quarter of 2006 resulted principally from a decrease in reinstatement premiums, as $33 million of non-proportional reinstatement premiums related to the 2005 hurricanes were recorded in the third quarter of 2005. The percentage of non-proportional business did not change for the Non-life segment for the nine-month periods, as the 2006 period included increased non-proportional business, written primarily in wind-exposed lines, while the 2005 period included $35 million of reinstatement premiums related to the 2005 hurricanes and European winterstorm Erwin.

2006 Outlook

The Company observed during recent renewals that cedants tended to increase their retention levels, which in certain cases resulted in a shift from seeking reinsurance coverage written on a proportional basis to a non-proportional basis. Based on 2006 renewal information from cedants and brokers, and assuming constant foreign exchange rates and no significant reinstatement premiums, the Company expects that increased retention by cedants will result in a modest shift from a proportional basis to a non-proportional basis in 2006 for the Non-life segment.

 

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Table of Contents

Premium Distribution by Geographic Region

The geographic distribution of gross premiums written was as follows:

 

    

For the three
months ended
September 30,

2006

   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

   

For the nine
months ended
September 30,

2005

 

North America

   43 %   45 %   43 %   40 %

Europe

   40     40     43     47  

Asia, Australia and New Zealand

   9     8     8     8  

Latin America, Caribbean and Africa

   8     7     6     5  
                        

Total

   100 %   100 %   100 %   100 %

The distribution of gross premiums for all non-U.S. regions was affected by foreign exchange fluctuations. As the U.S. dollar weakened during the third quarter and strengthened during the first nine months of 2006 compared to the same periods in 2005, premiums denominated in currencies that have appreciated against the U.S. dollar were converted into U.S. dollars at higher exchange rates for the third quarter and premiums denominated in currencies that have depreciated against the U.S dollar were converted into U.S. dollars at lower exchange rates for the first nine months of the year. The above distribution was also affected by reinstatement premiums, as $40 million and $42 million of reinstatement premiums related to the 2005 hurricanes and European winterstorm Erwin were recorded in the three-month and nine-month periods of 2005, respectively. Additionally, Management increased the allocation of capacity to areas exposed to U.S. wind as they showed better pricing and terms and conditions in the third quarter and first nine months of 2006. This contributed to the higher distribution of gross premiums written in North America for the three-month period (adjusted for the impact of reinstatement premiums) and nine-month period.

2006 Outlook

Based on 2006 pricing indications and renewal information from cedants and brokers, and assuming constant foreign exchange rates, the Company expects that the annual distribution by geographic region will reflect a modest increase in North America.

Premium Distribution by Production Source

The Company generates its business, or gross premiums written, both through brokers and through direct relationships with cedants. The following table summarizes the percentage of gross premiums written by source:

 

    

For the three
months ended
September 30,

2006

   

For the three
months ended
September 30,

2005

   

For the nine
months ended
September 30,

2006

   

For the nine
months ended
September 30,

2005

 

Broker

   69 %   66 %   69 %   63 %

Direct

   31     34     31     37  

The shift from direct to broker in the third quarter and first nine months of 2006 compared to 2005 reflected a) the increase of gross premiums written in North America (as discussed above in the section Premium Distribution by Geographic Region), where premiums are written predominantly on a broker basis; and b) the increase in the catastrophe line, where premiums are written predominantly on a broker basis.

2006 Outlook

Based on 2006 renewal information from cedants and brokers, and assuming constant foreign exchange rates, the Company expects an increase in the production of gross premiums written through brokers during 2006.

 

47