10-K/A
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 10-K/ A
(Amendment No. 1)
     
(Mark One)
   
þ
  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
    For the fiscal year ended December 31, 2005
 
or
 
o
  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 1-8787
 
American International Group, Inc.
(Exact name of registrant as specified in its charter)
     
Delaware
  13-2592361
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)
70 Pine Street, New York, New York
(Address of principal executive offices)
  10270
(Zip Code)
Registrant’s telephone number, including area code (212) 770-7000
 
Securities registered pursuant to Section 12(b) of the Act:
     
    Name of each exchange
Title of each class   on which registered
     
Common Stock, Par Value $2.50 Per Share
  New York Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act:
     
Title of each class    
     
None
   
 
    Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes o         No þ
    Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes o         No þ
    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 such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes þ         No o
    Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  o
    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 þ         Accelerated Filer o         Non-Accelerated Filer o
    Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o                  No þ
    The aggregate market value of the voting and nonvoting common equity held by nonaffiliates of the registrant computed by reference to the price at which the common equity was last sold as of June 30, 2005 (the last business day of the registrant’s most recently completed second fiscal quarter), was approximately $127,330,500,000.
    As of January 31, 2006, there were outstanding 2,596,987,248 shares of Common Stock, $2.50 par value per share, of the registrant.
 
 
AIG  -  Form 10-K/A
1


 

This amendment to the Annual Report on Form 10-K for the year ended December 31, 2005 (2005 Annual Report on Form 10-K/A) is being filed for the purpose of amending Item 1 of Part I, Items 7, 7A and 8 of Part II and Item 15 of Part IV of the Annual Report on Form 10-K for the year ended December 31, 2005 of American International Group, Inc. (AIG), which was originally filed on March 16, 2006 (2005 Annual Report on Form 10-K). All other Items of the 2005 Annual Report on Form 10-K are unaffected by the changes described above and have been omitted from this amendment. Information in this 2005 Annual Report on Form 10-K/A is stated as of December 31, 2005 and does not reflect any subsequent information or events.
2
AIG  -  Form 10-K/A


 

Table of Contents
               
    Page
 
PART I
 
Item 1.
  Business     4  
PART II
 
Item 7.
  Management’s Discussion and Analysis of Financial Condition and Results of Operations     16  
 
Item 7A.
  Quantitative and Qualitative Disclosures About Market Risk     68  
 
Item 8.
  Financial Statements and Supplementary Data     68  
PART IV
 
Item 15.
  Exhibits and Financial Statement Schedules     139  
SIGNATURES
        140  
 
AIG  -  Form 10-K/A
3


 

Part I
 
ITEM 1.
Business
American International Group, Inc. (AIG), a Delaware corporation, is a holding company which, through its subsidiaries, is engaged in a broad range of insurance and insurance-related activities in the United States and abroad. AIG’s primary activities include both General Insurance and Life Insurance & Retirement Services operations. Other significant activities include Financial Services and Asset Management. The principal General Insurance company subsidiaries are American Home Assurance Company (American Home), National Union Fire Insurance Company of Pittsburgh, Pa. (National Union), New Hampshire Insurance Company (New Hampshire), Lexington Insurance Company (Lexington), The Hartford Steam Boiler Inspection and Insurance Company (HSB), Transatlantic Reinsurance Company, American International Underwriters Overseas, Ltd. (AIUO) and United Guaranty Residential Insurance Company. Significant Life Insurance & Retirement Services operations include those conducted through American Life Insurance Company (ALICO), American International Reinsurance Company, Ltd. (AIRCO), American International Assurance Company, Limited together with American International Assurance Company (Bermuda) Limited (AIA), Nan Shan Life Insurance Company, Ltd. (Nan Shan), The Philippine American Life and General Insurance Company (Philamlife), AIG Star Life Insurance Co., Ltd. (AIG Star Life), AIG Edison Life Insurance Company (AIG Edison Life), AIG Annuity Insurance Company (AIG Annuity), the AIG American General Life Companies (AIG American General), American General Life and Accident Insurance Company (AGLA), The United States Life Insurance Company in the City of New York (USLIFE), The Variable Annuity Life Insurance Company (VALIC), SunAmerica Life Insurance Company (SunAmerica Life) and AIG SunAmerica Life Assurance Company. AIG’s Financial Services operations are conducted primarily through International Lease Finance Corporation (ILFC), AIG Financial Products Corp. and AIG Trading Group Inc. (AIGTG) and their respective subsidiaries (collectively referred to as AIGFP), and American General Finance, Inc. and its subsidiaries (AGF). AIG’s Asset Management operations include AIG SunAmerica Asset Management Corp. (SAAMCo) and AIG Global Asset Management Holdings Corp. (formerly known as AIG Global Investment Group, Inc.) and its subsidiaries and affiliated companies (AIG Global Investment Group). For information on AIG’s business segments, see Note 2 of Notes to Consolidated Financial Statements.
    At December 31, 2005, AIG and its subsidiaries had approximately 97,000 employees.
    AIG’s Internet address for its corporate website is www.aigcorporate.com. AIG makes available free of charge, through the Investor Information section of AIG’s corporate website, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the Exchange Act) as soon as reasonably practicable after such materials are electronically filed with, or furnished to, the Securities and Exchange Commission (SEC). AIG also makes available on its corporate website copies of its charters for its Audit, Nominating and Corporate Governance and Compensation Committees, as well as its Corporate Governance Guidelines (which includes Director Independence Standards) and Director, Executive Officer and Senior Financial Officer Code of Business Conduct and Ethics.
    Throughout this Annual Report on Form 10-K/A, AIG presents its operations in the way it believes will be most meaningful, as well as most transparent. Certain of the measurements used by AIG management are “non-GAAP financial measures” under SEC rules and regulations. Statutory underwriting profit (loss) and combined ratios are determined in accordance with accounting principles prescribed by insurance regulatory authorities. For an explanation of why AIG management considers these “non-GAAP measures” useful to investors, see Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The Restatements
    AIG has completed two restatements of its financial statements (the Restatements). In connection with the first restatement (the First Restatement), AIG restated its consolidated financial statements and financial statement schedules for the years ended December 31, 2003, 2002, 2001 and 2000, the quarters ended March 31, June 30 and September 30, 2004 and 2003 and the quarter ended December 31, 2003. In the second restatement (the Second Restatement), AIG restated its consolidated financial statements and financial statement schedules for the years ended December 31, 2004, 2003 and 2002, along with 2001 and 2000 for purposes of preparation of the Consolidated Financial Data for 2001 and 2000, the quarterly financial information for 2004 and 2003 and the first three quarters of 2005. AIG, however, did not amend its quarterly report on Form 10-Q for the quarter ended September 30, 2005 because the adjustments to the financial statements included therein were not material to those financial statements. All financial information included in this Annual Report on Form 10-K/A reflects the Restatements.
4
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
The following table shows the general development of the business of AIG on a consolidated basis, the contributions made to AIG’s consolidated revenues and operating income and the assets held, in the periods indicated, by its General Insurance, Life Insurance & Retirement Services, Financial Services and Asset Management operations and other realized capital gains (losses). For additional information, see Selected Financial Data, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Notes 1 and 2 of Notes to Consolidated Financial Statements.
                                           
 
Years Ended December 31,
(in millions)   2005   2004   2003   2002   2001
 
General Insurance operations:
                                       
 
Gross premiums written
  $ 52,725     $ 52,046     $ 46,938     $ 36,678     $ 28,341  
 
Net premiums written
    41,872       40,623       35,031       26,718       19,793  
 
Net premiums earned
    40,809       38,537       31,306       23,595       18,661  
 
Net investment income
    4,031       3,196       2,566       2,350       2,551  
 
Realized capital gains (losses)
    334       228       (39 )     (345 )     (189 )
 
Operating income(a)
    2,315       3,177       4,502       923 (c)     1,585  
 
Identifiable assets
    150,667       131,658       117,511       105,891       88,250  
Statutory measures(b):
                                       
 
Statutory underwriting profit (loss)(a)
    (2,165 )     (564 )     1,559       (1,843 )(c)     (947 )
 
 
Loss ratio(a)
    81.1       78.8       73.1       83.1       79.3  
 
Expense ratio
    23.6       21.5       19.6       21.8       24.3  
 
 
Combined ratio(a)
    104.7       100.3       92.7       104.9 (c)     103.6  
 
Life Insurance & Retirement Services operations:
                                       
 
GAAP premiums
    29,400       28,088       23,496       20,694       19,600  
 
Net investment income
    18,134       15,269       12,942       11,243       10,451  
 
Realized capital gains (losses)(d)
    (218 )     43       240       (372 )     (400 )
 
Operating income
    8,844       7,923       6,807       5,181       4,633 (e)
 
Identifiable assets
    480,622       447,841       372,126       289,914       256,767  
 
Insurance in-force at end of year(f)
    1,852,833       1,858,094       1,583,031       1,298,592       1,228,501  
Financial Services operations:
                                       
 
Interest, lease and finance charges (g)
    10,525       7,495       6,242       6,822       6,321  
 
Operating income(g)
    4,276       2,180       1,182       2,125       1,769  
 
Identifiable assets
    166,488       165,995       141,667       128,104       107,719  
Asset Management operations:
                                       
 
Advisory and management fees and net investment income from GICs
    5,325       4,714       3,651       3,467       3,565  
 
Operating income
    2,253       2,125       1,316       1,125       1,019  
 
Identifiable assets
    81,080       80,075       64,047       53,732       42,961  
Other realized capital gains (losses)
    225       (227 )     (643 )     (936 )     (321 )
Revenues(h)
    108,905       97,666       79,421       66,171       59,958  
Total operating income(i)
    15,213       14,845       11,907       7,808       5,917  
Total assets
    853,370       801,145       675,602       561,598       490,614  
 
(a) Includes catastrophe losses of $2.63 billion, $1.05 billion, $83 million, $61 million and $867 million (including World Trade Center and related losses (WTC losses) of $769 million) in 2005, 2004, 2003, 2002 and 2001, respectively.
 
(b) Calculated on the basis under which the U.S.-domiciled insurance companies are required to report such measurements to regulatory authorities.
 
(c) In the fourth quarter of 2002, after completion of its annual review of General Insurance loss and loss adjustment expense reserves, AIG increased its net loss reserves relating to accident years 1997 through 2001 by $2.1 billion.
 
(d) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133 and the application of FAS 52. For 2005, 2004, 2003, 2002, and 2001, respectively, the amounts included are $(437) million, $(140) million, $78 million, $(91) million and $(219) million.
(e) Includes $100 million in WTC losses.
 
(f) 2005 includes the effect of the non-renewal of a single large group life case of $36 billion. Also, the foreign in-force is translated to U.S. dollars at the appropriate balance sheet exchange rate in each period.
 
(g) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133, including the related foreign exchange gains and losses. For 2005, 2004, 2003, 2002 and 2001, respectively, the amounts included in interest, lease and finance charges are $2.01 billion, $(122) million, $(1.01) billion, $220 million and $56 million, and the amounts included in Financial Services operating income are $1.98 billion, $(149) million, $(964) million, $240 million and $75 million.
(h) Represents the sum of General Insurance net premiums earned, Life Insurance & Retirement Services GAAP premiums, net investment income, Financial Services interest, lease and finance charges, Asset Management advisory and management fees and net investment income from Guaranteed Investment Contracts (GICs), and realized capital gains (losses).
(i) Represents income before income taxes, minority interest and cumulative effect of accounting changes. Includes segment operating income and other realized capital gains (losses) presented above, as well as AIG Parent and other operations of $(2.70) billion, $(333) million, $(1.26) billion, $(610) million and $(751) million in 2005, 2004, 2003, 2002 and 2001, respectively, and acquisition, restructuring and related charges of $(2.02) billion in 2001.
AIG  -  Form 10-K/A
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General Insurance Operations
AIG’s General Insurance subsidiaries are multiple line companies writing substantially all lines of property and casualty insurance both domestically and abroad. Domestic General Insurance operations are comprised of the Domestic Brokerage Group (DBG), which includes the operations of HSB; Transatlantic Holdings, Inc. (Transatlantic); Personal Lines, including 21st Century Insurance Group (21st Century); and United Guaranty Corporation (UGC).
    AIG’s primary domestic division is DBG. DBG’s business in the United States and Canada is conducted through its General Insurance subsidiaries including American Home, National Union, Lexington and certain other General Insurance company subsidiaries of AIG.
    DBG writes substantially all classes of business insurance, accepting such business mainly from insurance brokers. This provides DBG the opportunity to select specialized markets and retain underwriting control. Any licensed broker is able to submit business to DBG without the traditional agent-company contractual relationship, but such broker usually has no authority to commit DBG to accept a risk.
    In addition to writing substantially all classes of business insurance, including large commercial or industrial property insurance, excess liability, inland marine, environmental, workers compensation and excess and umbrella coverages, DBG offers many specialized forms of insurance such as aviation, accident and health, equipment breakdown, directors and officers liability (D&O), difference-in-conditions, kidnap-ransom, export credit and political risk, and various types of professional errors and omissions coverages. The AIG Risk Management operation provides insurance and risk management programs for large corporate customers. The AIG Risk Finance operation is a leading provider of customized structured insurance products. Also included in DBG are the operations of AIG Environmental, which focuses specifically on providing specialty products to clients with environmental exposures. Lexington writes surplus lines, those risks for which conventional insurance companies do not readily provide insurance coverage, either because of complexity or because the coverage does not lend itself to conventional contracts.
    Certain of the products of the DBG companies include funding components or have been structured in a manner such that little or no insurance risk is actually transferred. Funds received in connection with these products are recorded as deposits, included in other liabilities, rather than premiums and incurred losses.
    The AIG Worldsource Division introduces and coordinates AIG’s products and services to U.S.-based multinational clients and foreign corporations doing business in the U.S.
    Transatlantic subsidiaries offer reinsurance capacity on both a treaty and facultative basis both in the U.S. and abroad. Transatlantic structures programs for a full range of property and casualty products with an emphasis on specialty risk.
    AIG’s Personal Lines operations provide automobile insurance through AIG Direct, the mass marketing operation of AIG, Agency Auto Division and 21st Century, as well as a broad range of coverages for high net-worth individuals through the AIG Private Client Group.
    The main business of the UGC subsidiaries is the issuance of residential mortgage guaranty insurance on conventional first lien mortgages for the purchase or refinance of 1-4 family residences. This type of insurance protects lenders in both domestic and international markets against loss if borrowers default. Other UGC subsidiaries write second lien and private student loan guaranty insurance. The second lien coverage protects lenders against loss from default on home equity and closed-end second mortgages used to finance home improvements, repairs or other expenses not directly related to the purchase of a borrower’s home. Private student loan guaranty insurance protects lenders against loss if the student, or in many cases the student’s parent, defaults on their education loan. UGC had approximately $23 billion of guaranty risk in force at December 31, 2005.
    AIG’s Foreign General Insurance group accepts risks primarily underwritten through American International Underwriters (AIU), a marketing unit consisting of wholly owned agencies and insurance companies. The Foreign General Insurance group also includes business written by AIG’s foreign-based insurance subsidiaries. The Foreign General group uses various marketing methods and multiple distribution channels to write both commercial and consumer lines insurance with certain refinements for local laws, customs and needs. AIU operates in Asia, the Pacific Rim, the United Kingdom, Europe, Africa, the Middle East and Latin America. See also Note 2 of Notes to Consolidated Financial Statements.
    During 2005, DBG and the Foreign General Insurance group accounted for 55 percent and 24 percent, respectively, of AIG’s General Insurance net premiums written.
    AIG’s General Insurance company subsidiaries worldwide operate primarily by underwriting and accepting risks for their direct account and securing reinsurance on that portion of the risk in excess of the limit which they wish to retain. This operating policy differs from that of many insurance companies that will underwrite only up to their net retention limit, thereby requiring the broker or agent to secure commitments from other underwriters for the remainder of the gross risk amount.
    Certain of DBG’s commercial insurance is reinsured on a quota share basis by AIRCO. Various AIG profit centers, including AIU, AIG Reinsurance Advisors, Inc. and AIG Risk Finance, use AIRCO as a reinsurer for certain of their businesses, and AIRCO also receives premiums from offshore fronting arrangements for clients of AIG subsidiaries. In accordance with permitted accounting practices in Bermuda, AIRCO discounts reserves attributable to certain classes of business assumed from other AIG subsidiaries. See Management’s Discussion and Analysis of Financial Condition and Results of Operations – “Operating Review – Reserve for Losses and Loss Expenses.”
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AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
    The utilization of reinsurance is closely monitored by senior management and AIG’s Credit Risk Committee. AIG believes that no exposure to a single reinsurer represents an inappropriate concentration of risk to AIG, nor is AIG’s business substantially dependent upon any reinsurance contract. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 5 of Notes to Consolidated Financial Statements.
    AIG is diversified both in terms of classes of business and geographic locations. In General Insurance, approximately 15 percent of net premiums written for the year ended December 31, 2005 represented workers compensation business. During 2005, of the direct General Insurance premiums written (gross premiums less return premiums and cancellations, excluding reinsurance assumed and before deducting reinsurance ceded), 11 percent and 7 percent were written in California and New York, respectively. No other state accounted for more than five percent of such premiums.
    The majority of AIG’s General Insurance business is in the casualty classes, which tend to involve longer periods of time for the reporting and settling of claims. This may increase the risk and uncertainty with respect to AIG’s loss reserve development. See also the Discussion and Analysis of Consolidated Net Losses and Loss Expense Reserve Development in this Item 1. Business and Management’s Discussion and Analysis of Financial Condition and Results of Operations.
    A significant portion of AIG’s General Insurance operating revenue is derived from AIG’s insurance investment operations. For a table summarizing the investment results of General Insurance see “Insurance Investments Operations” below. See also Management’s Discussion and Analysis of Financial Conditions and Results of Operations and Notes 1, 2 and 8 of Notes to Consolidated Financial Statements.
Discussion and Analysis of Consolidated Net Losses and Loss Expense Reserve Development
The reserve for net losses and loss expenses represents the accumulation of estimates for reported losses (case basis reserves) and provisions for losses incurred but not reported (IBNR), both reduced by applicable reinsurance recoverable and the discount for future investment income. Losses and loss expenses are charged to income as incurred.
    Loss reserves established with respect to foreign business are set and monitored in terms of the respective local or functional currency. Therefore, no assumption is included for changes in currency rates. See also Note 1(bb) of Notes to Consolidated Financial Statements.
    Management reviews the adequacy of established loss reserves through the utilization of a number of analytical reserve development techniques. Through the use of these techniques, management is able to monitor the adequacy of AIG’s established reserves and determine appropriate assumptions for inflation. Also, analysis of emerging specific development patterns, such as case reserve redundancies or deficiencies and IBNR emergence, allows management to determine any required adjustments. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
    The “Analysis of Consolidated Net Losses and Loss Expense Reserve Development” table presents the development of net losses and loss expense reserves for calendar years 1995 through 2005. Immediately following this table is a second table that presents all data on a basis that excludes asbestos and environmental net losses and loss expense reserve development. The opening reserves held are shown at the top of the table for each year end date. The amount of loss reserve discount included in the opening reserve at each date is shown immediately below the reserves held for each year. The undiscounted reserve at each date is thus the sum of the discount and the reserve held. The upper half of the table shows the cumulative amounts paid during successive years related to the undiscounted opening loss reserves. For example, in the table that excludes asbestos and environmental losses, with respect to the net losses and loss expense reserve of $24.55 billion as of December 31, 1998, by the end of 2005 (seven years later) $24.75 billion had actually been paid in settlement of these net loss reserves. In addition, as reflected in the lower section of the table, the original reserve of $25.45 billion was reestimated to be $30.64 billion at December 31, 2005. This increase from the original estimate would generally result from a combination of a number of factors, including reserves being settled for larger amounts than originally estimated. The original estimates will also be increased or decreased as more information becomes known about the individual claims and overall claim frequency and severity patterns. The redundancy (deficiency) depicted in the table, for any particular calendar year, shows the aggregate change in estimates over the period of years subsequent to the calendar year reflected at the top of the respective column heading. For example, the deficiency of $3.75 billion at December 31, 2005 related to December 31, 2004 net losses and loss expense reserves of $47.30 billion represents the cumulative amount by which reserves for 2004 and prior years have developed deficiently during 2005. The deficiency that has emerged in the last year can be attributed primarily to the excess casualty, excess workers compensation, and D&O and related management liability classes of business. These classes in total produced approximately $4 billion of adverse development in 2005, primarily related to claims from accident years 2002 and prior. For most other classes, accident years 2002 and prior generally produced adverse development in 2005, whereas accident year 2004 generally produced favorable development. In total, the favorable development for all classes of business for accident year 2004 was approximately $3.85 billion. The accident year emergence can be seen by comparing the respective development in 2005 for each column’s loss reserve in the table that follows. Loss development patterns utilized to test the reserves generally rely on the actual historical loss development patterns of prior accident years for each class of business. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations for further discussion of loss development in 2005.
AIG  -  Form 10-K/A
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    The bottom of each table below shows the remaining undiscounted and discounted net loss reserve for each year. For example, in the table that excludes asbestos and environmental losses, for the 2000 year-end, the remaining undiscounted reserves held as of December 31, 2005 are $10.01 billion, with a corresponding discounted net reserve of $9.32 billion.
    The reserves for net losses and loss expenses with respect to Transatlantic and 21st Century are included only in consolidated net losses and loss expenses commencing with the year ended December 31, 1998, the year they were first consolidated in AIG’s financial statements. Reserve development for these operations is included only for 1998 and subsequent periods. Thus, the presentation for 1997 and prior year ends is not fully comparable to that for 1998 and subsequent years in the tables below.
8
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
Analysis of Consolidated Losses and Loss Expense Reserve Development
The following table presents for each calendar year the losses and loss expense reserves and the development thereof including those with respect to asbestos and environmental claims. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
                                                                                           
 
(in millions)   1995   1996   1997   1998   1999   2000   2001   2002   2003   2004   2005
 
Net Reserves Held
  $ 19,755     $ 20,496     $ 20,901     $ 25,418     $ 25,636     $ 25,684     $ 26,005     $ 29,347     $ 36,228     $ 47,254     $ 57,476  
Discount (in Reserves Held)
    217       393       619       897       1,075       1,287       1,423       1,499       1,516       1,553       2,110  
Net Reserves Held (Undiscounted)
    19,972       20,889       21,520       26,315       26,711       26,971       27,428       30,846       37,744       48,807       59,586  
Paid (Cumulative) as of:
                                                                                       
 
One year later
    5,416       5,712       5,607       7,205       8,266       9,709       11,007       10,775       12,163       14,910          
 
Two years later
    8,982       9,244       9,754       12,382       14,640       17,149       18,091       18,589       21,773                  
 
Three years later
    11,363       11,943       12,939       16,599       19,901       21,930       23,881       25,513                          
 
Four years later
    13,108       14,152       15,484       20,263       23,074       26,090       28,717                                  
 
Five years later
    14,667       16,077       17,637       22,303       25,829       29,473                                          
 
Six years later
    16,120       17,551       18,806       24,114       28,165                                                  
 
Seven years later
    17,212       18,415       19,919       25,770                                                          
 
Eight years later
    17,792       19,200       21,089                                                                  
 
Nine years later
    18,379       20,105                                                                          
 
Ten years later
    19,155                                                                                  
 
                                                                                           
 
(in millions)   1995   1996   1997   1998   1999   2000   2001   2002   2003   2004   2005
 
Net Reserves Held (undiscounted)
  $ 19,972     $ 20,889     $ 21,520     $ 26,315     $ 26,711     $ 26,971     $ 27,428     $ 30,846     $ 37,744     $ 48,807     $ 59,586  
Undiscounted Liability as of:
                                                                                       
 
One year later
    19,782       20,795       21,563       25,897       26,358       26,979       31,112       32,913       40,931       53,486          
 
Two years later
    19,866       20,877       21,500       25,638       27,023       30,696       33,363       37,583       49,463                  
 
Three years later
    19,865       20,994       21,264       26,169       29,994       32,732       37,964       46,179                          
 
Four years later
    20,143       20,776       21,485       28,021       31,192       36,210       45,203                                  
 
Five years later
    19,991       20,917       22,405       28,607       33,910       41,699                                          
 
Six years later
    19,950       21,469       22,720       30,632       38,087                                                  
 
Seven years later
    20,335       21,671       24,209       33,861                                                          
 
Eight years later
    20,558       22,986       26,747                                                                  
 
Nine years later
    21,736       25,264                                                                          
 
Ten years later
    23,878                                                                                  
Net Redundancy/(Deficiency)
    (3,906 )     (4,375 )     (5,227 )     (7,546 )     (11,376 )     (14,728 )     (17,775 )     (15,333 )     (11,719 )     (4,679 )        
Remaining Reserves (Undiscounted)
    4,724       5,158       5,658       8,091       9,922       12,226       16,486       20,666       27,690       38,576          
Remaining Discount
    252       299       358       459       568       690       846       999       1,212       1,568          
Remaining Reserves
    4,472       4,859       5,300       7,632       9,354       11,536       15,640       19,667       26, 478       37,008          
 
The table below shows the gross liability (before discount), reinsurance recoverable and net liability recorded at each year-end and the reestimation of these amounts as of December 31, 2005.
                                                                                         
 
(in millions)   1995   1996   1997   1998   1999   2000   2001   2002   2003   2004   2005
 
Gross Liability, End of Year
  $ 32,298     $ 32,605     $ 32,049     $ 36,973     $ 37,278     $ 39,222     $ 42,629     $ 48,173     $ 53,387     $ 63,431     $ 79,279  
Reinsurance Recoverable,
End of Year
    12,326       11,716       10,529       10,658       10,567       12,251       15,201       17,327       15,643       14,624       19,693  
Net Liability, End of Year
    19,972       20,889       21,520       26,315       26,711       26,971       27,428       30,846       37,744       48,807       59,586  
Reestimated Gross Liability
    40,012       40,817       42,937       51,847       56,864       61,991       65,704       66,398       66,967       69,327          
Reestimated Reinsurance Recoverable
    16,134       15,553       16,190       17,986       18,777       20,292       20,501       20,219       17,504       15,841          
Reestimated Net Liability
    23,878       25,264       26,747       33,861       38,087       41,699       45,203       46,179       49, 463       53,486          
Cumulative Gross Redundancy/(Deficiency)
    (7,713 )     (8,212 )     (10,888 )     (14,874 )     (19,586 )     (22,769 )     (23,075 )     (18,225 )     (13,580 )     (5,896 )        
 
AIG  -  Form 10-K/A
9


 

 
Analysis of Consolidated Losses and Loss Expense Reserve Development Excluding Asbestos and Environmental Losses and Loss Expense Reserve Development
The following table presents for each calendar year the losses and loss expense reserves and the development thereof excluding those with respect to asbestos and environmental claims. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
                                                                                           
 
(in millions)   1995   1996   1997   1998   1999   2000   2001   2002   2003   2004   2005
 
Net Reserves Held
  $ 19,247     $ 19,753     $ 20,113     $ 24,554     $ 24,745     $ 24,829     $ 25,286     $ 28,650     $ 35,559     $ 45,742     $ 55,227  
Discount (in Reserves Held)
    217       393       619       897       1,075       1,287       1,423       1,499       1,516       1,553       2,110  
Net Reserves Held (Undiscounted)
    19,464       20,146       20,732       25,451       25,820       26,116       26,709       30,149       37,075       47,295       57,336  
Paid (Cumulative) as of:
                                                                                       
 
One year later
    5,309       5,603       5,467       7,084       8,195       9,515       10,861       10,632       11,999       14,718          
 
Two years later
    8,771       8,996       9,500       12,190       14,376       16,808       17,801       18,283       21,419                  
 
Three years later
    11,013       11,582       12,618       16,214       19,490       21,447       23,430       25,021                          
 
Four years later
    12,645       13,724       14,972       19,732       22,521       25,445       28,080                                  
 
Five years later
    14,139       15,460       16,983       21,630       25,116       28,643                                          
 
Six years later
    15,404       16,792       18,014       23,282       27,266                                                  
 
Seven years later
    16,355       17,519       18,972       24,753                                                          
 
Eight years later
    16,798       18,149       19,960                                                                  
 
Nine years later
    17,230       18,873                                                                          
 
Ten years later
    17,826                                                                                  
 
                                                                                           
 
(in millions)   1995   1996   1997   1998   1999   2000   2001   2002   2003   2004   2005
 
Net Reserves Held (undiscounted)
  $ 19,464     $ 20,146     $ 20,732     $ 25,451     $ 25,820     $ 26,116     $ 26,709     $ 30,149     $ 37,075     $ 47,295     $ 57,336  
Undiscounted Liability as of:
                                                                                       
 
One year later
    18,937       19,904       20,576       24,890       25,437       26,071       30,274       32,129       39,261       51,048          
 
Two years later
    18,883       19,788       20,385       24,602       26,053       29,670       32,438       35,803       46,865                  
 
Three years later
    18,680       19,777       20,120       25,084       28,902       31,619       36,043       43,467                          
 
Four years later
    18,830       19,530       20,301       26,813       30,014       34,102       42,348                                  
 
Five years later
    18,651       19,633       21,104       27,314       31,738       38,655                                          
 
Six years later
    18,574       20,070       21,336       28,345       34,978                                                  
 
Seven years later
    18,844       20,188       21,836       30,636                                                          
 
Eight years later
    18,984       20,515       23,441                                                                  
 
Nine years later
    19,173       21,858                                                                          
 
Ten years later
    20,379                                                                                  
Net Redundancy/(Deficiency)
    (915 )     (1,712 )     (2,709 )     (5,185 )     (9,158 )     (12,539 )     (15,639 )     (13,318 )     (9,790 )     (3,753 )        
Remaining Reserves (undiscounted)
    2,553       2,985       3,482       5,883       7,712       10,012       14,269       18,446       25,447       36,330          
Remaining Discount
    252       299       358       459       568       690       846       999       1,212       1,568          
Remaining Reserves
    2,301       2,686       3,124       5,424       7,144       9,322       13,423       17,447       24,235       34,762          
 
The table below shows the gross liability (before discount), reinsurance recoverable and net liability recorded at each year-end and the reestimation of these amounts as of December 31, 2005.
                                                                                         
 
(in millions)   1995   1996   1997   1998   1999   2000   2001   2002   2003   2004   2005
 
Gross Liability, End of Year
  $ 30,356     $ 30,302     $ 29,740     $ 34,474     $ 34,666     $ 36,777     $ 40,400     $ 46,036     $ 51,363     $ 59,897     $ 73,912  
Reinsurance Recoverable,
End of Year
    10,892       10,156       9,008       9,023       8,846       10,661       13,691       15,887       14,288       12,602       16,576  
Net Liability, End of Year
    19,464       20,146       20,732       25,451       25,820       26,116       26,709       30,149       37,075       47,295       57,336  
Reestimated Gross Liability
    30,452       31,660       34,226       43,461       48,886       54,534       58,776       59,813       60,788       63,544          
Reestimated Reinsurance Recoverable
    10,073       9,802       10,785       12,825       13,908       15,879       16,428       16,346       13,923       12,496          
Reestimated Net Liability
    20,379       21,858       23,441       30,636       34,978       38,655       42,348       43,467       46,865       51,048          
Cumulative Gross Redundancy/(Deficiency)
    (96 )     (1,358 )     (4,486 )     (8,987 )     (14,220 )     (17,757 )     (18,376 )     (13,777 )     (9,425 )     (3,647 )        
 
10
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
Reconciliation of Net Reserves for Losses and Loss Expenses
 
                           
(in millions)   2005   2004   2003
 
Net reserve for losses and loss
expenses at beginning of year
  $ 47,254     $ 36,228     $ 29,347  
Foreign exchange effect
    (628 )     524       580  
Acquisition
                391 (a)
 
Losses and loss expenses incurred:
                       
 
Current year
    28,426       26,793       20,509  
 
Prior years(b)
    4,665       3,564       2,363  
 
      33,091       30,357       22,872  
 
Losses and loss expenses paid:
                       
 
Current year
    7,331       7,692       6,187  
 
Prior years
    14,910       12,163       10,775  
 
      22,241       19,855       16,962  
 
Net reserve for losses and loss
expenses at end of year(c)
  $ 57,476     $ 47,254     $ 36,228  
 
(a) Reflects the opening balances with respect to the GE U.S.-based auto and home insurance business acquired in 2003.
 
(b) Includes accretion of discount of $(15) million in 2005, including an increase of $375 million in the discount recorded in 2005; $377 million in 2004 and $296 million in 2003. Additionally, includes $269 million in 2005, $317 million in 2004 and $323 million in 2003 for the general reinsurance operations of Transatlantic, and $197 million of additional losses incurred in 2005 resulting from increased labor and material costs related to the 2004 Florida hurricanes.
 
(c) See also Note 6(a) of Notes to Consolidated Financial Statements.
    The reserve for losses and loss expenses as reported in AIG’s Consolidated Balance Sheet at December 31, 2005 differs from the total reserve reported in the Annual Statements filed with state insurance departments and, where appropriate, with foreign regulatory authorities. The differences at December 31, 2005 relate primarily to reserves for certain foreign operations not required to be reported in the United States for statutory reporting purposes.
    The reserve for gross losses and loss expenses is prior to reinsurance and represents the accumulation for reported losses and IBNR. Management reviews the adequacy of established gross loss reserves in the manner previously described for net loss reserves.
    For further discussion regarding net reserves for losses and loss expenses, see Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Life Insurance & Retirement Services Operations
AIG’s Life Insurance & Retirement Services subsidiaries offer a wide range of insurance and retirement savings products both domestically and abroad. Insurance-oriented products consist of individual and group life, payout annuities, endowment and accident and health policies. Retirement savings products consist generally of fixed and variable annuities. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
    Life Insurance & Retirement Services operations in foreign countries comprised 78 percent of Life Insurance & Retirement Services GAAP premiums and 59 percent of Life Insurance & Retirement Services operating income in 2005. AIG operates overseas principally through ALICO, AIA, Nan Shan, Philamlife, AIG Star Life, and AIG Edison Life. ALICO is incorporated in Delaware and all of its business is written outside of the United States. ALICO has operations either directly or through subsidiaries in Europe, Latin America, the Caribbean, the Middle East, South Asia and the Far East, with Japan being the largest territory. AIG added significantly to its presence in Japan with the acquisition of GE Edison Life Insurance Company (now AIG Edison Life), which was consolidated beginning with the fourth quarter of 2003. AIA operates primarily in China (including Hong Kong), Singapore, Malaysia, Thailand, Korea, Australia, New Zealand, Vietnam, and India. The operations in India are conducted through a joint venture, Tata AIG Life Insurance Company Limited. Nan Shan operates in Taiwan. Philamlife is the largest life insurer in the Philippines. AIG Star Life operates in Japan. See also Note 2 of Notes to Consolidated Financial Statements.
    AIRCO acts primarily as an internal reinsurance company for AIG’s foreign life operations. This facilitates insurance risk management (retention, volatility, concentrations) and capital planning locally (branch and subsidiary). It also allows AIG to pool its insurance risks and purchase reinsurance more efficiently at a consolidated level, manage global counterparty risk and relationships and manage global life catastrophe risks.
    AIG’s principal domestic Life Insurance & Retirement Services operations include AGLA, AIG American General, AIG Annuity, USLIFE, VALIC and SunAmerica Life. These companies utilize multiple distribution channels including independent producers, brokerage, career agents and banks to offer life insurance, annuity and accident and health products and services, as well as financial and other investment products. The domestic Life Insurance & Retirement Services operations comprised 22 percent of total Life Insurance & Retirement Services GAAP premiums and 41 percent of Life Insurance & Retirement Services operating income in 2005.
    There was no significant adverse effect on AIG’s Life Insurance & Retirement Services results of operations from
AIG  -  Form 10-K/A
11


 

 
economic conditions in any one state, country or geographic region for the year ended December 31, 2005. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
    Life insurance products such as whole life and endowment continue to be significant in the overseas companies, especially in Southeast Asia, while a mixture of life insurance, accident and health and retirement services products are sold in Japan.
    In addition to the above, AIG also has subsidiary operations in Canada, Egypt, Mexico, Poland, Switzerland and Puerto Rico, and conducts life insurance business through a joint venture in Brazil and through an AIUO subsidiary company in Russia, and in certain countries in Central and South America.
    The Foreign Life Insurance & Retirement Services companies have over 270,000 full and part-time agents, as well as independent producers, and sell their products largely to indigenous persons in local and foreign currencies. In addition to the agency outlets, these companies also distribute their products through direct marketing channels, such as mass marketing, and through brokers and other distribution outlets, such as financial institutions.
Insurance Investment Operations
A significant portion of AIG’s General Insurance and Life Insurance & Retirement Services operating revenues are derived from AIG’s insurance investment operations. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations and Notes 1, 2 and 8 of Notes to Consolidated Financial Statements.
The following table summarizes the investment results of the General Insurance operations. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 8 of Notes to Consolidated Financial Statements.
 
                                         
    Annual Average Cash and Invested Assets         
             
    Cash            
    (including       Return on   Return on
Years Ended December 31,   short-term   Invested       Average Cash   Average
(in millions)   investments)   Assets(a)   Total   and Assets(b)   Assets(c)
 
2005
  $ 2,450     $ 86,211     $ 88,661       4.5 %     4.7 %
2004
    2,012       73,338       75,350       4.2       4.4  
2003
    1,818       59,855       61,673       4.2       4.3  
2002
    1,537       47,477       49,014       4.8       5.0  
2001
    1,338       41,481       42,819       6.0       6.2  
 
(a) Including investment income due and accrued, and real estate.
 
(b) Net investment income divided by the annual average sum of cash and invested assets.
 
(c) Net investment income divided by the annual average invested assets.
The following table summarizes the investment results of the Life Insurance & Retirement Services operations. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 8 of Notes to Consolidated Financial Statements.
 
                                         
    Annual Average Cash and Invested Assets        
             
    Cash            
    (including       Return on   Return on
Years Ended December 31,   short-term   Invested       Average Cash   Average
(in millions)   investments)   Assets(a)   Total   and Assets(b)   Assets(c)
 
2005
  $ 6,180     $ 352,250     $ 358,430       5.1 %     5.1 %
2004
    5,089       307,659       312,748       4.9       5.0  
2003
    4,680       247,608       252,288       5.1       5.2  
2002
    3,919       199,750       203,669       5.5       5.6  
2001
    3,615       162,708       166,323       6.3       6.4  
 
(a) Including investment income due and accrued, and real estate.
 
(b) Net investment income divided by the annual average sum of cash and invested assets.
 
(c) Net investment income divided by the annual average invested assets.
    AIG’s worldwide insurance investment policy places primary emphasis on investments in government and other high quality, fixed income securities in all of its portfolios and, to a lesser extent, investments in high yield bonds, common stocks, real estate, hedge funds and partnerships, in order to enhance returns on policyholders’ funds and generate net investment income. The ability to implement this policy is somewhat limited in certain territories as there may be a lack of adequate long-term investments or investment restrictions may be imposed by the local regulatory authorities. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Financial Services Operations
AIG’s Financial Services subsidiaries engage in diversified activities including aircraft and equipment leasing, capital markets transactions, consumer finance and insurance premium financing.
12
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
    AIG’s Aircraft Finance operations represent the operations of ILFC, which generates its revenues primarily from leasing new and used commercial jet aircraft to domestic and foreign airlines. Revenues also result from the remarketing of commercial jets for its own account, for airlines and for financial institutions. See also Note 2 of Notes to Consolidated Financial Statements.
    The Capital Markets operations of AIG are conducted primarily through AIGFP, which engages as principal in standard and customized interest rate, currency, equity, commodity, energy and credit products with top-tier corporations, financial institutions, governments, agencies, institutional investors, and high-net-worth individuals throughout the world. AIGFP also raises funds through municipal reinvestment contracts and other private and public security offerings, investing the proceeds in a diversified portfolio of high grade securities and derivative transactions. See also Note 2 of Notes to Consolidated Financial Statements.
    Consumer Finance operations include AGF as well as AIG Consumer Finance Group, Inc. (AIGCFG). AGF provides a wide variety of consumer finance products, including real estate mortgages, consumer loans, retail sales finance and credit-related insurance to customers in the United States. AIGCFG, through its subsidiaries, is engaged in developing a multi-product consumer finance business with an emphasis on emerging markets. See also Note 2 of Notes to Consolidated Financial Statements.
    Together, the Aircraft Finance, Capital Markets and Consumer Finance operations generate the vast majority of the revenues produced by AIG’s consolidated Financial Services operations.
    Imperial A.I. Credit Companies also contribute to Financial Services income. This operation engages principally in insurance premium financing for both AIG’s customers and those of other insurers. See Note 1 of Notes to Consolidated Financial Statements.
Asset Management Operations
AIG’s Asset Management operations comprise a wide variety of investment-related services and investment products, including institutional and retail asset management, broker dealer services and spread-based investment business from the sale of guaranteed investment contracts, also known as funding agreements (GICs). Such products and services are offered to individuals and institutions both domestically and overseas.
    AIG’s principal Asset Management operations are conducted through certain subsidiaries of AIG Retirement Services, Inc. (AIG SunAmerica), including SAAMCo and the AIG Advisor Group broker dealers and AIG Global Investment Group. AIG SunAmerica sells and manages mutual funds and provides financial advisory services through independent-contractor registered representatives. AIG Global Investment Group manages invested assets on a global basis for third-party institutional, retail, private equity and real estate investment funds, provides securities lending and custodial services and organizes and manages the invested assets of institutional private equity investment funds. Each of these subsidiary operations receives fees for investment products and services provided. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 2 of Notes to Consolidated Financial Statements.
Other Operations
Certain other AIG subsidiaries provide insurance-related services such as adjusting claims and marketing specialized products. Several wholly owned foreign subsidiaries of AIG operating in countries or jurisdictions such as Ireland, Bermuda, Barbados and Gibraltar provide insurance and related administrative and back office services to a variety of insurance and reinsurance companies. These companies include captive insurance companies unaffiliated with AIG, subsidiaries of AIG and the subsidiaries of holding companies in which AIG holds an interest, such as IPC Holdings, Ltd (IPC) and Allied World Assurance Holdings, Ltd. (AWAC). AIG also has several other subsidiaries which engage in various businesses. Mt. Mansfield Company, Inc. owns and operates the ski slopes, lifts, school and an inn located at Stowe, Vermont. Also included in other operations are unallocated corporate expenses, including the settlement costs more fully described in Item 3. Legal Proceedings and Note 12(i) of Notes to Consolidated Financial Statements.
Additional Investments
AIG holds a 24.3 percent interest in IPC, a reinsurance holding company, a 23.4 percent interest in AWAC, a property-casualty insurance holding company, and a 24.5 percent interest in The Fuji Fire and Marine Insurance Co., Ltd., a general insurance company. See also Note 1(s) of Notes to Consolidated Financial Statements.
Locations of Certain Assets
As of December 31, 2005, approximately 34 percent of the consolidated assets of AIG were located in foreign countries (other than Canada), including $4.4 billion of cash and securities on deposit with foreign regulatory authorities. Foreign operations and assets held abroad may be adversely affected by political developments in foreign countries, including such possibilities as tax changes, nationalization, and changes in regulatory policy, as well as by consequence of hostilities and unrest. The risks of such occurrences and their overall effect upon AIG vary from country to country and cannot easily be predicted. If expropriation or nationalization does occur, AIG’s policy is to take all appropriate measures to seek recovery of such assets. Certain of the countries in which AIG’s business is conducted have currency restrictions which generally cause a delay in a company’s ability to repatriate assets and profits. See also Notes 1 and 2 of Notes to Consolidated Financial Statements and “Risk Factors — Foreign Operations” in Item 1A. Risk Factors.
AIG  -  Form 10-K/A
13


 

 
Regulation
AIG’s operations around the world are subject to regulation by many different types of regulatory authorities, including insurance, securities, investment advisory, banking and thrift regulators in the United States and abroad. The regulatory environment can have a significant effect on AIG and its business. AIG’s operations have become more diverse and consumer-oriented, increasing the scope of regulatory supervision and the possibility of intervention. In addition, the investigations into financial accounting practices that led to the Restatements of AIG’s financial statements have heightened regulatory scrutiny of AIG worldwide.
    Certain states require registration and periodic reporting by insurance companies that are licensed in such states and are controlled by other corporations. Applicable legislation typically requires periodic disclosure concerning the corporation that controls the registered insurer and the other companies in the holding company system and prior approval of intercorporate services and transfers of assets (including in some instances payment of dividends by the insurance subsidiary) within the holding company system. AIG’s subsidiaries are registered under such legislation in those states that have such requirements. See also Note 11 of Notes to Consolidated Financial Statements.
    AIG’s insurance subsidiaries, in common with other insurers, are subject to regulation and supervision by the states and by other jurisdictions in which they do business. Within the United States, the method of such regulation varies but generally has its source in statutes that delegate regulatory and supervisory powers to an insurance official. The regulation and supervision relate primarily to approval of policy forms and rates, the standards of solvency that must be met and maintained, including risk-based capital measurements, the licensing of insurers and their agents, the nature of and limitations on investments, restrictions on the size of risks that may be insured under a single policy, deposits of securities for the benefit of policyholders, requirements for acceptability of reinsurers, periodic examinations of the affairs of insurance companies, the form and content of reports of financial condition required to be filed, and reserves for unearned premiums, losses and other purposes. In general, such regulation is for the protection of policyholders rather than the equity owners of these companies. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations.
    In connection with the Restatements, AIG undertook to examine and evaluate each of the items that have been restated or adjusted in its consolidated GAAP financial statements to determine whether restatement of the previously filed statutory financial statements of its insurance company subsidiaries would be required. AIG completed its 2004 audited statutory financial statements for all of the Domestic General Insurance companies in late 2005. The statutory accounting treatment of the various items requiring adjustment or restatement were reviewed and agreed to with the relevant state insurance regulators in advance of the filings. Adjustments necessary to reflect the cumulative effect on statutory surplus of adjustments relating to years prior to 2004 were made to 2004 opening surplus, and 2004 statutory net income was restated accordingly. Previously reported General Insurance statutory surplus at December 31, 2004 was reduced by approximately $3.5 billion to approximately $20.6 billion.
    AIG also recently completed its 2005 unaudited statutory financial statements for all of the Domestic General Insurance companies, again after reviewing and agreeing with the relevant state insurance regulators the statutory accounting treatment of various items. The state regulators have permitted the Domestic General Insurance companies to record a $724 million reduction to opening statutory surplus as of January 1, 2005, to reflect the effects of the Second Restatement. See also Management’s Discussion and Analysis of Financial Condition and Results of Operations — “Capital Resources — Regulation and Supervision” herein.
    AIG has taken various steps to enhance the capital positions of the Domestic General Insurance companies. AIG entered into capital maintenance agreements with the Domestic General Insurance companies that set forth procedures through which AIG will provide ongoing capital support. Dividends from the Domestic General Insurance companies were suspended in the fourth quarter of 2005. AIG contributed an additional $750 million of capital into American Home effective September 30, 2005, and contributed a further $2.25 billion of capital in February 2006 for a total of approximately $3 billion of capital into Domestic General Insurance subsidiaries effective December 31, 2005. Furthermore, in order to allow the Domestic General Insurance companies to record as an admitted asset at December 31, 2005 certain reinsurance ceded to non-U.S. reinsurers (which has the effect of increasing the statutory surplus of such Domestic General Insurance companies), AIG has obtained, and entered into reimbursement agreements for $1.5 billion of letters of credit issued by several commercial banks in favor of certain Domestic General Insurance companies.
    AIG’s insurance operations are currently under review by various state regulatory agencies. See Item 3. Legal Proceedings for a further description of these investigations and see “Risk Factors – Regulatory Investigations” in Item 1A. Risk Factors for more information on their application to AIG’s insurance businesses.
    Risk-Based Capital (RBC) is designed to measure the adequacy of an insurer’s statutory surplus in relation to the risks inherent in its business. Thus, inadequately capitalized general and life insurance companies may be identified.
    The RBC formula develops a risk adjusted target level of statutory surplus by applying certain factors to various asset, premium and reserve items. Higher factors are applied to more risky items and lower factors are applied to less risky items. Thus, the target level of statutory surplus varies not only as a result of the insurer’s size, but also on the risk profile of the insurer’s operations.
    The RBC Model Law provides for four incremental levels of regulatory attention for insurers whose surplus is below the calculated RBC target. These levels of attention range in severity from requiring the insurer to submit a plan for
14
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
corrective action to placing the insurer under regulatory control.
    The statutory surplus of each of AIG’s domestic general and life insurance subsidiaries exceeded their RBC standards as of December 31, 2005.
    To the extent that any of AIG’s insurance entities would fall below prescribed levels of surplus, it would be AIG’s intention to infuse necessary capital to support that entity.
    A substantial portion of AIG’s General Insurance business and a majority of its Life Insurance business is carried on in foreign countries. The degree of regulation and supervision in foreign jurisdictions varies. Generally, AIG, as well as the underwriting companies operating in such jurisdictions, must satisfy local regulatory requirements. Licenses issued by foreign authorities to AIG subsidiaries are subject to modification or revocation by such authorities, and AIU or other AIG subsidiaries could be prevented from conducting business in certain of the jurisdictions where they currently operate. In the past, AIU has been allowed to modify its operations to conform with new licensing requirements in most jurisdictions.
    In addition to licensing requirements, AIG’s foreign operations are also regulated in various jurisdictions with respect to currency, policy language and terms, amount and type of security deposits, amount and type of reserves, amount and type of local investment and the share of profits to be returned to policyholders on participating policies. Some foreign countries regulate rates on various types of policies. Certain countries have established reinsurance institutions, wholly or partially owned by the state, to which admitted insurers are obligated to cede a portion of their business on terms which may not always allow foreign insurers, including AIG, full compensation. In some countries, regulations governing constitution of technical reserves and remittance balances may hinder remittance of profits and repatriation of assets.
    In 1999, AIG became a unitary thrift holding company when the Office of Thrift Supervision (OTS) granted AIG approval to organize AIG Federal Savings Bank. Annually, the OTS conducts an examination of AIG. The OTS examination involves assessing the organization’s overall risk profile.
Competition
AIG’s Insurance, Financial Services and Asset Management businesses operate in a highly competitive environment, both domestically and overseas. Principal sources of competition are insurance companies, banks, investment banks and other non-bank financial institutions.
    The insurance industry in particular is highly competitive. Within the United States, AIG’s General Insurance subsidiaries compete with approximately 3,100 other stock companies, specialty insurance organizations, mutual companies and other underwriting organizations. AIG’s subsidiaries offering Life Insurance and Retirement Services compete in the United States with approximately 2,000 life insurance companies and other participants in related financial services fields. Overseas, AIG subsidiaries compete for business with foreign insurance operations of the larger U.S. insurers, global insurance groups, and local companies in particular areas in which they are active.
    AIG’s strong ratings have historically provided a competitive advantage. The effect on the business of AIG of recent regulatory investigations, the Restatements, and subsequent ratings actions is currently unknown, but these developments may adversely affect the competitive position of AIG and its subsidiaries. See “Risk Factors — AIG Credit Ratings” in Item 1A. Risk Factors.
AIG  -  Form 10-K/A
15


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations
 
ITEM 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations, AIG presents its operations in the way it believes will be most meaningful. Statutory underwriting profit (loss) and combined ratios are presented in accordance with accounting principles prescribed by insurance regulatory authorities because these are standard measures of performance used in the insurance industry and thus allow more meaningful comparisons with AIG’s insurance competitors. AIG has also incorporated into this discussion a number of cross-references to additional information included throughout the 2005 Annual Report on Form 10-K to assist readers seeking related information on a particular subject.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Management’s Discussion and Analysis of Financial Condition and Results of Operations is designed to provide the reader a narrative with respect to AIG’s operations, financial condition and liquidity and certain other significant matters.
 
 
           
Index   Page
 
Cautionary Statement Regarding
Projections and Other Information About Future Events
    16  
Overview of Operations and Business Results
    17  
Consolidated Results
    17  
Critical Accounting Estimates
    21  
Operating Review
    22  
General Insurance Operations
    22  
 
General Insurance Results
    24  
 
Reinsurance
    25  
 
Reserve for Losses and Loss Expenses
    26  
 
Asbestos and Environmental Reserves
    35  
Life Insurance & Retirement Services Operations
    39  
 
Life Insurance & Retirement Services Results
    41  
 
Underwriting and Investment Risk
    43  
Insurance and Asset Management Invested Assets
    45  
 
Credit Quality
    47  
 
Valuation of Invested Assets
    48  
Financial Services Operations
    49  
 
Financial Services Results
    52  
 
Financial Services Invested Assets
    53  
Asset Management Operations
    55  
 
Asset Management Results
    55  
Other Operations
    56  
Capital Resources
    56  
Borrowings
    56  
Contractual Obligations and Other Commercial Commitments
    59  
Shareholders’ Equity
    60  
Stock Purchase
    61  
Dividends from Insurance Subsidiaries
    61  
Regulation and Supervision
    61  
Liquidity
    62  
Special Purpose Vehicles and Off Balance Sheet Arrangements
    63  
Derivatives
    63  
Managing Market Risk
    64  
Insurance
    64  
Financial Services
    65  
Recent Accounting Standards
    66  
 
Cautionary Statement Regarding Projections and Other Information About Future Events
This Annual Report on Form 10-K/A and other publicly available documents may include, and AIG’s officers and representatives may from time to time make, projections concerning financial information and statements concerning future economic performance and events, plans and objectives relating to management, operations, products and services, and assumptions underlying these projections and statements. These projections and statements are not historical facts but instead represent only AIG’s belief regarding future events, many of which, by their nature, are inherently uncertain and outside AIG’s control. These projections and statements may address, among other things, the status and potential future outcome of the current regulatory and civil proceedings against AIG and their potential effect on AIG’s businesses, financial position, results of operations, cash flows and liquidity, the effect of the credit rating downgrades on AIG’s businesses and competitive position, the unwinding and resolving of various relationships between AIG and Starr and SICO and AIG’s strategy for growth, product development, market position, financial results and reserves. It is possible that AIG’s actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these projections and statements. Factors that could cause AIG’s actual results to differ, possibly materially, from those in the specific projections and statements are discussed throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations and in “Risk Factors” in Item 1A, Part I of the 2005 Annual Report on Form 10-K. AIG is not under any obligation (and expressly disclaims any such obligations) to update or alter any projection or other statement, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise.
16
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
Overview of Operations and Business Results
In 2003 and prior years, AIG’s operations were conducted by its subsidiaries principally through four operating segments: General Insurance, Life Insurance, Financial Services and Retirement Services & Asset Management. Beginning with the first quarter of 2004, AIG reports Retirement Services results in the same segment as Life Insurance, reflecting the convergence of protective financial and retirement products and AIG’s current management of these operations. All financial information herein gives effect to the Restatements described in “The Restatements” under Item 1. Business. Information for years prior to 2005 included herein has been reclassified to show AIG’s results of operations and financial position on a comparable basis with the 2005 presentation.
    Through these segments, AIG provides insurance and investment products and services to both businesses and individuals in more than 130 countries and jurisdictions. This geographic, product and service diversification is one of AIG’s major strengths and sets it apart from its competitors. The importance of this diversification was especially evident in 2005, when record catastrophe losses, settlements of legal proceedings and charges for increases in reserves for loss and loss expenses, were more than offset by profitability in other segments and product lines. Although regional economic downturns or political upheaval could negatively affect parts of AIG’s operations, AIG believes that its diversification makes it unlikely that regional difficulties would have a material effect on its operating results, financial condition or liquidity.
    AIG’s subsidiaries serve commercial, institutional and individual customers through an extensive property-casualty and life insurance and retirement services network. In the United States, AIG companies are the largest underwriters of commercial and industrial insurance and one of the largest life insurance and retirement services operations as well. AIG’s Financial Services businesses include commercial aircraft and equipment leasing, capital markets operations and consumer finance, both in the United States and abroad. AIG also provides asset management services and offers guaranteed investment contracts (GICs) to institutions and individuals.
    A primary goal of AIG in managing its General Insurance operations is to achieve an underwriting profit. To achieve this goal, AIG must be disciplined in its risk selection and premiums must be adequate and terms and conditions appropriate to cover the risk accepted. AIG believes in strict control of expenses.
    AIG’s 2005 operating performance reflects continuing implementation of various long-term strategies in its various operating segments.
    A central focus of AIG operations in recent years is the development and expansion of new distribution channels. In 2005, AIG continued to expand its distribution channels in many Asian countries, which now include banks, credit card companies and television-media home shopping. In late 2003, AIG entered into an agreement with PICC Property and Casualty Company, Limited (PICC), which will enable the marketing of accident and health products throughout China through PICC’s branch networks and agency system. AIG participates in the underwriting results through a reinsurance agreement and also holds a 9.9 percent ownership interest in PICC. Other examples of new distribution channels used both domestically and overseas include banks, affinity groups, direct response and e-commerce.
    AIG patiently builds relationships in markets around the world where it sees long-term growth opportunities. For example, the fact that AIG has the only wholly-owned foreign life insurance operations in eight cities in China is the result of relationships developed over nearly 30 years. AIG’s more recent expansion of operations into India, Vietnam, Russia and other emerging markets reflect the same growth strategy. Moreover, AIG believes in investing in the economies and infrastructures of these countries and growing with them. When AIG companies enter a new jurisdiction, they typically offer both basic protection and savings products. As the economies evolve, AIG’s products evolve with them, to more complex and investment-oriented models.
    Growth for AIG may be generated both internally and through acquisitions which both fulfill strategic goals and offer adequate return on investment. In recent years, the acquisitions of AIG Star Life and AIG Edison Life have broadened AIG’s penetration of the Japanese market through new distribution channels and will result in operating efficiencies as they are integrated into AIG’s previously existing companies operating in Japan.
    AIG provides leadership on issues of concern to the global and local economies as well as the insurance and financial services industries. In recent years, efforts to reform the tort system and class action litigation procedures, legislation to deal with the asbestos problem and the renewal of the Terrorism Risk Insurance Act have been key issues, while in prior years trade legislation and Superfund had been issues of concern.
The following table summarizes AIG’s revenues, income before income taxes, minority interest and cumulative effect of accounting changes and net income for the twelve months ended December 31, 2005, 2004 and 2003:
 
                         
Years Ended December 31,            
(in millions)   2005   2004   2003
 
Total revenues
  $ 108,905     $ 97,666     $ 79,421  
 
Income before income taxes, minority interest and cumulative effect of accounting changes
    15,213       14,845       11,907  
 
Net income
  $ 10,477     $ 9,839     $ 8,108  
 
Consolidated Results
The 12 percent growth in revenues in 2005 and 23 percent growth in revenues in 2004 were primarily attributable to the growth in net premiums earned from global General Insurance operations as well as growth in both General Insurance and Life Insurance & Retirement Services net investment income and Life Insurance & Retirement Services GAAP premiums. An additional factor was the capital gains realized in 2004 rather than the capital losses realized in 2003.
AIG  -  Form 10-K/A
17


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
    AIG’s income before income taxes, minority interest and cumulative effect of accounting changes increased 2 percent in 2005 when compared to 2004 and 25 percent in 2004 when compared to 2003. Life Insurance & Retirement Services, Financial Services and Asset Management operating income gains accounted for the increase over 2004 and 2003 in both pretax income and net income. Somewhat offsetting these gains in 2005 was the effect of the charges related to regulatory settlements, as described in Item 3. Legal Proceedings.
The following table summarizes the net effect of catastrophe losses for December 31, 2005, 2004 and 2003.
 
                         
(in millions)   2005   2004   2003
 
Pretax(*)
  $ 3,280     $ 1,155     $ 83  
 
Net of tax and minority interest
    2,109       729       53  
 
(*) Includes $312 million and $96 million in catastrophe losses from partially owned companies in 2005 and 2004, respectively.
The following table summarizes the operations of each principal segment for the twelve months ended December 31, 2005, 2004 and 2003. See also Note 2 of Notes to Consolidated Financial Statements.
 
                           
(in millions)   2005   2004   2003
 
Revenues(a):
                       
 
General Insurance(b)
  $ 45,174     $ 41,961     $ 33,833  
 
Life Insurance & Retirement Services(c)
    47,316       43,400       36,678  
 
Financial Services(d)
    10,525       7,495       6,242  
 
Asset Management(e)
    5,325       4,714       3,651  
 
Other
    565       96       (983 )
 
Total
  $ 108,905     $ 97,666     $ 79,421  
 
Operating Income(a)(f)(g):
                       
 
General Insurance
  $ 2,315     $ 3,177     $ 4,502  
 
Life Insurance & Retirement Services
    8,844       7,923       6,807  
 
Financial Services
    4,276       2,180       1,182  
 
Asset Management
    2,253       2,125       1,316  
 
Other(h)(i)
    (2,475 )     (560 )     (1,900 )
 
Total
  $ 15,213     $ 14,845     $ 11,907  
 
(a) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133, including the related foreign exchange gains and losses. For 2005, 2004 and 2003, the effect was $(34) million, $(27) million and $49 million, respectively, in operating income for Aircraft Finance and $2.01 billion, $(122) million and $(1.01) billion in revenues and operating income, respectively, for Capital Markets (AIGFP).
 
(b) Represents the sum of General Insurance net premiums earned, net investment income and realized capital gains (losses).
(c) Represents the sum of Life Insurance & Retirement Services GAAP premiums, net investment income and realized capital gains (losses). Included in realized capital gains (losses) is the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133 and the application of FAS 52 of $(437) million, $(140) million and $78 million.
(d) Represents interest, lease and finance charges.
(e) Represents management and advisory fees, and net investment income with respect to GICs.
 
(f) Represents income before income taxes, minority interest, and cumulative effect of accounting changes.
(g) Catastrophe losses were $3.28 billion, $1.16 billion and $83 million in 2005, 2004 and 2003, respectively.
 
(h) Represents unallocated corporate expenses and other realized capital gains (losses) and includes the NYAG, DOI, SEC and DOJ settlement costs in 2005.
(i) Includes $312 million and $96 million in catastrophe related losses from partially owned companies in 2005 and 2004, respectively, and approximately $1.6 billion of regulatory settlement charges in 2005.
General Insurance
AIG’s General Insurance operations provide property and casualty products and services throughout the world. The decrease in General Insurance operating income in 2005 compared to 2004 was primarily attributable to catastrophe related losses, increases in the reserve for losses and loss expenses and changes in estimates related to the remediation of AIG’s material weakness in control over certain balance sheet reconciliations, partially offset by profitable growth in Foreign General’s underwriting results and DBG’s and Foreign General’s net investment income. In addition, realized capital gains increased in 2005 compared to 2004. General Insurance operating income includes $2.89 billion, $1.05 billion and $83 million in catastrophe related losses in 2005, 2004 and 2003, respectively. DBG’s operating income included $197 million of additional losses in 2005 resulting from increased labor and material costs related to the 2004 Florida hurricanes. DBG’s 2005 operating income also included $291 million of expenses related to changes in estimates for uncollectible reinsurance and other premium balances related to the remediation of AIG’s material weakness in internal control over certain balance sheet reconciliations.
Life Insurance & Retirement Services
AIG’s Life Insurance & Retirement Services operations provide insurance, financial and investment products throughout the world. Foreign operations provided approximately 59 percent and 61 percent of AIG’s Life Insurance & Retirement Services operating income in 2005 and 2004, respectively.
    Life Insurance & Retirement Services operating income increased 12 percent in 2005 and 16 percent in 2004 when compared to 2003. Foreign Life Insurance & Retirement Services operating income grew 8 percent in 2005. Realized capital gains included in operating income was $84 million in 2005 compared to $372 million in 2004 and $486 million in 2003. The decline in realized capital gains in 2005 includes the effect of hedging activities that do not qualify for hedge accounting under FAS 133, including the related foreign exchange gains and losses under FAS 52. For 2005, the foreign Life Insurance & Retirement Service segment also incurred higher policy benefit costs for contributions to the participating policyholder fund in Singapore, totaling $137 million related to the settlement of a long disputed local tax issue. The domestic Life Insurance & Retirement Services segment operating income grew by 17 percent in 2005. Realized capital
18
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
losses included in operating income was $(302) million in 2005 compared to $(329) million in 2004 and $(246) million in 2003. The 2004 results include increased policy benefits of $178 million associated with the workers compensation arbitration with Superior National. The domestic Life Insurance & Retirement Services segment also includes $12 million and $5 million in catastrophe related losses in 2005 and 2004, respectively.
Financial Services
AIG’s Financial Services subsidiaries engage in diversified activities including aircraft and equipment leasing, capital markets transactions, consumer finance and insurance premium financing.
    Financial Services operating income increased significantly in 2005 compared to 2004 and in 2004 compared to 2003, primarily due to the fluctuation in earnings resulting from not qualifying for hedge accounting treatment under FAS 133. Offsetting this increase in 2004 when compared to 2003 is the effect of ILFC’s disposition of approximately $2 billion in aircraft through securitizations in the third quarter of 2003 and the first quarter of 2004. Fluctuations in revenues and operating income from quarter to quarter are not unusual because of the transaction-oriented nature of Capital Markets operations and the effect of not qualifying for hedge accounting treatment under FAS 133 for hedges on securities available for sale and borrowings. The increase in 2005 when compared to 2004 was partially offset by $62 million in catastrophe related losses in the Consumer Finance operations in 2005. The charge relating to the PNC settlement, see Item 3. Legal Proceedings, had a significant negative effect on results in 2004. Consumer Finance operations increased revenues and operating income, both domestically and internationally.
Asset Management
AIG’s Asset Management operations include institutional and retail asset management and broker dealer services and spread-based investment business from the sale of GICs. These products and services are offered to individuals and institutions, both domestically and overseas.
    Asset Management operating income increased 6 percent in 2005 when compared to 2004 as a result of the upturn in worldwide financial markets and a strong global product portfolio; operating income also increased 61 percent in 2004 when compared to 2003 as a result of the same factors.
Capital Resources
At December 31, 2005, AIG had total consolidated shareholders’ equity of $86.32 billion and total consolidated borrowings of $109.85 billion. At that date, $99.42 billion of such borrowings were either not guaranteed by AIG or were matched borrowings under obligations of guaranteed investment agreements (GIAs), liabilities connected to trust preferred stock, or matched notes and bonds payable.
    During 2005, AIG repurchased in the open market 2,477,100 shares of its common stock.
Liquidity
At December 31, 2005, AIG’s consolidated invested assets included $17.24 billion in cash and short-term investments. Consolidated net cash provided from operating activities in 2005 amounted to $25.14 billion. AIG believes that its liquid assets, cash provided by operations and access to short term funding through commercial paper and bank credit facilities will enable it to meet any anticipated cash requirements.
Outlook
From March through June of 2005, the major rating agencies downgraded AIG’s ratings in a series of actions. Standard & Poor’s, a division of the McGraw-Hill Companies, Inc. (“S&P”), lowered the long-term senior debt and counterparty ratings of AIG from ‘AAA’ to ‘AA’ (second highest of eight rating categories) and changed the rating outlook to negative. S&P’s outlook indicates the potential direction of a rating over the intermediate term (typically six months to two years). A negative outlook means that a rating may be lowered; however, an outlook is not necessarily a precursor to a rating change. Moody’s Investors Service (“Moody’s”) lowered AIG’s long-term senior debt rating from ‘Aaa’ to ‘Aa2’ (second highest of nine rating categories) with a stable outlook. Moody’s appends numerical modifiers 1, 2, and 3 to the generic rating categories to show relative position within rating categories. Fitch Ratings (“Fitch”) downgraded the long-term senior debt ratings of AIG from ‘AAA’ to ‘AA’ (second highest of nine rating categories) and placed the ratings on Rating Watch Negative. A Fitch Rating Watch notifies investors that there is a reasonable probability of a rating change and the likely direction of such change. A Rating Watch Negative indicates a potential downgrade. Rating Watch is typically resolved over a relatively short period. In April 2006, Fitch removed AIG from Rating Watch Negative and affirmed its rating with a stable outlook.
    The agencies also took rating actions on AIG’s insurance subsidiaries. S&P lowered the financial strength ratings of AIG’s insurance subsidiaries to ‘AA+’ (second highest rating of eight rating categories) and assigned a negative rating outlook. Fitch also lowered the financial strength ratings of AIG’s insurance companies to ‘AA+’ (second highest of nine rating categories) and placed them on Rating Watch Negative. In April 2006, Fitch removed the financial strength ratings from Rating Watch Negative and affirmed them with a stable outlook. S&P and Fitch ratings may be modified by the addition of a plus or minus sign to show relative standing within the major rating categories. Moody’s lowered the insurance financial strength ratings generally to either ‘Aa1’ or ‘Aa2’ (both within the second highest of nine rating categories) with a stable outlook. A.M. Best downgraded the financial strength ratings of most of AIG’s insurance subsidiaries from ‘A++’ to ‘A+’ (second highest of fourteen rating levels) and the issuer credit ratings from ‘aa+’ to ‘aa-’ (remaining within the second highest of nine rating levels) and placed the ratings under review with negative implications. An under review modifier by A.M. Best is assigned to a company whose rating opinion is under review and may be subject to change in the near-term, generally defined as six months. Negative implica-
AIG  -  Form 10-K/A
19


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
tions indicates a potential downgrade. In June 2006, A.M. Best upgraded the financial strength ratings from ‘A+’ to ‘A++’ (highest of fourteen rating levels) and the issuer credit ratings from ‘aa-’ to ‘aa+’ (remaining within the second highest of nine rating levels) for the domestic life & retirement services subsidiaries of AIG. A.M. Best also affirmed the financial strength ratings of ‘A+’ (second highest of fourteen rating levels) and the issuer credit ratings of ‘aa-’ (within the second highest of nine rating levels) of most of AIG’s domestic property and casualty subsidiaries. In addition, A.M. Best removed from review all of the ratings of AIG’s insurance subsidiaries and assigned an issuer credit rating of ‘aa’ (within the second highest of nine rating levels) to AIG.
    In addition, S&P changed the outlook on the ‘AA-’ long-term senior debt rating (second highest out of eight rating categories) of International Lease Finance Corporation (a wholly owned subsidiary of AIG) (“ILFC”) to negative. Moody’s affirmed ILFC’s long-term and short-term senior debt ratings (‘A1’/‘P-1’) (third highest of nine, and highest of three, rating categories, respectively). Fitch downgraded ILFC’s long-term senior debt rating from ‘AA-’ to ‘A+’ (third highest of nine rating categories), placed it on Rating Watch Negative and downgraded ILFC’s short-term debt rating from ‘F1+’ to ‘F1’ (remaining within the highest of five rating categories). In April 2006, Fitch removed ILFC’s long-term senior debt rating from Rating Watch Negative and affirmed it with a stable outlook.
    Fitch also placed the ‘A+’ long-term senior debt ratings (third highest of nine rating categories) of American General Finance Corporation and American General Finance, Inc. (wholly owned subsidiaries of AIG) on Rating Watch Negative. In April 2006, these ratings were also removed from Rating Watch Negative and affirmed with a stable outlook. S&P and Moody’s affirmed the long-term and short-term senior debt ratings of American General Finance Corporation of ‘A+’/‘A-1’ (third highest of eight rating categories/ highest of eight rating categories) and ‘A1’/‘P-1’ (third highest of nine rating categories/ highest of three rating categories), respectively.
    These debt and financial strength ratings are current opinions of the rating agencies. As such, they may be changed, suspended or withdrawn at any time by the rating agencies as a result of changes in, or unavailability of, information or based on other circumstances. Ratings may also be withdrawn at AIG management’s request. This discussion of ratings is not a complete list of ratings of AIG and its subsidiaries. For a discussion of the effect of these ratings downgrades on AIG’s businesses, see “Risk Factors — AIG’s Credit Ratings” in Item 1A. Risk Factors.
    Despite industry price erosion in some classes of general insurance, AIG expects to continue to identify profitable opportunities and build attractive new General Insurance businesses as a result of AIG’s broad product line and extensive distribution networks. In December 2005, AIUO received a license from the government of Vietnam to operate a wholly owned general insurance company in Vietnam. This license, the first general insurance license granted by Vietnam to a U.S.-based insurance organization, permits AIG to operate a general insurance company throughout Vietnam. In early 2006, AIG announced plans to acquire a leading general insurance company in Taiwan.
    In China, AIG has wholly-owned life insurance operations in eight cities. These operations should benefit from China’s rapid rate of economic growth and growing middle class, a segment that is a prime market for life insurance. AIG believes that it may also have opportunities in the future to grow by entering the group insurance business. However, in March 2005 it withdrew its application to serve the group insurance market until certain regulatory issues are resolved. Among the regulatory issues to be addressed is the response to AIG’s acknowledgment that certain of its Hong Kong based agents sold life insurance to customers on the Chinese mainland in contravention of applicable regulations.
    AIG Edison Life, acquired in August 2003, adds to the current agency force in Japan, and provides alternative distribution channels including banks, financial advisers, and corporate and government employee relationships. In January 2005, AIG Star Life entered into an agreement with the Bank of Tokyo Mitsubishi, one of Japan’s largest banks, to market a multi-currency fixed annuity. Through ALICO, AIG Star Life and AIG Edison, AIG has developed a leadership position in the distribution of annuities through banks. AIG is also a leader in the direct marketing of insurance products through sponsors and in the broad market. AIG also expects continued growth in India, Korea and Vietnam.
    Domestically, AIG anticipates continued operating growth in 2006 as distribution channels are expanded and new products are introduced. The home service operation has not met business objectives, although its cash flow has been strong, and domestic group life/health continues to be weak. The home service operation is expected to be a slow growth business. AIG American General’s current ratings remain equal to or higher than many of its principal competitors. AIG American General competes with a variety of companies based on services and products, in addition to ratings. The recent rating actions appear to be having no negative long term effect on independent producer relationships or customer surrender activity.
    In the airline industry, changes in market conditions are not immediately apparent in operating results. Lease rates have firmed considerably, as a result of strong demand spurred by the recovering global commercial aviation market, especially in Asia. Sales have begun to increase, and AIG expects an increasing level of interest from a variety of purchasers. AIG also expects increased contributions to Financial Services revenues and income from its consumer finance operations overseas. However, the downgrades of AIG’s credit ratings may adversely affect funding costs for AIG and its subsidiaries and AIGFP’s ability to engage in derivative transactions and certain structured products. See “Risk Factors – AIG’s Credit Ratings” in Item 1A. Risk Factors.
    GICs, which are sold domestically and abroad to both institutions and individuals, are written on an opportunistic basis when market conditions are favorable. In September 2005, AIG launched a $10 billion matched investment program in the Euromarkets under which AIG debt securities
20
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
will be issued. AIG also expects to launch a matched investment program in the domestic market which, along with the Euro program, will become AIG’s principal spread-based investment activity. However, the timing of the launch of the domestic program is uncertain. Because AIG’s credit spreads in the capital markets have widened following the ratings declines, there may be a reduction in the earnings on new business in AIG’s spread based funding businesses.
    AIG has many promising growth initiatives underway around the world. Cooperative agreements such as those with PICC and various banks in the U.S., Japan and Korea are expected to expand distribution networks for AIG’s products and provide models for future growth.
    For a description of the risk factors that may affect these operations and initiatives, see Item 1A. Risk Factors.
Critical Accounting Estimates
AIG considers its most critical accounting estimates those with respect to reserves for losses and loss expenses, future policy benefits for life and accident and health contracts, deferred policy acquisition costs, estimated gross profits for investment-oriented products, fair value determinations for certain Capital Markets assets and liabilities, other-than-temporary declines in the value of investments and flight equipment recoverability. These accounting estimates require the use of assumptions about matters, some of which are highly uncertain at the time of estimation. To the extent actual experience differs from the assumptions used, AIG’s results of operations would be directly affected.
    Throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations, AIG’s critical accounting estimates are discussed in detail. The major categories for which assumptions are developed and used to establish each critical accounting estimate are highlighted below.
RESERVES FOR LOSSES AND LOSS EXPENSES (GENERAL INSURANCE):
-   Loss trend factors: used to establish expected loss ratios for subsequent accident years based on premium rate adequacy and the projected loss ratio with respect to prior accident years.
-   Expected loss ratios for the latest accident year: in this case, accident year 2005 for the year end 2005 loss reserve analysis. For low-frequency, high-severity classes such as excess casualty, expected loss ratios generally are utilized for at least the three most recent accident years.
-   Loss development factors: used to project the reported losses for each accident year to an ultimate amount.
FUTURE POLICY BENEFITS FOR LIFE AND ACCIDENT AND HEALTH CONTRACTS (LIFE INSURANCE & RETIREMENT SERVICES):
-   Interest rates: which vary by geographical region, year of issuance and products.
-   Mortality, morbidity and surrender rates: based upon actual experience by geographical region modified to allow for variation in policy form.
ESTIMATED GROSS PROFITS (LIFE INSURANCE & RETIREMENT SERVICES):
    Estimated gross profits to be realized over the estimated duration of the contracts (investment-oriented products) affect the carrying value of deferred policy acquisition costs under FAS 97. Estimated gross profits include investment income and gains and losses on investments less required interest, actual mortality and other expenses.
DEFERRED POLICY ACQUISITION COSTS (LIFE INSURANCE & RETIREMENT SERVICES):
-   Recoverability based on current and future expected profitability, which is affected by interest rates, foreign exchange rates, mortality experience, and policy persistency.
DEFERRED POLICY ACQUISITION COSTS (GENERAL INSURANCE):
-   Recoverability and eligibility based upon the current terms and profitability of the underlying insurance contracts.
FAIR VALUE DETERMINATIONS OF CERTAIN ASSETS AND LIABILITIES (FINANCIAL SERVICES):
-   Valuation models: utilizing factors, such as market liquidity and current interest, foreign exchange and volatility rates.
-   Pricing data: AIG attempts to secure reliable and independent current market price data, such as published exchange rates from external subscription services such as Bloomberg or Reuters or third-party broker quotes for use in its models. When such prices are not available, AIG uses an internal methodology, which includes interpolation and extrapolation from verifiable prices from trades occurring on dates nearest to the dates of the transactions.
OTHER-THAN-TEMPORARY DECLINES IN THE VALUE OF INVESTMENTS:
Securities are considered a candidate for other-than-temporary impairment based upon the following criteria:
-   Trading at a significant (25 percent or more) discount to par or amortized cost (if lower) for an extended period of time (nine months or longer).
-   The occurrence of a discrete credit event resulting in the debtor defaulting or seeking bankruptcy or insolvency protection or voluntary reorganization.
-   The probability of non-realization of a full recovery on its investment, irrespective of the occurrence of one of the foregoing events.
FLIGHT EQUIPMENT — RECOVERABILITY (FINANCIAL SERVICES)
-   Expected undiscounted future net cash flows: based upon current lease rates, projected future lease rates and estimated terminal values of each aircraft based on third party information.
AIG  -  Form 10-K/A
21


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
Operating Review
General Insurance Operations
AIG’s General Insurance subsidiaries are multiple line companies writing substantially all lines of property and casualty insurance both domestically and abroad. See “General Insurance Operations” in Item 1. Business for more information relating to General Insurance subsidiaries.
    As previously noted, AIG believes it should present and discuss its financial information in a manner most meaningful to its investors. Accordingly, in its General Insurance business, AIG uses certain non-GAAP measures, where AIG has determined these measurements to be useful and meaningful.
    A critical discipline of a successful general insurance business is the objective to produce operating income from underwriting exclusive of investment-related income. When underwriting is not profitable, premiums are inadequate to pay for insured losses and underwriting related expenses. In these situations, the addition of general insurance related investment income and realized capital gains may, however, enable a general insurance business to produce operating income. For these reasons, AIG views underwriting profit to be critical in the overall evaluation of performance. See also the discussion under “Liquidity” herein.
    Statutory underwriting profit is derived by reducing net premiums earned by net losses and loss expenses incurred and net expenses incurred. Statutory accounting generally requires immediate expense recognition and ignores the matching of revenues and expenses as required by GAAP. That is, for statutory purposes, expenses are recognized immediately, not over the same period that the revenues are earned. Thus, statutory expenses exclude changes in deferred acquisition costs (DAC).
    GAAP provides for the recognition of expenses at the same time revenues are earned, the accounting principle of matching. Therefore, acquisition expenses are deferred and amortized over the period the related net premiums written are earned. DAC is reviewed for recoverability, and such review requires management judgment. The most comparable GAAP measure to statutory underwriting profit is income before income taxes, minority interest and cumulative effect of an accounting change. A table reconciling statutory underwriting profit to income before income taxes, minority interest and cumulative effect of an accounting change is contained in the footnotes to the key information table below. See also “Critical Accounting Estimates” herein and Notes 1 and 4 of Notes to Consolidated Financial Statements.
    AIG, along with most General Insurance companies, uses the loss ratio, the expense ratio and the combined ratio as measures of underwriting performance. The loss ratio is the sum of losses and loss expenses incurred divided by net premiums earned. The expense ratio is statutory underwriting expenses divided by net premiums written. The combined ratio is the sum of the loss ratio and the expense ratio. These ratios are relative measurements that describe, for every $100 of net premiums earned or written, the cost of losses and statutory expenses, respectively. The combined ratio presents the total cost per $100 of premium production. A combined ratio below 100 demonstrates underwriting profit; a combined ratio above 100 demonstrates underwriting loss.
    Net premiums written are initially deferred and earned based upon the terms of the underlying policies. The net unearned premium reserve constitutes deferred revenues which are generally earned ratably over the policy period. Thus, the net unearned premium reserve is not fully recognized in income as net premiums earned until the end of the policy period.
    The underwriting environment varies from country to country, as does the degree of litigation activity. Regulation, product type and competition have a direct effect on pricing and consequently on profitability as reflected in underwriting profit and statutory general insurance ratios.
Key information with respect to General Insurance Operations for 2005, 2004 and 2003 is set forth in the following tables:
                             
 
(in millions, except ratios)   2005   2004   2003
 
Net premiums written:
                       
 
Domestic General
                       
   
DBG
  $ 23,128     $ 22,506     $ 19,563  
   
Transatlantic
    3,466       3,749       3,341  
   
Personal Lines
    4,653       4,354       3,732  
   
Mortgage Guaranty
    628       607       531  
 
Foreign General
    9,997       9,407       7,864  
 
Total
  $ 41,872     $ 40,623     $ 35,031  
 
Net premiums earned:
                       
 
Domestic General
                       
   
DBG
  $ 22,602     $ 21,215     $ 16,704  
   
Transatlantic
    3,385       3,661       3,171  
   
Personal Lines
    4,634       4,291       3,678  
   
Mortgage Guaranty
    533       539       496  
 
Foreign General(f)
    9,655       8,831       7,257  
 
Total
  $ 40,809     $ 38,537     $ 31,306  
 
Net investment income:
                       
 
Domestic General
                       
   
DBG
  $ 2,403     $ 1,965     $ 1,433  
   
Transatlantic
    343       307       271  
   
Personal Lines
    217       186       152  
   
Mortgage Guaranty
    123       120       142  
   
Intercompany adjustments and eliminations – net
    1             7  
 
Foreign General
    944       618       561  
 
Total
  $ 4,031     $ 3,196     $ 2,566  
 
Realized capital gains (losses)
    334       228       (39 )
 
Operating income(a)
                       
 
Domestic General
                       
   
DBG
  $ (646 )   $ 777     $ 1,774  
   
Transatlantic
    (39 )     282       390  
   
Personal Lines
    195       357       355  
   
Mortgage Guaranty
    363       399       451  
 
Foreign General
    2,427       1,344       1,562  
Reclassifications and Eliminations
    15       18       (30 )
 
Total
  $ 2,315 (b)(c)(d)   $ 3,177     $ 4,502  
 
Statutory underwriting profit (loss)(a)(g):
                       
 
Domestic General
                       
   
DBG
  $ (3,227 ) (b)(c)   $ (1,500 )   $ 36  
   
Transatlantic
    (434 )     (77 )     68  
   
Personal Lines
    (38 )     136       170  
   
Mortgage Guaranty
    249       234       245  
 
Foreign General(e)(f)
    1,285       643       1,040  
 
Total
  $ (2,165 ) (d)   $ (564 )   $ 1,559  
 
                         
(continued)
22
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
                           
 
(in millions, except ratios)   2005   2004   2003
 
Domestic General:
                       
 
Loss ratio
    89.59       83.88       78.35  
 
Expense ratio
    21.00       19.21       17.25  
 
Combined ratio
    110.59       103.09       95.60  
 
Foreign General:
                       
 
Loss ratio
    53.66       61.61       55.52  
 
Expense ratio(e)
    31.90       29.20       27.82  
 
Combined ratio(f)
    85.56       90.81       83.34  
 
Consolidated:
                       
 
Loss ratio
    81.09       78.78       73.06  
 
Expense ratio
    23.60       21.52       19.62  
 
Combined ratio(a)
    104.69       100.30       92.68  
 
(a) The effect of catastrophe related losses on the consolidated General Insurance combined ratio for 2005, 2004 and 2003 was 7.06, 2.74 and 0.27, respectively. Catastrophe related losses for 2005, 2004 and 2003 by reporting unit were as follows:
                                 
 
(in millions)   2005   2004   2003
 
    Insurance   Net   Insurance   Insurance
    Related   Reinstatement   Related   Related
Reporting Unit   Losses   Premium Cost   Losses   Losses
 
DBG
  $ 1,747     $ 122     $ 582     $ 48  
Transatlantic
    463       45       215       4  
Personal Lines
    112       2       25       5  
Mortgage Guaranty
    10                    
Foreign General
    293       94       232       26  
 
Total
  $ 2,625     $ 263     $ 1,054     $ 83  
 
(b) Includes $197 million of additional losses incurred resulting from increased labor and material costs related to the 2004 Florida hurricanes.
 
(c) The 2005 statutory underwriting loss for DBG includes $291 million of expenses from changes in estimates for uncollectible reinsurance and other premium balances related to the remediation of the material weakness in internal control over certain balance sheet reconciliations and $100 million of accrued expenses in connection with certain workers compensation insurance policies written between 1985 and 1996. See Note 12(i) of Notes to Consolidated Financial Statements.
 
(d) Includes the fourth quarter 2005 increase in net reserves of approximately $1.8 billion.
(e) Includes the results of wholly owned AIU agencies.
(f) Income statement accounts expressed in non-functional currencies are translated into U.S. dollars using average exchange rates.
(g) Statutory underwriting profit (loss) is a measure that U.S. domiciled insurance companies are required to report to their regulatory authorities. The following table reconciles statutory underwriting profit (loss) to income before income taxes, minority interest and cumulative effect of accounting changes for the General Insurance segment for the twelve months ended December 31:
                                                         
 
    Domestic    
    Brokerage       Personal       Reclassifications    
    Group   Transatlantic   Lines   Mortgage Guaranty   Foreign General   and Eliminations   Total
 
2005:
                                                       
Statutory underwriting profit (loss)
  $ (3,227 )   $ (434 )   $ (38 )   $ 249     $ 1,285     $     $ (2,165 )
Increase (decrease) in deferred acquisition costs
    (23 )     14       19       (8 )     113             115  
Net investment income
    2,403       343       217       123       944       1       4,031  
Realized capital gains (losses)
    201       38       (3 )     (1 )     85       14       334  
     
Income before income taxes, minority interest and cumulative effect of accounting changes
  $ (646 )   $ (39 )   $ 195     $ 363     $ 2,427     $ 15     $ 2,315  
 
2004:
                                                       
Statutory underwriting profit (loss)
  $ (1,500 )   $ (77 )   $ 136     $ 234     $ 643     $     $ (564 )
Increase (decrease) in deferred acquisition costs
    160       30       24       44       59             317  
Net investment income
    1,965       307       186       120       618             3,196  
Realized capital gains (losses)
    152       22       11       1       24       18       228  
     
Income before income taxes, minority interest and cumulative effect of accounting changes
  $ 777     $ 282     $ 357     $ 399     $ 1,344     $ 18     $ 3,177  
 
2003:
                                                       
Statutory underwriting profit (loss)
  $ 36     $ 68     $ 170     $ 245     $ 1,040     $     $ 1,559  
Increase (decrease) in deferred acquisition costs
    351       41       13       19       (8 )           416  
Net investment income
    1,433       271       152       142       561       7       2,566  
Realized capital gains (losses)
    (46 )     10       20       45       (31 )     (37 )     (39 )
     
Income before income taxes, minority interest and cumulative effect of accounting changes
  $ 1,774     $ 390     $ 355     $ 451     $ 1,562     $ (30 )   $ 4,502  
 
AIG  -  Form 10-K/A
23


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
General Insurance Results
General Insurance operating income in 2005 decreased after accounting for catastrophe related losses, the fourth quarter increase in reserves and changes in estimates related to remediation of the material weakness in reconciliation of balance sheet accounts. This decrease was partially offset by strong profitable growth in Foreign General’s statutory underwriting profit and DBG’s and Foreign General’s net investment income. DBG’s statutory underwriting loss also included additional losses incurred resulting from increased labor and material costs related to the 2004 Florida hurricanes. General Insurance operating income in 2004 showed positive results, even after accounting for catastrophe losses, the charge for asbestos and environmental exposures and the $232 million charge reflecting a change in estimate for salvage and subrogation recoveries. Net investment income and the capital gains realized in 2004 rather than the capital losses realized in 2003 also benefited General Insurance results.
    DBG’s net premiums written increased modestly in 2005 when compared to 2004, reflecting generally improving renewal retention rates and a modest change in the mix of business towards smaller accounts for which DBG purchases less reinsurance. DBG also continued to expand its relationships with a larger number and broader range of brokers. Recently, DBG has seen improvement in domestic property rates as well as increases in submission activity in the aftermath of the 2005 hurricanes. DBG attributes the increase in submissions to its overall financial strength in comparison to many insurers that experienced significant losses and reductions of surplus as a result of the hurricanes.
    The DBG loss ratio increased in 2005 from 2004 principally as a result of adverse loss development, the third and fourth quarter 2005 catastrophe related losses and the $197 million of additional losses resulting from increased labor and material costs related to the 2004 hurricanes.
    The DBG expense ratio increased in 2005 from 2004 principally due to an increase in net commissions resulting from the replacement of certain ceded quota share reinsurance, for which DBG earns a ceding commission, with excess-of-loss reinsurance, which generally does not include a ceding commission. Increases in other underwriting expenses at DBG relate to the changes in estimates noted above, as well as unusually high expenses for Personal Lines. The Foreign General expense ratio increased in 2005 from 2004 principally because consumer lines of business, which have higher acquisition costs, have become more significant.
    Transatlantic’s net premiums written and net premiums earned for 2005 decreased compared to 2004, principally due to competitive market conditions and increased ceding company retentions in certain classes of business. The great majority of the premium decrease relates to Transatlantic’s domestic operations. Operating income decreased principally as a result of the increased level of catastrophe losses.
    Personal Lines net premiums written and net premiums earned for 2005 increased when compared to 2004 as a result of strong growth in the Private Client Group and Agency Auto divisions due to increased agent/broker appointments, greater penetration and enhanced product offerings. AIG direct premiums are down slightly from 2004 due to aggressive re-underwriting of the previously acquired GE business and the discontinuation of underwriting homeowners business. Involuntary auto premiums were down in 2005 due to the decline in the assigned risk marketplace. Statutory underwriting profit declined in 2005 as a result of hurricane losses and related expenses, reserve strengthening, an increase in Agency Auto’s current accident year physical damage loss ratio, and expenses incurred related to terminating AIG’s relationship with The Robert Plan effective December 31, 2005.
    Mortgage Guaranty net premiums written were up slightly for 2005 when compared to 2004, reflecting growth in the second liens and international businesses offset by higher ceded premiums. Higher acquisition costs and lower earned premiums from certain single premium product lines resulted in lower statutory underwriting profit in 2005 compared to 2004. UGC continued to achieve expansion of its international business in 2005.
    Foreign General Insurance had strong results in 2005. Growth in net premiums written for 2005 was achieved from new business as well as new distribution channels. In Japan, the purchase in February 2005 of the insurance portfolio of the Royal & SunAlliance branch operations opened new distribution channels. In the Far East, personal accident business exhibited strong growth and had excellent results for 2005. Commercial lines in Europe exhibited healthy growth and had positive results for 2005, partially offset by rate decreases in Australia and the United Kingdom. Personal lines operations in Brazil and Latin America continue to exhibit strong growth, which translated into improved underwriting results for 2005. The Lloyd’s Ascot syndicate continues to grow; however, insurance losses and reinstatement premium costs relating to the hurricanes caused a significant reduction in 2005 underwriting results. Foreign General Insurance also benefited from a decrease in the fourth quarter of 2005 in net reserves for loss and loss expense for non-asbestos and environmental reserves. Approximately half of the Foreign General Insurance net premiums written is derived from commercial insurance and the remainder from consumer lines.
AIG transacts business in most major foreign currencies. The following table summarizes the effect of changes in foreign currency exchange rates on the growth of General Insurance net premiums written.
         
    2005
 
Growth in original currency
    2.6 %
Foreign exchange effect
    0.5  
Growth as reported in U.S. dollars
    3.1 %
 
    AIG’s General Insurance results reflect the effects of catastrophe related losses of $2.89 billion, $1.05 billion and $83 million in 2005, 2004 and 2003, respectively. Losses caused by catastrophes can fluctuate widely from year to year, making comparisons of recurring type business more difficult. With respect to catastrophe losses, AIG believes that it has taken appropriate steps, such as careful exposure selection and
24
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
obtaining reinsurance coverage, to reduce the effect of the magnitude of possible future losses. The occurrence of one or more catastrophic events of unanticipated frequency or severity, such as a terrorist attack, earthquake or hurricane, that causes insured losses, however, could have a material adverse effect on AIG’s results of operations, liquidity or financial condition.
    General Insurance net investment income grew in 2005 when compared to 2004. AIG is benefiting from strong cash flow, higher interest rates and increased partnership income. Cash flow for Foreign General was lower in 2005 when compared to 2004 due to payments for catastrophe related losses incurred in 2005 and 2004 and for the purchase of the Royal & SunAlliance branch operations. Partnership income was particularly strong for Foreign General due to increases in market valuations of infrastructure fund investments in Africa, Asia, China, Eastern Europe and India. Additionally, net investment income was positively affected by the compounding of previously earned and reinvested net investment income. In 2004, net investment income increased when compared to 2003. See also the discussion under “Liquidity” herein and Note 8 of Notes to Consolidated Financial Statements.
    Realized capital gains and losses resulted from the ongoing investment management of the General Insurance portfolios within the overall objectives of the General Insurance operations. See the discussion on “Valuation of Invested Assets” herein.
    The contribution of General Insurance operating income to AIG’s consolidated income before income taxes, minority interest and cumulative effect of accounting changes was 15 percent in 2005, compared to 21 percent in 2004 and 38 percent in 2003. The decrease in contribution percentages in both 2005 and 2004 was largely the result of reserve increases and the effects of catastrophe losses.
Reinsurance
AIG is a major purchaser of reinsurance for its General Insurance operations. AIG insures risks globally, and its reinsurance programs must be coordinated in order to provide AIG the level of reinsurance protection that AIG desires. Reinsurance is an important risk management tool to manage transaction and insurance line risk retention at prudent levels set by management. AIG also purchases reinsurance to mitigate its catastrophic exposure. AIG is cognizant of the need to exercise good judgment in the selection and approval of both domestic and foreign companies participating in its reinsurance programs because one or more catastrophe losses could negatively affect AIG’s reinsurers and result in an inability of AIG to collect reinsurance recoverables. AIG’s reinsurance department evaluates catastrophic events and assesses the probability of occurrence and magnitude of catastrophic events through the use of state-of-the-art industry recognized program models among other techniques. AIG supplements these models through continually monitoring the risk exposure of AIG’s worldwide General Insurance operations and adjusting such models accordingly. Although reinsurance arrangements do not relieve AIG from its direct obligations to its insureds, an efficient and effective reinsurance program substantially limits AIG’s exposure to potentially significant losses. With respect to its property business, AIG has either renewed existing coverage or purchased new coverage that, in the opinion of management, is adequate to limit AIG’s exposures.
    AIG’s consolidated general reinsurance assets amounted to $23.59 billion at December 31, 2005 and resulted from AIG’s reinsurance arrangements. Thus, a credit exposure existed at December 31, 2005 with respect to reinsurance recoverable to the extent that any reinsurer may not be able to reimburse AIG under the terms of these reinsurance arrangements. AIG manages its credit risk in its reinsurance relationships by transacting with reinsurers that it considers financially sound, and when necessary AIG holds substantial collateral in the form of funds, securities and/or irrevocable letters of credit. This collateral can be drawn on for amounts that remain unpaid beyond specified time periods on an individual reinsurer basis. At December 31, 2005, approximately 48 percent of the general reinsurance assets were from unauthorized reinsurers. Many of these balances were collateralized, permitting statutory recognition. Additionally, with the approval of its domiciliary insurance regulators, AIG posted approximately $1.5 billion of letters of credit issued by several commercial banks in favor of certain Domestic General Insurance companies to permit statutory recognition of balances otherwise uncollateralized at December 31, 2005. The remaining 52 percent of the general reinsurance assets were from authorized reinsurers. The terms authorized and unauthorized pertain to regulatory categories, not creditworthiness. At December 31, 2005, approximately 88 percent of the balances with respect to authorized reinsurers are from reinsurers rated A (excellent) or better, as rated by A.M. Best, or A (strong) or better, as rated by S&P. These ratings are measures of financial strength.
    The following table presents each reinsurer representing in excess of five percent of AIG’s reinsurance assets at December 31, 2005.
                                 
 
    A.M.   Gross   Percent of       Uncollateralized
(dollars in millions)   Best   Reinsurance   Reinsurance   Collateral   Reinsurance
Reinsurer   Rating   Assets   Assets, Net   Held   Assets
 
Swiss Reinsurance Group
    A+     $ 2,397       9.6%     $   537   $   1,860
 
Lloyd’s Syndicates–
    A     $ 1,648       6.6%     $   174   $   1,474
Lloyd’s of London
                               
 
Munich Reinsurance
    A+/A     $ 1,627       6.5%     $   221   $   1,406
Group
                               
 
Berkshire Hathaway
    A++     $ 1,390       5.6%     $   106   $   1,284
Insurance Group
                               
 
    AIG maintains a reserve for estimated unrecoverable reinsurance. While AIG has been largely successful in its previous recovery efforts, at December 31, 2005, AIG had a reserve for unrecoverable reinsurance approximating $992 million. At that date, AIG had no significant reinsurance recoverables due from any individual reinsurer that was financially troubled (e.g., liquidated, insolvent, in receivership or otherwise subject to formal or informal regulatory restriction).
    AIG’s Reinsurance Security Department conducts ongoing detailed assessments of the reinsurance markets and current
AIG  -  Form 10-K/A
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
and potential reinsurers, both foreign and domestic. Such assessments include, but are not limited to, identifying if a reinsurer is appropriately licensed and has sufficient financial capacity, and evaluating the local economic environment in which a foreign reinsurer operates. This department also reviews the nature of the risks ceded and the requirements for credit risk mitigants. For example, in AIG’s treaty reinsurance contracts, AIG includes provisions that frequently require a reinsurer to post collateral when a referenced event occurs. Furthermore, AIG limits its unsecured exposure to reinsurers through the use of credit triggers, which include, but are not limited to, insurer financial strength rating downgrades, policyholder surplus declines at or below a certain predetermined level or a certain predetermined level of a reinsurance recoverable being reached. In addition, AIG’s Credit Risk Committee reviews the credit limits for and concentrations with any one reinsurer.
    AIG enters into intercompany reinsurance transactions, primarily through AIRCO, for its General Insurance and Life Insurance operations. AIG enters into these transactions as a sound and prudent business practice in order to maintain underwriting control and spread insurance risk among AIG’s various legal entities. These reinsurance agreements have been approved by the appropriate regulatory authorities. All material intercompany transactions have been eliminated in consolidation. AIG generally obtains letters of credit in order to obtain statutory recognition of these intercompany reinsurance transactions. At December 31, 2005, approximately $3.6 billion of letters of credit were outstanding to cover intercompany reinsurance transactions with AIRCO or other General Insurance subsidiaries.
    At December 31, 2005, the consolidated general reinsurance assets of $23.59 billion include reinsurance recoverables for paid losses and loss expenses of $829 million and $19.69 billion with respect to the ceded reserve for losses and loss expenses, including ceded losses incurred but not reported (IBNR) (ceded reserves) and $3.07 billion of ceded reserve for unearned premiums. The ceded reserve for losses and loss expenses represent the accumulation of estimates of ultimate ceded losses including provisions for ceded IBNR and loss expenses. The methods used to determine such estimates and to establish the resulting ceded reserves are continually reviewed and updated by management. Any adjustments thereto are reflected in income currently. It is AIG’s belief that the ceded reserve for losses and loss expenses at December 31, 2005 were representative of the ultimate losses recoverable. In the future, as the ceded reserves continue to develop to ultimate amounts, the ultimate loss recoverable may be greater or less than the reserves currently ceded.
Reserve for Losses and Loss Expenses
The table below classifies as of December 31, 2005 the components of the General Insurance gross reserve for losses and loss expenses (loss reserves) by major lines of business on a statutory Annual Statement basis*:
         
 
(in millions)    
 
Other liability occurrence
  $ 18,116  
Other liability claims made
    12,447  
Workers compensation
    11,630  
Auto liability
    6,569  
Property
    7,217  
International
    4,939  
Reinsurance
    2,886  
Medical malpractice
    2,363  
Aircraft
    1,844  
Products liability
    1,937  
Commercial multiple peril
    1,359  
Accident and health
    1,678  
Fidelity/ surety
    1,072  
Other
    3,112  
 
Total
  $ 77,169  
 
Presented by lines of business pursuant to statutory reporting requirements as prescribed by the National Association of Insurance Commissioners.
    AIG’s reserve for losses and loss expenses represents the accumulation of estimates of ultimate losses, including IBNR and loss expenses. The methods used to determine loss reserve estimates and to establish the resulting reserves are continually reviewed and updated by management. Any adjustments resulting therefrom are reflected in operating income currently. Because loss reserve estimates are subject to the outcome of future events, changes in estimates are unavoidable given that loss trends vary and time is often required for changes in trends to be recognized and confirmed. Reserve changes that increase previous estimates of ultimate cost are referred to as unfavorable or adverse development or reserve strengthening. Reserve changes that decrease previous estimates of ultimate cost are referred to as favorable development.
    At December 31, 2005, General Insurance net loss reserves were $57.5 billion, an increase of $10.22 billion from the prior year-end. The net loss reserve increase includes the fourth quarter 2005 increase in net reserves of approximately $1.8 billion, comprised of $960 million for non-asbestos and environmental exposures, and $873 million for asbestos and environmental exposures. The increase in non-asbestos and environmental reserves includes an increase of $1.44 billion for DBG and decreases of $455 million for Foreign General Insurance and $29 million for Mortgage Guaranty. The DBG increase of $1.44 billion is $140 million greater than the amount previously announced in AIG’s press release of February 9, 2006 as a result of an additional change in estimate related to a commuted reinsurance agreement. The aggregate increase in asbestos and environmental reserves includes increases of $706 million and $167 million, respectively, for DBG and Foreign General Insurance.
    As discussed in more detail below, the fourth quarter 2005 reserve increase was attributable to adverse development
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
primarily related to 2002 and prior accident years, partially offset by favorable development for accident years 2003 through 2005. This reserve action reflects the completion of AIG’s actuarial studies in the fourth quarter of 2005.
    The net loss reserves represent loss reserves reduced by reinsurance recoverables, net of an allowance for unrecoverable reinsurance and applicable discount for future investment income. The table below classifies the components of the General Insurance net loss reserves by business unit as of December 31, 2005.
         
 
(in millions)    
 
DBG(a)
  $ 40,782  
Personal Lines(b)
    2,578  
Transatlantic
    5,690  
Mortgage Guaranty
    340  
Foreign General(c)
    8,086  
 
Total Net Loss Reserve
  $ 57,476  
 
(a)  DBG loss reserves include approximately $3.77 billion ($4.26 billion before discount) related to business written by DBG but ceded to AIRCO and reported in AIRCO’s statutory filings. DBG loss reserves also include approximately $407 million related to business included in AIUO’s statutory filings.
 
(b)  Personal Lines loss reserves include $878 million related to business ceded to DBG and reported in DBG’s statutory filings.
(c)  Foreign General loss reserves include approximately $2.15 billion related to business reported in DBG’s statutory filings.
    The DBG net loss reserve of $40.78 billion is comprised principally of the business of AIG subsidiaries participating in the American Home/ National Union pool (11 companies) and the surplus lines pool (Lexington, Starr Excess Liability Insurance Company and Landmark Insurance Company).
    Beginning in 1998, DBG ceded a quota share percentage of its other liability occurrence and products liability occurrence business to AIRCO. The quota share percentage ceded was 40 percent in 1998, 65 percent in 1999, 75 percent in 2000 and 2001, 50 percent in 2002 and 2003, 40 percent in 2004 and 35 percent in 2005 and covered all business written in these years for these lines by participants in the American Home/National Union pool. In 1998 the cession reflected only the other liability occurrence business, but in 1999 and subsequent years included products liability occurrence. AIRCO’s loss reserves relating to these quota share cessions from DBG are recorded on a discounted basis. As of year-end 2005, AIRCO carried a discount of approximately $490 million applicable to the $4.26 billion in undiscounted reserves it assumed from the American Home/National Union pool via this quota share cession. AIRCO also carries approximately $440 million in net loss reserves relating to Foreign General insurance business. These reserves are carried on an undiscounted basis.
    Beginning in 1997, the Personal Lines division ceded a percentage of all business written by the companies participating in the personal lines pool to the American Home/National Union pool. As noted above, the total reserves carried by participants in the American Home/National Union pool relating to this cession amounted to $878 million as of year-end 2005.
    The companies participating in the American Home/National Union pool have maintained a participation in the business written by AIU for decades. As of year-end 2005, these AIU reserves carried by participants in the American Home/National Union pool amounted to approximately $2.15 billion. The remaining Foreign General reserves are carried by AIUO, AIRCO, and other smaller AIG subsidiaries domiciled outside the United States. Statutory filings in the U.S. by AIG companies reflect all the business written by U.S. domiciled entities only, and therefore exclude business written by AIUO, AIRCO, and all other internationally domiciled subsidiaries. The total reserves carried at year-end 2005 by AIUO and AIRCO were approximately $3.72 billion and $4.21 billion, respectively. AIRCO’s $4.21 billion in total general insurance reserves consist of approximately $3.77 billion from business assumed from the American Home/National Union pool and an additional $440 million relating to Foreign General Insurance business.
Discounting of Reserves
At December 31, 2005, AIG’s overall General Insurance net loss reserves reflects a loss reserve discount of $2.11 billion, including tabular and non-tabular calculations. The tabular workers compensation discount is calculated using a 3.5 percent interest rate and the 1979-81 Decennial Mortality Table. The non-tabular workers compensation discount is calculated separately for companies domiciled in New York and Pennsylvania, and follows the statutory regulations for each state. For New York companies, the discount is based on a five percent interest rate and the companies’ own payout patterns. For Pennsylvania companies, the statute has specified discount factors for accident years 2001 and prior, which are based on a six percent interest rate and an industry payout pattern. For accident years 2002 and subsequent, the discount is based on the yield of U.S. Treasury securities ranging from one to twenty years and the company’s own payout pattern, with the future expected payment for each year using the interest rate associated with the corresponding Treasury security yield for that time period. The discount is comprised of the following: $512 million — tabular discount for workers compensation in DBG; $1.11 billion — non-tabular discount for workers compensation in DBG; and, $490 million — non-tabular discount for other liability occurrence and products liability occurrence in AIRCO. The total undiscounted workers compensation loss reserve carried by DBG is approximately $9.5 billion as of year-end 2005. The other liability occurrence and products liability occurrence business in AIRCO that is assumed from DBG is discounted based on the yield of U.S. Treasury securities ranging from one to twenty years and the DBG payout pattern for this business. The undiscounted reserves assumed by AIRCO from DBG totaled approximately $4.26 billion at December 31, 2005.
Results of 2005 Reserving Process
It is management’s belief that the General Insurance net loss reserves are adequate to cover General Insurance net losses and
AIG  -  Form 10-K/A
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
loss expenses as of December 31, 2005. While AIG annually reviews the adequacy of established loss reserves, there can be no assurance that AIG’s ultimate loss reserves will not develop adversely and materially exceed AIG’s loss reserves as of December 31, 2005. In the opinion of management, such adverse development and resulting increase in reserves is not likely to have a material adverse effect on AIG’s consolidated financial position, although it could have a material adverse effect on AIG’s consolidated results of operations for an individual reporting period. See “Risk Factors — Casualty Insurance and Underwriting Reserves” in Item 1A. Risk Factors.
    As part of the 2005 year-end actuarial loss reserve analysis, AIG expanded its review processes and conducted additional studies. In addition, in August 2005, AIG commissioned a third-party actuary to assist in a comprehensive review of the loss reserves of AIG’s principal property-casualty insurance operations, including an independent ground up study of AIG’s asbestos and environmental exposures. AIG’s management carefully considered the analyses provided by its actuarial staff and by the third-party actuary for each class of business in determining AIG’s best estimate of its loss reserves.
The table below presents the reconciliation of net loss reserves for 2005, 2004 and 2003 as follows:
                         
 
(in millions)   2005   2004   2003
 
Net reserve for losses and loss expenses at beginning of year
  $ 47,254     $ 36,228     $ 29,347  
Foreign exchange effect
    (628 )     524       580  
Acquisition
                391 (a)
 
Losses and loss expenses incurred:
                       
Current year
    28,426       26,793       20,509  
Prior years(b)
    4,665 (c)     3,564 (d)     2,363  
 
Losses and loss expenses incurred
    33,091       30,357       22,872  
 
Losses and loss expenses paid:
                       
Current year
    7,331       7,692       6,187  
Prior years
    14,910       12,163       10,775  
 
Losses and loss expenses paid
    22,241       19,855       16,962  
 
Net reserve for losses and loss expenses at end of year
  $ 57,476     $ 47,254     $ 36,228  
 
(a) Reflects the opening balances with respect to the GE U.S.-based auto and home insurance business acquired in 2003.
 
(b) Includes accretion of discount of $(15) million in 2005, including an increase of $375 million in the discount recorded in 2005; $377 million in 2004 and $296 million in 2003. Additionally, includes $269 million in 2005, $317 million in 2004 and $323 million in 2003 for the general reinsurance operations of Transatlantic, and $197 million of additional losses incurred in 2005 resulting from increased labor and material costs related to the 2004 Florida hurricanes.
 
(c) Includes fourth quarter charge of $1.8 billion.
 
(d) Includes fourth quarter charge of $850 million attributable to the change in estimate for asbestos and environmental exposures.
    For 2005, AIG’s overall net loss reserve development from prior accident years was an increase of approximately $4.67 billion, including approximately $269 million from the general reinsurance operations of Transatlantic. This $4.67 billion adverse development in 2005 was comprised of approximately $8.60 billion for the 2002 and prior accident years, partially offset by favorable development for accident years 2003 and 2004 for most classes of business, with the notable exception being D&O. The adverse loss development for 2002 and prior accident years is attributable to approximately $4.0 billion of development from D&O and related management liability classes of business, excess casualty, and excess workers compensation, and to approximately $900 million of adverse development from asbestos and environmental claims. The remaining portion of the adverse development for 2002 and prior accident years includes approximately $520 million related to Transatlantic with the balance spread across many other classes of business.
    For 2004, AIG’s overall net loss reserve development from prior accident years was an increase of approximately $3.56 billion, including approximately $317 million from the general reinsurance operations of Transatlantic and approximately $377 million from accretion of loss reserve discount. The overall net adverse development also included approximately $1.01 billion from asbestos and environmental claims, including the $850 million charge reflected in the fourth quarter of 2004. The majority of the remaining net adverse development was attributable to approximately $750 million of adverse development pertaining to accident years 2002 and prior for the D&O and related management liability classes of business, and to approximately $500 million of adverse development pertaining to accident years 2000 and prior for the excess casualty class.
    For 2003, AIG’s overall net adverse reserve development from prior accident years was approximately $2.36 billion, including approximately $323 million from the general reinsurance operations of Transatlantic, and approximately $296 million pertaining to the accretion of loss reserve discount. The overall net adverse development also included approximately $95 million of net adverse development related to asbestos and environmental claims. The remaining net adverse development was principally attributable to approximately $400 million of adverse development pertaining to accident years 2000 and prior for excess casualty, approximately $450 million of adverse development from D&O and related management liability classes of business pertaining to accident years 2002 and prior, and approximately $250 million of adverse development pertaining to accident years 2002 and prior for healthcare classes of business. The adverse development for excess casualty from accident years 2000 and prior was partially offset by favorable development from accident years 2001 and 2002.
    The following is a discussion of the primary reasons for the adverse development in 2005, 2004 and 2003. See “Asbestos and Environmental Reserves” below for a further discussion of asbestos and environmental reserves and developments.
D&O and related management liability classes of business: The adverse development relates principally to accident years 2002 and prior. This adverse development resulted from significant loss cost escalation due to a variety of factors, including the following: the increase in
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
frequency and severity of corporate bankruptcies; the increase in frequency of financial statement restatements; the sharp rise in market capitalization of publicly traded companies; and the increase in the number of initial public offerings, which led to an unprecedented number of IPO allocation/laddering suits in 2001. In addition, extensive utilization of multi-year policies during this period limited AIG’s ability to respond to emerging trends as rapidly as would otherwise be the case. AIG has experienced significant adverse loss development since 2002 as a result of these issues. AIG has taken numerous actions in response to this development, including rate increases and policy form and coverage changes to better contain future loss costs in this class of business.
    In the year-end 2003 and 2004 loss reserve reviews, AIG’s actuaries responded to the adverse development for D&O and related management liability classes by increasing the loss development factor assumptions. The development factors applicable to accident years 1997 and subsequent were increased by approximately 4 percent in the year-end 2003 reserve study and increased by an additional 5 percent in the year-end 2004 reserve study. In addition, the expected loss ratios for accident years 2001 and subsequent were increased in the 2003 study to take into account the higher ultimate loss ratios for accident years 2000 and prior. In the 2004 study, the expected loss ratios for accident years 2002 and subsequent were increased to take into account the higher ultimate loss ratios for accident years 2001 and prior. The loss ratios for the older accident years increased due to the combination of higher than expected loss development in the year and the increase in the loss development factor assumptions.
    For the year-end 2005 loss reserve review, AIG’s actuaries responded to the continuing adverse development by further increasing the loss development factor assumptions. The loss development factors applicable to 1997 and subsequent accident years were increased by approximately 4 percent. In addition, AIG’s actuaries began to give greater weight to loss development methods for accident years 2002 and 2003, in order to more fully respond to the recent loss experience. AIG’s claims staff also conducted a series of ground-up claim projections covering all open claims for this business through accident year 2004. AIG’s actuaries benchmarked the loss reserve indications for all accident years through 2004 to these claim projections. Loss reserves pertaining to D&O and related management liability classes of business are included in the Other Liability Claims Made line of business, as presented in the table on page 25.
Excess Casualty: The adverse development related principally to accident years 2000 and prior, and to a lesser extent 2001, and resulted from significant loss cost increases due to both frequency and severity of claims. The increase in loss costs resulted primarily from medical inflation, which increased the economic loss component of tort claims, advances in medical care, which extended the life span of severely injured workers, and larger jury verdicts, which increased the value of severe tort claims. An additional factor affecting AIG’s excess casualty experience in recent years has been the accelerated exhaustion of underlying primary policies for homebuilders. This has led to increasing construction defect-related claims activity on AIG’s excess policies. Many excess casualty policies were written on a multi-year basis in the late 1990s, which limited AIG’s ability to respond to emerging market trends as rapidly as would otherwise be the case. In subsequent years, AIG responded to these emerging trends by increasing rates and implementing numerous policy form and coverage changes. This led to a significant improvement in experience beginning with accident year 2001.
    In the year-end 2003 and 2004 loss reserve reviews, AIG’s actuaries responded to the adverse development for excess casualty by increasing the loss development factor assumptions. In the year-end 2003 study, the development factors applicable to accident years 1997 and subsequent were increased by approximately 6 percent. In the year-end 2004 reserve study, the development factors applicable to accident years 1998 and subsequent were increased by 12 percent. In addition, the expected loss ratios for accident years 2001 and subsequent were increased in the 2003 study to take into account the higher ultimate loss ratios for accident years 2000 and prior. In the 2004 study, the expected loss ratios for accident years 2002 and subsequent were increased to take into account the higher ultimate loss ratios for accident years 2001 and prior.
    For the year-end 2005 loss reserve review, AIG’s actuaries responded to the continuing adverse development by further increasing the loss development factors applicable to accident years 1999 and subsequent by approximately 5 percent. In addition, to more accurately estimate losses for construction defect-related claims, a separate review was performed by AIG claims staff for accounts with significant exposure to these claims. Loss reserves pertaining to the excess casualty class of business are generally included in the Other Liability Occurrence line of business, with a small portion of the excess casualty reserves included in the Other Liability Claims Made line of business, as presented in the table on page 25.
Excess Workers Compensation: The adverse development for prior years was approximately $1.0 billion related to 2002 and prior accident years. This adverse development resulted primarily from significant loss cost increases, primarily attributable to rapidly increasing medical inflation and advances in medical care, which increased the cost of covered medical care and extended the life span of severely injured workers. The effect of these factors on excess workers compensation claims experience is leveraged, as frequency is increased by the rising number of claims that reach the excess layers.
    In response to the continuing loss development, an additional study was conducted for the 2005 year-end actuarial reserve analysis for DBG pertaining to the selection of loss development factors for this class of business. Claims for excess workers compensation exhibit an exceptionally long-tail of loss development, running for decades from the date the loss is incurred. Thus, the adequacy of loss reserves for this class is sensitive to the estimated loss development factors, as such factors may be applied to many years of loss experience. In order to better estimate the tail development for this class, AIG claims staff conducted a claim-by-claim projection of the expected ultimate paid loss for each open claim for 1998 and prior accident years as these are the primary years from which the tail factors are derived. The objective of the study was to provide a benchmark against which loss development factors in the tail could be evaluated. The resulting loss development factors utilized by the actuaries in the year-end 2005 study reflected an increase of approximately 18 percent from the factors used in the prior year study without the benefit of the claims benchmark. In addition, the loss cost trend assumption for excess workers compensation was increased from approximately 2.5 percent to 6 percent for the 2005 study.
AIG  -  Form 10-K/A
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
Overview of Loss Reserving Process
    The General Insurance loss reserves can generally be categorized into two distinct groups. One group is short-tail classes of business consisting principally of property, personal lines and certain casualty classes. The other group is long-tail casualty classes of business which includes excess and umbrella liability, D&O, professional liability, medical malpractice, workers compensation, general liability, products liability, and related classes.
Short-Tail Reserves
    For operations writing short-tail coverages, such as property coverages, the process of recording quarterly loss reserves is generally geared toward maintaining an appropriate reserve for the outstanding exposure, rather than determining an expected loss ratio for current business. For example, the IBNR reserve required for a class of property business might be expected to approximate 20 percent of the latest year’s earned premiums, and this level of reserve would generally be maintained regardless of the loss ratio emerging in the current quarter. The 20 percent factor would be adjusted to reflect changes in rate levels, loss reporting patterns, known exposure to unreported losses, or other factors affecting the particular class of business.
Long-Tail Reserves
    Estimation of ultimate net losses and loss expenses (net losses) for long-tail casualty classes of business is a complex process and depends on a number of factors, including the class and volume of business involved. Experience in the more recent accident years of long-tail casualty classes of business shows limited statistical credibility in reported net losses because a relatively low proportion of net losses would be reported claims and expenses and an even smaller percentage would be net losses paid. Therefore, IBNR would constitute a relatively high proportion of net losses.
    AIG’s carried net long-tail loss reserves are tested using loss trend factors that AIG considers appropriate for each class of business. A variety of actuarial methods and assumptions is normally employed to estimate net losses for long-tail casualty classes of businesses. These methods ordinarily involve the use of loss trend factors intended to reflect the annual growth in loss costs from one accident year to the next. For the majority of long-tail casualty classes of business, net loss trend factors approximated five percent. Loss trend factors reflect many items including changes in claims handling, exposure and policy forms, current and future estimates of monetary inflation and social inflation and increases in litigation and awards. These factors are periodically reviewed and adjusted, as appropriate, to reflect emerging trends which are based upon past loss experience. Thus, many factors are implicitly considered in estimating the year to year growth in loss costs.
    A number of actuarial assumptions are generally made in the review of reserves for each class of business. For longer tail classes of business, actuarial assumptions generally are made with respect to the following:
-   Loss trend factors which are used to establish expected loss ratios for subsequent accident years based on the projected loss ratio for prior accident years.
-   Expected loss ratios for the latest accident year (i.e., accident year 2005 for the year-end 2005 loss reserve analysis) and, in some cases for accident years prior to the latest accident year. The expected loss ratio generally reflects the projected loss ratio from prior accident years, adjusted for the loss trend (see above) and the effect of rate changes and other quantifiable factors on the loss ratio. For low-frequency, high-severity classes such as excess casualty, expected loss ratios generally are used for at least the three most recent accident years.
-   Loss development factors which are used to project the reported losses for each accident year to an ultimate basis. Generally, the actual loss development factors observed from prior accident years would be used as a basis to determine the loss development factors for the subsequent accident years.
    AIG records quarterly changes in loss reserves for each of its many General Insurance classes of business. The overall change in AIG’s loss reserves is based on the sum of these classes of business changes. For most long-tail classes of business, the process of recording quarterly loss reserve changes involves determining the estimated current loss ratio for each class of coverage. This loss ratio is multiplied by the current quarter’s net earned premium for that class of coverage to determine the current accident quarter’s total estimated net incurred loss and loss expense. The change in loss reserves for the quarter for each class is thus the difference between the net incurred loss and loss expense, estimated as described above, and the net paid losses and loss expenses in the quarter. Also any change in estimated ultimate losses from prior accident years, either positive or negative, is reflected in the loss reserve for the current quarter.
Details of the Loss Reserving Process
    The process of determining the current loss ratio for each class of business is based on a variety of factors. These include, but are not limited to, the following considerations: prior accident year and policy year loss ratios; rate changes; changes in coverage, reinsurance, or mix of business; and actual and anticipated changes in external factors affecting results, such as trends in loss costs or in the legal and claims environment. The current loss ratio for each class of business reflects input from actuarial, underwriting and claims staff and is intended to represent management’s best estimate of the current loss ratio after reflecting all of the factors described above. At the close of each quarter, the assumptions underlying the loss ratios are reviewed to determine if the loss ratios based thereon remain appropriate. This process includes a review of the actual claims experience in the quarter, actual rate changes achieved, actual changes in coverage, reinsurance or mix of business, and changes in certain other factors that may affect the loss ratio. When this review suggests that the initially determined loss ratio is no longer appropriate, the loss ratio for current business is changed to reflect the revised assumptions.
    A comprehensive annual loss reserve review is completed in the fourth quarter of each year for each AIG general insurance subsidiary. These reviews are conducted in full detail for each class of business for each subsidiary, and thus consist of hundreds of individual analyses. The purpose of these reviews is to confirm the appropriateness of the reserves carried by
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AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
each of the individual subsidiaries, and therefore of AIG’s overall carried reserves. The reserve analysis for each class of business is performed by the actuarial personnel who are most familiar with that class of business. In completing these detailed actuarial reserve analyses, the actuaries are required to make numerous assumptions, including the selection of loss development factors and loss cost trend factors. They are also required to determine and select the most appropriate actuarial methods to employ for each business class. Additionally, they must determine the appropriate segmentation of data from which the adequacy of the reserves can be most accurately tested. In the course of these detailed reserve reviews a point estimate of the loss reserve is determined. The sum of these point estimates for each class of business for each subsidiary provides an overall actuarial point estimate of the loss reserve for that subsidiary. The ultimate process by which the actual carried reserves are determined considers both the actuarial point estimate and numerous other internal and external factors including a qualitative assessment of inflation and other economic conditions in the United States and abroad, changes in the legal, regulatory, judicial and social environment, underlying policy pricing, terms and conditions, and claims handling. Loss reserve development can also be affected by commutations of assumed and ceded reinsurance agreements.
Actuarial Methods for Major Classes of Business
    In testing the reserves for each class of business, a determination is made by AIG’s actuaries as to the most appropriate actuarial methods. This determination is based on a variety of factors including the nature of the claims associated with the class of business, such as frequency or severity. Other factors considered include the loss development characteristics associated with the claims, the volume of claim data available for the applicable class, and the applicability of various actuarial methods to the class. In addition to determining the actuarial methods, the actuaries determine the appropriate loss reserve groupings of data. For example, AIG writes a great number of unique subclasses of professional liability. For pricing or other purposes, it is appropriate to evaluate the profitability of each subclass individually. However, for purposes of estimating the loss reserves for professional liability, it is appropriate to combine the subclasses into larger groups. The greater degree of credibility in the claims experience of the larger groups may outweigh the greater degree of homogeneity of the individual subclasses. This determination of data segmentation and actuarial methods is carefully considered for each class of business. The segmentation and actuarial methods chosen are those which together are expected to produce the most accurate estimate of the loss reserves.
    Actuarial methods used by AIG for most long-tail casualty classes of business include loss development methods and expected loss ratio methods, including “Bornhuetter Ferguson” methods described below. Other methods considered include frequency/severity methods, although these are generally used by AIG more for pricing analysis than for loss reserve analysis. Loss development methods utilize the actual loss development patterns from prior accident years to project the reported losses to an ultimate basis for subsequent accident years. Loss development methods generally are most appropriate for classes of business which exhibit a stable pattern of loss development from one accident year to the next, and for which the components of the classes have similar development characteristics. For example, property exposures would generally not be combined into the same class as casualty exposures, and primary casualty exposures would generally not be combined into the same class as excess casualty exposures. Expected loss ratio methods are generally utilized by AIG where the reported loss data lacks sufficient credibility to utilize loss development methods, such as for new classes of business or for long-tail classes at early stages of loss development.
    Expected loss ratio methods rely on the application of an expected loss ratio to the earned premium for the class of business to determine the loss reserves. For example, an expected loss ratio of 70 percent applied to an earned premium base of $10 million for a class of business would generate an ultimate loss estimate of $7 million. Subtracting any reported paid losses and loss expense would result in the indicated loss reserve for this class. “Bornhuetter Ferguson” methods are expected loss ratio methods for which the expected loss ratio is applied only to the expected unreported portion of the losses. For example, for a long-tail class of business for which only 10 percent of the losses are expected to be reported at the end of the accident year, the expected loss ratio would be applied to the 90 percent of the losses still unreported. The actual reported losses at the end of the accident year would be added to determine the total ultimate loss estimate for the accident year. Subtracting the reported paid losses and loss expenses would result in the indicated loss reserve. In the example above, the expected loss ratio of 70 percent would be multiplied by 90 percent. The result of 63 percent would be applied to the earned premium of $10 million resulting in an estimated unreported loss of $6.3 million. Actual reported losses would be added to arrive at the total ultimate losses. If the reported losses were $1 million, the ultimate loss estimate under the “Bornhuetter Ferguson” method would be $7.3 million versus the $7 million amount under the expected loss ratio method described above. Thus, the “Bornhuetter Ferguson” method gives partial credibility to the actual loss experience to date for the class of business. Loss development methods generally give full credibility to the reported loss experience to date. In the example above, loss development methods would typically indicate an ultimate loss estimate of $10 million, as the reported losses of $1 million would be estimated to reflect only 10 percent of the ultimate losses.
    A key advantage of loss development methods is that they respond quickly to any actual changes in loss costs for the class of business. Therefore, if loss experience is unexpectedly deteriorating or improving, the loss development method gives full credibility to the changing experience. Expected loss ratio methods would be slower to respond to the change, as they would continue to give more weight to the expected loss ratio, until enough evidence emerged for the expected loss ratio to be modified to reflect the changing loss experience. On the other hand, loss development methods have the disadvantage of overreacting to changes in reported losses if in fact the loss experience is not credible. For example, the presence or absence of large losses at the early stages of loss development
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
could cause the loss development method to overreact to the favorable or unfavorable experience by assuming it will continue at later stages of development. In these instances, expected loss ratio methods such as “Bornhuetter Ferguson” have the advantage of properly recognizing large losses without extrapolating unusual large loss activity onto the unreported portion of the losses for the accident year. AIG’s loss reserve reviews for long-tail classes typically utilize a combination of both loss development and expected loss ratio methods. Loss development methods are generally given more weight for accident years and classes of business where the loss experience is highly credible. Expected loss ratio methods are given more weight where the reported loss experience is less credible, or is driven more by large losses. Expected loss ratio methods require sufficient information to determine the appropriate expected loss ratio. This information generally includes the actual loss ratios for prior accident years, and rate changes as well as underwriting or other changes which would affect the loss ratio. Further, an estimate of the loss cost trend or loss ratio trend is required in order to allow for the effect of inflation and other factors which may increase or otherwise change the loss costs from one accident year to the next.
    Frequency/severity methods generally rely on the determination of an ultimate number of claims and an average severity for each claim for each accident year. Multiplying the estimated ultimate number of claims for each accident year by the expected average severity of each claim produces the estimated ultimate loss for the accident year. Frequency/severity methods generally require a sufficient volume of claims in order for the average severity to be predictable. Average severity for subsequent accident years is generally determined by applying an estimated annual loss cost trend to the estimated average claim severity from prior accident years. Frequency/severity methods have the advantage that ultimate claim counts can generally be estimated more quickly and accurately than can ultimate losses. Thus, if the average claim severity can be accurately estimated, these methods can more quickly respond to changes in loss experience than other methods. However, for average severity to be predictable, the class of business must consist of homogeneous types of claims for which loss severity trends from one year to the next are reasonably consistent. Generally these methods work best for high frequency, low severity classes of business such as personal auto. AIG utilizes these methods in pricing subclasses of professional liability. However, AIG does not generally utilize frequency/severity methods to test loss reserves, due to the general nature of AIG’s reserves being applicable to lower frequency, higher severity commercial classes of business where average claim severity is volatile.
Excess Casualty: AIG generally uses a combination of loss development methods and expected loss ratio methods for excess casualty classes. Expected loss ratio methods are generally utilized for at least the three latest accident years, due to the relatively low credibility of the reported losses. The loss experience is generally reviewed separately for lead umbrella classes and for other excess classes, due to the relatively shorter tail for lead umbrella business. Automobile-related claims are generally reviewed separately from non-auto claims, due to the shorter tail nature of the automobile related claims. The expected loss ratios utilized for recent accident years are based on the projected ultimate loss ratios of prior years, adjusted for rate changes, estimated loss cost trends and all other changes that can be quantified. The estimated loss cost trend utilized in the year-end 2005 reviews averaged approximately 6 percent for excess casualty classes. Frequency/severity methods are generally not utilized as the vast majority of reported claims do not result in a claim payment. In addition, the average severity varies significantly from accident year to accident year due to large losses which characterize this class of business, as well as changing proportions of claims which do not result in a claim payment.
D&O: AIG generally utilizes a combination of loss development methods and expected loss ratio methods for D&O and related management liability classes of business. Expected loss ratio methods are given more weight in the two most recent accident years, whereas loss development methods are given more weight in more mature accident years. Beginning with the year-end 2005 loss reserve review, AIG’s actuaries began to utilize claim projections provided by AIG claims staff as a benchmark for determining the indicated ultimate losses for accident years 2004 and prior. In prior years, AIG’s actuaries had utilized these claims projections as a benchmark for profitability studies for major classes of D&O and related management liability business. The track record of these claims projections has indicated a very low margin of error, thus providing support for their usage as a benchmark in determining the estimated loss reserve. These classes of business reflect claims made coverage, and losses are characterized by low frequency and high severity. Thus, the claim projections can produce an accurate overall indicator of the ultimate loss exposure for these classes by identifying and estimating all large losses. Frequency/severity methods are generally not utilized for these classes as the overall losses are driven by large losses more than by claim frequency. Severity trends have varied significantly from accident year to accident year.
Workers Compensation: AIG generally utilizes loss development methods for all but the most recent accident year. Expected loss ratio methods generally are given significant weight only in the most recent accident year. Workers compensation claims are generally characterized by high frequency, low severity, and relatively consistent loss development from one accident year to the next. AIG is a leading writer of workers compensation, and thus has sufficient volume of claims experience to utilize development methods. AIG does not believe frequency/severity methods are as appropriate, due to significant growth and changes in AIG’s workers compensation business over the years. AIG generally segregates California business from other business in evaluating workers compensation reserves. Certain classes of workers compensation, such as construction, are also evaluated separately. Additionally, AIG writes a number of very large accounts which include workers compensation coverage. These accounts are generally priced by AIG actuaries, and to the extent appropriate, the indicated losses based on the pricing analysis may be utilized to record the initial estimated loss reserves for these accounts.
Excess Workers Compensation: AIG generally utilizes a combination of loss development methods and expected loss ratio methods. Loss development methods are given the greater weight for mature accident years such as 1999 and prior. Expected loss ratio methods are given the greater weight for the more recent accident years.
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
Excess workers compensation is an extremely long-tail class of business, with loss emergence extending for decades. Therefore there is limited credibility in the reported losses for many of the more recent accident years. Beginning with the year-end 2005 loss reserve review, AIG’s actuaries began to utilize claims projections provided by AIG claims staff to help determine the loss development factors for this class of business.
General Liability: AIG generally uses a combination of loss development methods and expected loss ratio methods for primary general liability or products liability classes. For certain classes of business with sufficient loss volume, loss development methods may be given significant weight for all but the most recent one or two accident years, whereas for smaller or more volatile classes of business, loss development methods may be given limited weight for the five or more most recent accident years. Expected loss ratio methods would be utilized for the more recent accident years for these classes. The loss experience for primary general liability business is generally reviewed at a level that is believed to provide the most appropriate data for reserve analysis. For example, primary claims made business is generally segregated from business written on an occurrence policy form. Additionally, certain subclasses, such as construction, are generally reviewed separately from business in other subclasses. Due to the fairly long-tail nature of general liability business, and the many subclasses that are reviewed individually, there is less credibility in the reported losses and increased reliance on expected loss ratio methods. AIG’s actuaries generally do not utilize frequency/severity methods to test reserves for this business, due to significant changes and growth in AIG’s general liability and products liability business over the years.
Commercial Automobile Liability: AIG generally utilizes loss development methods for all but the most recent accident year for commercial automobile classes of business. Expected loss ratio methods are generally given significant weight only in the most recent accident year. Frequency/severity methods are generally not utilized due to significant changes and growth in this business over the years.
Healthcare: AIG generally uses a combination of loss development methods and expected loss ratio methods for healthcare classes of business. The largest component of the healthcare business consists of coverage written for hospitals and other healthcare facilities. Reserves for excess coverage are tested separately from those for primary coverage. For primary coverages, loss development methods are generally given the majority of the weight for all but the latest three accident years, and are given some weight for all years other than the latest accident year. For excess coverages, expected loss methods are generally given all the weight for the latest three accident years, and are also given considerable weight for accident years prior to the latest three years. For other classes of healthcare coverage, an analogous weighting between loss development and expected loss ratio methods is utilized. The weights assigned to each method are those which are believed to result in the best combination of responsiveness and stability. Frequency/severity methods are sometimes utilized for pricing certain healthcare accounts or business. However, in testing loss reserves the business is generally combined into larger groupings to enhance the credibility of the loss experience. The frequency/severity methods that are applicable in pricing may not be appropriate for reserve testing and thus frequency/severity methods are not generally employed in AIG’s healthcare reserve analyses.
Professional Liability: AIG generally uses a combination of loss development methods and expected loss ratio methods for professional liability classes of business. Loss development methods are used for the more mature accident years. Greater weight is given to expected loss ratio methods in the more recent accident years. Reserves are tested separately for claims made classes and classes written on occurrence policy forms. Further segmentations are made in a manner believed to provide the most appropriate balance between credibility and homogeneity of the data. Frequency/severity methods are used in pricing and profitability analyses for some classes of professional liability; however, for loss reserve testing, the need to enhance credibility generally results in classes that are not sufficiently homogenous to utilize frequency/severity methods.
Aviation: AIG generally uses a combination of loss development methods and expected loss ratio methods for aviation exposures. Aviation claims are not very long-tail in nature; however, they are driven by claim severity. Thus a combination of both development and expected loss ratio methods are used for all but the latest accident year to determine the loss reserves. Expected loss ratio methods are used to determine the loss reserves for the latest accident year. Frequency/severity methods are not employed due to the high severity nature of the claims and different mix of claims from year to year.
Personal Auto (Domestic): AIG generally utilizes frequency/severity methods and loss development methods for domestic personal auto classes. For many classes of business, greater reliance is placed on frequency/severity methods as claim counts emerge quickly for personal auto and allow for more immediate analysis of resulting loss trends and comparisons to industry and other diagnostic metrics.
Fidelity/ Surety: AIG generally uses loss development methods for fidelity exposures for all but the latest accident year. Expected loss ratio methods are also given weight for the more recent accident years, and for the latest accident year they may be given 100 percent weight. For surety exposures, AIG generally uses the same method as for short-tail classes.
Mortgage Guaranty: AIG tests mortgage guaranty reserves using loss development methods, supplemented by an internal claim analysis by actuaries and staff who specialize in the mortgage guaranty business. The claim analysis projects ultimate losses for claims within each of several categories of default based on actual historical experience and is essentially a frequency/severity analysis for each category of default.
Short-Tail Classes: AIG generally uses either loss development methods or IBNR factor methods to set reserves for short-tail classes such as property coverages. Where a factor is used, it generally represents a percent of earned premium or other exposure measure. The factor is determined based on prior accident year experience. For example, the IBNR for a class of property coverage might be expected to approximate 20 percent of the latest year’s earned premium. The factor is continually reevaluated in light of emerging claim experience as well as rate changes or other factors that could affect the adequacy of the IBNR factor being employed.
International: Business written by AIG’s Foreign General sub-segment includes both long-tail and short-tail classes of business. For long-tail classes of business, the actuarial methods utilized would be analogous to those described above. However, the majority of business written by Foreign General is short-tail, high frequency and low severity in
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
nature. For this business, loss development methods are generally employed to test the loss reserves. AIG maintains a data base of detailed historical premium and loss transactions in original currency for business written by Foreign General, thereby allowing AIG actuaries to determine the current reserves without any distortion from changes in exchange rates over time. In testing the Foreign General reserves, AIG’s actuaries segment the data by region, country or class of business as appropriate to determine the optimal balance between homogeneity and credibility.
Loss Adjustment Expenses: AIG determines reserves for legal defense and cost containment loss adjustment expenses for each class of business by one or more actuarial methods. The methods generally include development methods analogous to those described for loss development methods. The developments could be based on either the paid loss adjustment expenses or the ratio of paid loss adjustment expenses to paid losses, or both. Other methods include the utilization of expected ultimate ratios of paid loss expense to paid losses, based on actual experience from prior accident years or from similar classes of business. AIG generally determines reserves for adjuster loss adjustment expenses based on calendar year ratios of adjuster expenses paid to losses paid for the particular class of business. AIG generally determines reserves for other unallocated loss adjustment expenses based on the ratio of the calendar year expenses paid to overall losses paid. This determination is generally done for all classes of business combined, and reflects costs of home office claim overhead as a percent of losses paid.
Catastrophes: Special analyses are conducted by AIG in response to major catastrophes in order to estimate AIG’s gross and net loss and loss expense liability from the event. These analyses may include a combination of approaches, including modeling estimates, ground up claim analysis, loss evaluation reports from on-site field adjusters, and market share estimates.
    AIG’s loss reserve analyses do not calculate a range of loss reserve estimates. Because a large portion of the loss reserves from AIG’s General Insurance business relates to longer-tail casualty classes of business driven by severity rather than frequency of claims, such as excess casualty and D&O, developing a range around loss reserve estimates would not be meaningful. Using the reserving methodologies described above, AIG’s actuaries determine their best estimate of the required reserve and advise Management of that amount. AIG then adjusts its aggregate carried reserves as necessary so that the actual carried reserves as of December 31 reflect this best estimate.
Volatility of Reserve Estimates and Sensitivity Analyses
As described above, AIG uses numerous assumptions in determining its best estimate of reserves for each class of business. The importance of any specific assumption can vary by both class of business and accident year. If actual experience differs from key assumptions used in establishing reserves, there is potential for significant variation in the development of loss reserves, particularly for long-tail casualty classes of business such as excess casualty, D&O or workers compensation. Set forth below is a sensitivity analysis that estimates the effect on the loss reserve position of using alternative loss trend or loss development factor assumptions rather than those actually used in determining AIG’s best estimates in the year-end loss reserve analyses for 2005. The analysis addresses each major class of business for which a material deviation to AIG’s overall reserve position is believed reasonably possible, and uses what AIG believes is a reasonably likely range of potential deviation for each class. There can be no assurance, however, that actual reserve development will be consistent with either the original or the adjusted loss trend or loss development factor assumptions, or that other assumptions made in the reserving process will not materially affect reserve development for a particular class of business.
Excess Casualty: For the excess casualty class of business, the assumed loss cost trend was approximately six percent. After evaluating the historical loss cost trends from prior accident years since the early 1990s, in AIG’s judgment, it is reasonably likely that actual loss cost trends applicable to the year-end 2005 loss reserve review for excess casualty will range from negative four percent to positive 16 percent, or approximately ten percent lower or higher than the assumption actually utilized in the year-end 2005 reserve review. A ten percent change in the assumed loss cost trend for excess casualty would cause approximately a $1.4 billion increase or a $1.0 billion decrease in the net loss and loss expense reserve for this class of business. It should be emphasized that the ten percent deviations are not considered the highest possible deviations that might be expected, but rather what is considered by AIG to reflect a reasonably likely range of potential deviation. Actual loss cost trends in the early 1990s were negative for several years, including amounts below the negative four percent cited above, whereas actual loss cost trends in the late 1990s ran well into the double digits for several years, including amounts greater than the 16 percent cited above. Thus, there can be no assurance that loss trends will not deviate by more than ten percent. The loss cost trend assumption is critical for the excess casualty class of business due the long-tail nature of the claims and therefore is applied across many accident years.
    For the excess casualty class of business, the assumed loss development factors are also a key assumption. After evaluating the historical loss development factors from prior accident years since the early 1990s, in AIG’s judgment, it is reasonably likely that actual loss development factors will range from approximately five percent below those actually utilized in the year-end 2005 reserve review to approximately ten percent above those factors actually utilized. If the loss development factor assumptions were changed by five percent and ten percent, respectively, the net loss reserves for the excess casualty class would decrease by approximately $500 million under the lower assumptions or increase by approximately $1.1 billion under the higher assumptions. Generally, actual historical loss development factors are used to project future loss development. However there can be no assurance that future loss development patterns will be the same as in the past, or that they will not deviate by more than the amounts illustrated above. Moreover, as excess casualty is a long-tail class of business, any deviation in loss cost trends or in loss development factors might not be discernible for an extended period of time subsequent to the recording of the initial loss reserve estimates for any accident year. Thus, there is the potential for the reserves with respect to a number of accident years to be significantly affected by changes in the loss cost trends or loss development factors that were initially relied upon in setting the reserves. These changes in loss trends or loss development factors could be attributable to changes in inflation or in the judicial environment, or in other social or economic conditions affecting claims. Thus, there is the
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
potential for variations greater than the amounts cited above, either positively or negatively.
D&O and Related Management Liability Classes of Business: For D&O and related management liability classes of business, the assumed loss cost trend was approximately four percent. After evaluating the historical loss cost trends from prior accident years since the early 1990s, in AIG’s judgment, it is reasonably likely that actual loss cost trends applicable to the year-end 2005 loss reserve review for these classes will range from negative six percent to positive 14 percent, or approximately ten percent lower or higher than the assumption actually utilized in the year-end 2005 reserve review. A ten percent change in the assumed loss cost trend for these classes would cause approximately a $625 million increase or a $550 million decrease in the net loss and loss expense reserves for these classes of business. It should be emphasized that the ten percent deviations are not considered the highest possible deviations that might be expected, but rather what is considered by AIG to reflect a reasonably likely range of potential deviation. Actual loss cost trends for these classes in the early 1990s were negative for several years, including amounts below the negative six percent cited above, whereas actual loss cost trends in the late 1990s ran at nearly 50 percent per year, vastly exceeding the fourteen percent figure cited above. Because the D&O class of business has exhibited highly volatile loss trends from one accident year to the next, there is the possibility of an exceptionally high deviation.
    For D&O and related management liability classes of business, the assumed loss development factors are also an important assumption but less critical than for excess casualty. Because these classes are written on a claims made basis, the loss reporting and development tail is much shorter than for excess casualty. However, the high severity nature of the claims does create the potential for significant deviations in loss development patterns from one year to the next. After evaluating the historical loss development factors for these classes of business for accident years since the early 1990s, in AIG’s judgment, it is reasonably likely that actual loss development factors will range approximately five percent lower or higher than those factors actually utilized in the year-end 2005 loss reserve review for these classes. If the loss development factor assumptions were changed by five percent, the net loss reserves for these classes would increase or decrease by approximately $200 million. As noted above for excess casualty, actual historical loss development factors are generally used to project future loss development. However, there can be no assurance that future loss development patterns will be the same as in the past, or that they will not deviate by more than the five percent.
Excess Workers Compensation: For excess workers compensation business, loss costs were trended at six percent per annum. After reviewing actual industry loss trends for the past ten years, in AIG’s judgment, it is reasonably likely that actual loss cost trends applicable to the year-end 2005 loss reserve review for excess workers compensation will range five percent lower or higher than this estimated loss trend. A five percent change in the assumed loss cost trend would cause approximately a $250 million increase or decrease in the net loss reserves for this business. It should be emphasized that the actual loss cost trend could vary significantly from this assumption, and there can be no assurance that actual loss costs will not deviate, perhaps materially, by greater than five percent.
    For excess workers compensation business, the assumed loss development factors are a critical assumption. Excess workers compensation is an extremely long-tail class of business, with a much greater than normal uncertainty as to the appropriate loss development factors for the tail of the loss development. After evaluating the historical loss development factors for prior accident years since the 1980s, in AIG’s judgment, it is reasonably likely that actual loss development factors will range approximately 15 percent lower or higher than those factors actually utilized in the year-end 2005 loss reserve review for excess workers compensation. If the loss development factor assumptions were changed by 15 percent, the net loss reserves for excess workers compensation would increase or decrease by approximately $525 million or $425 million, respectively. Given the exceptionally long-tail for this class of business, there is the potential for actual deviations in the loss development tail to exceed the deviations assumed, perhaps materially.
Primary Workers Compensation: For primary workers compensation, the loss cost trend assumption is not believed to be material with respect to AIG’s loss reserves. This is primarily because AIG’s actuaries are generally able to use loss development projections for all but the most recent accident year’s reserves, so there is limited need to rely on loss cost trend assumptions for primary workers compensation business.
    However, for primary workers compensation business the loss development factor assumptions are important. Generally, AIG’s actual historical workers compensation loss development factors would be expected to provide a reasonably accurate predictor of future loss development. However, workers compensation is a long-tail class of business, and AIG’s business reflects a very significant volume of losses particularly in recent accident years due to growth of the business. After evaluating the actual historical loss developments since the 1980s for this business, in AIG’s judgment, it is reasonably likely that actual loss development factors will fall within the range of approximately 2.75 percent below to 7.5 percent above those actually utilized in the year-end 2005 loss reserve review. If the loss development factor assumptions were changed by 2.75 percent and 7.5 percent, respectively, the net loss reserves for workers compensation would decrease or increase by approximately $450 million and $1.25 billion, respectively. For these classes of business, there can be no assurance that actual deviations from the expected loss development factors will not exceed the deviations assumed, perhaps materially.
Other Casualty Classes of Business: For casualty business other than the classes discussed above, there is generally some potential for deviation in both the loss cost trend and loss development factor assumptions. However, the effect of such deviations is expected to be less material when compared to the effect on the classes cited above.
Asbestos and Environmental Reserves
The estimation of loss reserves relating to asbestos and environmental claims on insurance policies written many years ago is subject to greater uncertainty than other types of claims due to inconsistent court decisions as well as judicial interpretations and legislative actions that in some cases have tended to broaden coverage beyond the original intent of such policies and in others have expanded theories of liability. The insurance industry as a
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
whole is engaged in extensive litigation over these coverage and liability issues and is thus confronted with a continuing uncertainty in its efforts to quantify these exposures.
    AIG continues to receive claims asserting injuries and damages from toxic waste, hazardous substances, and other environmental pollutants and alleged claims to cover the cleanup costs of hazardous waste dump sites, referred to collectively as environmental claims, and indemnity claims asserting injuries from asbestos.
    The vast majority of these asbestos and environmental claims emanate from policies written in 1984 and prior years. Commencing in 1985, standard policies contained an absolute exclusion for pollution related damage and an absolute asbestos exclusion was also implemented. However, AIG currently underwrites environmental impairment liability insurance on a claims-made basis and has excluded such claims from the analysis herein.
    The majority of AIG’s exposures for asbestos and environmental claims are excess casualty coverages, not primary coverages. Thus, the litigation costs are treated in the same manner as indemnity amounts. That is, litigation expenses are included within the limits of the liability AIG incurs. Individual significant claim liabilities, where future litigation costs are reasonably determinable, are established on a case basis.
    Estimation of asbestos and environmental claims loss reserves is a subjective process and reserves for asbestos and environmental claims cannot be estimated using conventional reserving techniques such as those that rely on historical accident year loss development factors.
    Significant factors which affect the trends that influence the asbestos and environmental claims estimation process are the inconsistent court resolutions and judicial interpretations which broaden the intent of the policies and scope of coverage. The current case law can be characterized as still evolving, and there is little likelihood that any firm direction will develop in the near future. Additionally, the exposures for cleanup costs of hazardous waste dump sites involve issues such as allocation of responsibility among potentially responsible parties and the government’s refusal to release parties.
    Due to this uncertainty, it is not possible to determine the future development of asbestos and environmental claims with the same degree of reliability as with other types of claims. Such future development will be affected by the extent to which courts continue to expand the intent of the policies and the scope of the coverage, as they have in the past, as well as by the changes in Superfund and waste dump site coverage and liability issues. If the asbestos and environmental reserves develop deficiently, such deficiency would have an adverse effect on AIG’s future results of operations. AIG does not discount asbestos and environmental reserves.
    With respect to known asbestos and environmental claims, AIG established over a decade ago specialized toxic tort and environmental claims units, which investigate and adjust all such asbestos and environmental claims. These units evaluate these asbestos and environmental claims utilizing a claim-by-claim approach that involves a detailed review of individual policy terms and exposures. Because each policyholder presents different liability and coverage issues, AIG generally evaluates exposure on a policy-by-policy basis, considering a variety of factors such as known facts, current law, jurisdiction, policy language and other factors that are unique to each policy. Quantitative techniques have to be supplemented by subjective considerations including management judgment. Each claim is reviewed at least semi-annually utilizing the aforementioned approach and adjusted as necessary to reflect the current information.
    In both the specialized and dedicated asbestos and environmental claims units, AIG actively manages and pursues early resolution with respect to these claims in an attempt to mitigate its exposure to the unpredictable development of these claims. AIG attempts to mitigate its known long-tail environmental exposures by utilizing a combination of proactive claim-resolution techniques including policy buybacks, complete environmental releases, compromise settlements, and, where indicated, litigation.
    With respect to asbestos claims handling, AIG’s specialized claims staff operates to mitigate losses through proactive handling, supervision and resolution of asbestos cases. Thus, while AIG has resolved all claims with respect to miners and major manufacturers (Tier One), its claims staff continues to operate under the same proactive philosophy to resolve claims involving accounts with products containing asbestos (Tier Two), products containing small amounts of asbestos, companies in the distribution process, and parties with remote, ill defined involvement in asbestos (Tiers Three and Four). Through its commitment to appropriate staffing, training, and management oversight of asbestos cases, AIG mitigates to the extent possible its exposure to these claims.
    To determine the appropriate loss reserve as of December 31, 2005 for its asbestos and environmental exposures, AIG performed a series of top-down and ground-up reserve analyses. In order to ensure it had the most comprehensive analysis possible, AIG engaged a third-party actuary to assist in a review of these exposures including ground-up estimates for both asbestos reserves and environmental reserves. Prior to 2005, AIG’s reserve analyses for asbestos and environmental exposures was focused around a report year projection of aggregate losses for both asbestos and environmental reserves. Additional tests such as market share analyses were also performed. Ground-up analyses take into account policyholder-specific and claim-specific information that has been gathered over many years from a variety of sources. Ground-up studies can thus more accurately assess the exposure to AIG’s layers of coverage for each policyholder, and hence for all policyholders in the aggregate provided a sufficient sample of the policyholders can be modeled in this manner.
    In order to ensure its ground-up analysis was as comprehensive as possible, AIG staff produced the information required at policy and claim level detail for nearly 1,000 asbestos defendants and over 1,100 environmental defendants. This represented nearly 90 percent of all accounts for which AIG had received any claim notice of any amount pertaining to asbestos or environmental exposure. AIG did not set any minimum thresholds such as amount of case reserve outstanding, or paid losses to date, that would have served to reduce the sample size and hence the comprehensiveness of the ground-up analysis. The results of the ground-up analysis for each significant account were examined by AIG’s claims staff
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AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
for reasonableness, for consistency with policy coverage terms, and any claim settlement terms applicable. Adjustments were incorporated accordingly. The results from the universe of modeled accounts, which as noted above reflects the vast majority of AIG’s known exposures, were then utilized to estimate the ultimate losses from accounts that could not be modeled and to determine the appropriate provision for all unreported claims.
    AIG conducted a comprehensive analysis of reinsurance recoverability to establish the appropriate asbestos and environmental reserve net of reinsurance. AIG determined the amount of reinsurance that would be ceded to insolvent reinsurers or to commuted reinsurance contracts for both reported claims and for IBNR. These amounts were then deducted from the indicated amount of reinsurance recoverable.
    AIG also completed a top-down report year projection of its indicated asbestos and environmental loss reserves. These projections consist of a series of tests performed separately for asbestos and for environmental exposures.
    For asbestos, these tests project the expected losses to be reported over the next twenty years, i.e., from 2006 through 2025, based on the actual losses reported through 2005 and the expected future loss emergence for these claims. Three scenarios were tested, with a series of assumptions ranging from more optimistic to more conservative. In the first scenario, all carried asbestos case reserves are assumed to be within ten percent of their ultimate settlement value. The second scenario relies on an actuarial projection of report year development for asbestos claims reported from 1993 to the present to estimate case reserve adequacy as of year-end 2005. The third scenario relies on an actuarial projection of report year claims for asbestos but reflects claims reported from 1989 to the present to estimate case reserve adequacy as of year-end 2005. Based on the results of the prior report years for each of the three scenarios described above, the report year approach then projects forward to the year 2025 the expected future report year losses, based on AIG’s estimate of reasonable loss trend assumptions. These calculations are performed on losses gross of reinsurance. The IBNR (including a provision for development of reported claims) on a net basis is based on applying a factor reflecting the expected ratio of net losses to gross losses for future loss emergence.
    For environmental claims, an analogous series of frequency/ severity tests are produced. Environmental claims from future report years, (i.e., IBNR) are projected out ten years, i.e., through the year 2015.
    At year-end 2005, AIG considered a number of factors and recent experience, in addition to the results of the respective top-down and ground-up analyses performed for asbestos and environmental reserves. Among the factors considered by AIG was the continued deterioration in its asbestos report year experience. The indication from the third scenario of the top-down analysis for the asbestos reserves was approximately $265 million greater than AIG’s carried net asbestos reserves, prior to its increase in the fourth quarter of 2005. This marks a continuation of the trend of adverse report year development for asbestos that has been observed for the past several years. AIG also noted its asbestos paid losses in 2005 increased from 2004’s levels. AIG considered the significant uncertainty that remains as to AIG’s ultimate liability relating to asbestos and environmental claims. This uncertainty is due to several factors including:
-   The long latency period between asbestos exposure and disease manifestation and the resulting potential for involvement of multiple policy periods for individual claims;
-   The increase in the volume of claims by currently unimpaired plaintiffs;
-   Claims filed under the non-aggregate premises or operations section of general liability policies;
-   The number of insureds seeking bankruptcy protection and the effect of prepackaged bankruptcies;
-   Diverging legal interpretations; and
-   With respect to environmental claims, the difficulty in estimating the allocation of remediation cost among various parties.
    After carefully considering the results of the ground-up analysis, which AIG now plans to update on an annual basis, as well as all of the above factors, including the recent report year experience, AIG determined its best estimate was to recognize an increase of $843 million in its carried net asbestos reserves, and an increase of $30 million in its carried net environmental reserves at December 31, 2005. This increase in carried net asbestos reserves reflects the change from AIG’s historical top-down analysis to the ground-up analysis described above. The corresponding increases in gross reserves were approximately $1.97 billion for asbestos and $56 million for environmental, respectively.
AIG  -  Form 10-K/A
37


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
A summary of reserve activity, including estimates for applicable IBNR, relating to asbestos and environmental claims separately and combined at December 31, 2005, 2004 and 2003 follows:
                                                   
 
    2005   2004   2003
             
(in millions)   Gross   Net   Gross   Net   Gross   Net
 
Asbestos:
                                               
 
Reserve for losses and loss expenses at beginning of year
  $ 2,559     $ 1,060     $ 1,235     $ 386     $ 1,304     $ 400  
 
Losses and loss expenses incurred*
    2,207 (a)     903 (a)     1,595 (a)     772 (a)     175       43  
 
Losses and loss expenses paid*
    (325 )     (123 )     (271 )     (98 )     (244 )     (57 )
 
Reserve for losses and loss expenses at end of year
  $ 4,441     $ 1,840     $ 2,559     $ 1,060     $ 1,235     $ 386  
 
Environmental:
                                               
 
Reserve for losses and loss expenses at beginning of year
  $ 974     $ 451     $ 789     $ 283     $ 832     $ 296  
 
Losses and loss expenses incurred*
    47 (b)     27 (b)     314 (b)     234 (b)     133       52  
 
Losses and loss expenses paid*
    (95 )     (68 )     (129 )     (66 )     (176 )     (65 )
 
Reserve for losses and loss expenses at end of year
  $ 926     $ 410     $ 974     $ 451     $ 789     $ 283  
 
Combined:
                                               
 
Reserve for losses and loss expenses at beginning of year
  $ 3,533     $ 1,511     $ 2,024     $ 669     $ 2,136     $ 696  
 
Losses and loss expenses incurred*
    2,254 (c)     930 (c)     1,909 (c)     1,006 (c)     308       95  
 
Losses and loss expenses paid*
    (420 )     (191 )     (400 )     (164 )     (420 )     (122 )
 
Reserve for losses and loss expenses at end of year
  $ 5,367     $ 2,250     $ 3,533     $ 1,511     $ 2,024     $ 669  
 
* All amounts pertain to policies underwritten in prior years.
 
(a) Includes increases to gross losses and loss expense reserves of $2.0 billion and $1.2 billion in the fourth quarter of 2005 and 2004, respectively, and increases to net losses and loss expense reserves of $843 million and $650 million for the fourth quarter of 2005 and 2004, respectively.
 
(b) Includes increases to gross losses and loss expense reserves of $56 million and $250 million in the fourth quarter of 2005 and 2004, respectively, and increases to net losses and loss expense reserves of $30 million and $200 million for the fourth quarter of 2005 and 2004, respectively.
 
(c) Includes increases to gross losses and loss expense reserves of $2.0 billion and $1.5 billion in the fourth quarter of 2005 and 2004, respectively, and increases to net losses and loss expense reserves of $873 million and $850 million for the fourth quarter of 2005 and 2004, respectively.
38
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
The gross and net IBNR included in the reserve for losses and loss expenses, relating to asbestos and environmental claims separately and combined, at December 31, 2005, 2004 and 2003 were estimated as follows:
                                                 
 
    2005   2004   2003
             
(in millions)   Gross   Net   Gross   Net   Gross   Net
 
Asbestos
  $ 3,401     $ 1,465     $ 2,033     $ 876     $ 695     $ 200  
Environmental
    586       266       606       284       347       80  
 
Combined
  $ 3,987     $ 1,731     $ 2,639     $ 1,160     $ 1,042     $ 280  
 
A summary of asbestos and environmental claims count activity for the years ended December 31, 2005, 2004 and 2003 was as follows:
                                                                           
 
    2005   2004   2003
             
    Asbestos   Environmental   Combined   Asbestos   Environmental   Combined   Asbestos   Environmental   Combined
 
Claims at beginning of year
    7,575       8,216       15,791       7,474       8,852       16,326       7,085       8,995       16,080  
Claims during year:
                                                                       
 
Opened
    854       5,253 *     6,107       909       2,592       3,501       669       2,106       2,775  
 
Settled
    (67 )     (219 )     (286 )     (100 )     (279 )     (379 )     (86 )     (244 )     (330 )
 
Dismissed or otherwise resolved
    (1,069 )     (3,377 )     (4,446 )     (708 )     (2,949 )     (3,657 )     (194 )     (2,005 )     (2,199 )
 
Claims at end of year
    7,293       9,873       17,166       7,575       8,216       15,791       7,474       8,852       16,326  
 
* The opened claims count increased substantially during 2005 because a court ruling led AIG to report separate opened claims for previously pending cases relating to alleged MTBE exposures that AIG previously had counted in the aggregate as only a single claim on the assumption that the cases would be consolidated into a single federal court proceeding.
   
    The table below presents AIG’s survival ratios for asbestos and environmental claims for year end 2005, 2004 and 2003. The survival ratio is derived by dividing the year end carried loss reserve by the average payments for the three most recent calendar years for these claims. Therefore the survival ratio is a simplistic measure estimating the number of years it would be before the current ending loss reserves for these claims would be paid off using recent year average payments. Many factors, such as aggressive settlement procedures, mix of business and level of coverage provided, have a significant effect on the amount of asbestos and environmental reserves and payments and the resultant survival ratio. Thus, caution should be exercised in attempting to determine reserve adequacy for these claims based simply on this survival ratio.
AIG’s survival ratios for asbestos and environmental claims, separately and combined were based upon a three-year average payment. These ratios for the years ended December 31, 2005, 2004 and 2003 were as follows:
                   
 
    Gross   Net
 
2005
               
Survival ratios:
               
 
Asbestos
    15.9       19.8  
 
Environmental
    6.9       6.2  
 
Combined
    13.0       14.2  
 
2004
               
Survival ratios:
               
 
Asbestos
    10.7       13.5  
 
Environmental
    6.5       6.8  
 
Combined
    9.1       10.5  
 
2003
               
Survival ratios:
               
 
Asbestos
    4.7       4.5  
 
Environmental
    4.7       4.1  
 
Combined
    4.7       4.3  
 
Life Insurance & Retirement Services Operations
AIG’s Life Insurance & Retirement Services subsidiaries offer a wide range of insurance and retirement savings products both domestically and abroad. Insurance-oriented products consist of individual and group life, payout annuities, endowment and accident and health policies. Retirement savings products consist generally of fixed and variable annuities. See also Note 2 of Notes to Consolidated Financial Statements.
    Domestically, AIG’s Life Insurance & Retirement Services operations offer a broad range of protection products, including life insurance, group life and health products, including disability income products and payout annuities, which include single premium immediate annuities, structured settlements and terminal funding annuities. Home service operations include an array of life insurance, accident and health and annuity products sold through career agents. In addition, home service includes a small block of run-off property and casualty coverage. Retirement services include group retirement products, individual fixed and variable annuities sold through banks, broker dealers and exclusive sales representatives, and annuity runoff operations which include previously-acquired “closed blocks” and other fixed and variable annuities largely sold through distribution relationships that have been discontinued.
    Overseas, AIG’s Life Insurance & Retirement Services operations include insurance and investment-oriented products such as whole and term life, investment linked, universal life and endowments, personal accident and health products, group products including pension, life and health, and fixed and variable annuities.
AIG  -  Form 10-K/A
39


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
Life Insurance & Retirement Services operations presented on a major product basis for 2005, 2004 and 2003 were as follows:
                           
 
(in millions)   2005   2004(a)   2003(a)
 
GAAP Premiums:
                       
Domestic Life:
                       
 
Life insurance
  $ 2,108     $ 1,888     $ 1,751  
 
Home service
    801       812       834  
 
Group life/health
    1,012       1,128       1,046  
 
Payout annuities(b)
    1,473       1,484       1,272  
 
 
Total
    5,394       5,312       4,903  
 
Domestic Retirement Services:                
 
Group retirement products
    351       313       250  
 
Individual fixed annuities
    100       59       53  
 
Individual variable annuities
    467       407       331  
 
Individual fixed annuities — runoff(c)
    72       80       86  
 
 
Total
    990       859       720  
 
Total Domestic
    6,384       6,171       5,623  
 
Foreign Life:
                       
 
Life insurance
    15,631       14,938       13,204  
 
Personal accident & health
    5,002       4,301       3,126  
 
Group products(d)
    1,925       2,215       1,267  
 
 
Total
    22,558       21,454       17,597  
 
Foreign Retirement Services:
                       
 
Individual fixed annuities
    361       395       255  
 
Individual variable annuities
    97       68       21  
 
 
Total
    458       463       276  
 
Total Foreign
    23,016       21,917       17,873  
 
Total GAAP Premiums
  $ 29,400     $ 28,088     $ 23,496  
 
Net investment income:
                       
Domestic Life:
                       
 
Life insurance
  $ 1,411     $ 1,287     $ 1,179  
 
Home service
    605       608       616  
 
Group life/health
    142       123       121  
 
Payout annuities
    912       801       699  
 
 
Total
    3,070       2,819       2,615  
 
Domestic Retirement Services:                
 
Group retirement products
    2,233       2,201       2,055  
 
Individual fixed annuities
    3,393       3,100       2,567  
 
Individual variable annuities
    217       239       239  
 
Individual fixed annuities — runoff(c)
    1,046       1,076       1,266  
 
 
Total
    6,889       6,616       6,127  
 
Total Domestic
    9,959       9,435       8,742  
 
 
                           
(in millions)   2005   2004(a)   2003(a)
 
Foreign Life:
                       
 
Life insurance
    4,844       4,065       3,356  
 
Personal accident & health
    255       179       161  
 
Group products
    613       431       326  
 
Intercompany adjustments
    (36 )     (18 )     (15 )
 
 
Total
    5,676       4,657       3,828  
 
Foreign Retirement Services:
                       
 
Individual fixed annuities
    1,728       1,034       368  
 
Individual variable annuities
    771       143       4  
 
 
Total
    2,499       1,177       372  
 
 
Total Foreign
    8,175       5,834       4,200  
 
Total net investment income
  $ 18,134     $ 15,269     $ 12,942  
 
Realized capital gains (losses):
                       
Domestic realized capital gains (losses)(e)
  $ (302 )   $ (329 )   $ (246 )
 
Foreign realized capital gains (losses)(f)
    (260 )     147       330  
Pricing net investment gains(g)
    344       225       156  
 
Total Foreign
    84       372       486  
 
Total realized capital gains (losses)
  $ (218 )   $ 43     $ 240  
 
Operating Income:
                       
 
Domestic(h)
    3,599       3,075       2,765  
 
Foreign
    5,245       4,848       4,042  
 
Total operating income
  $ 8,844     $ 7,923     $ 6,807  
 
Life insurance in–force:
                       
 
Domestic
  $ 825,151 (i)   $ 772,251     $ 645,606  
 
Foreign
    1,027,682       1,085,843       937,425  
 
Total
  $ 1,852,833     $ 1,858,094     $ 1,583,031  
 
(a) Adjusted to conform to 2005 presentation.
 
(b) Includes structured settlements, single premium immediate annuities and terminal funding annuities.
 
(c) Primarily represents runoff annuity business sold through discontinued distribution relationships.
 
(d) Revenues in 2004 includes approximately $640 million of single premium from a reinsurance transaction involving terminal funding business, which is offset by a similar increase of benefit reserves.
 
(e) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133 and the application of FAS 52. For 2005, 2004, and 2003, respectively, the amounts included are $63 million, $(6) million, and $19 million.
 
(f) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133 and the application of FAS 52. For 2005, 2004, and 2003, respectively, the amounts included are $(500) million, $(134) million, and $59 million.
 
(g) For purposes of this presentation, pricing net investment gains are segregated as a component of total realized gains (losses). They represent certain amounts of realized capital gains where gains are an inherent element in pricing certain life products in some foreign countries.
40
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
(h) Operating income includes the effect on deferred policy acquisition cost amortization for FAS 97 products related to realized capital gains (losses) and has reduced amortization costs totaling $59 million, $44 million and $54 million for 2005, 2004 and 2003, respectively.
 
(i) Domestic in-force for 2005 includes the effect of the non-renewal of a single large group life case of $36 billion.
    AIG’s Life Insurance & Retirement Services subsidiaries report their operations through the following operating units: Domestic Life — AIG American General, including American General Life Insurance Company (AG Life), USLIFE and AGLA; Domestic Retirement Services — VALIC, AIG Annuity and AIG SunAmerica; Foreign Life — ALICO, AIRCO, AIG Edison Life, AIG Star Life, AIA, Nan Shan and Philamlife.
Life Insurance & Retirement Services Results
The increase in operating income in 2005 compared to 2004 was caused by growth in both domestic and overseas operations. Similarly, the increase in operating income in 2004 compared to 2003 was due to strong growth, particularly overseas.
    Life Insurance & Retirement Services GAAP premiums grew in 2005 when compared with 2004 as well as 2004 when compared with 2003. AIG’s Domestic Life operations had continued growth in term and universal life sales with good performance from the independent distribution channels. GAAP premiums for life insurance grew 12 percent in 2005 reflecting consistently strong sales from the independent distribution channels. Retail periodic life sales increased 18 percent in 2005, representing a compound rate of growth of 16 percent since 2001, compared to modest growth in the industry. Profit margins have been maintained through strict underwriting discipline and low cost. In addition, increases in product prices and retention have offset price increases by reinsurers. Payout annuities declined slightly due to the low interest rate environment and the competitive market conditions for structured settlement and single premium individual annuity business. The domestic group business is below AIG’s growth standards, largely because several accounts where pricing was unacceptable were not renewed and loss experience was higher than anticipated. Restructuring efforts in this business are focused on new product introductions, cross selling and other growth strategies. AGLA, the home service business, is diversifying product offerings, enhancing the capabilities and quality of the sales force, and broadening the markets served beyond those historically serviced in an effort to accelerate growth, although it is expected to remain a slow growth business.
    Domestic Retirement Services businesses faced a challenging environment in 2005 and 2004, as deposits declined approximately 17 percent for 2005 compared to 2004 and 1 percent for 2004 compared to 2003. The decrease in AIG’s individual variable annuity product sales in 2005 was largely attributable to significant variable annuity sales declines at several of AIG’s largest distribution firms due to lackluster equity markets, more intense industry competition with regard to living benefit product features and heightened compliance procedures over selling practices. AIG’s introduction of more competitive guaranteed minimum withdrawal features was delayed until late in the fourth quarter due to filing delays associated with the Restatements. During 2005, the interest yield curve flattened and, as a result, competing bank products such as certificates of deposit and other money market instruments with shorter durations than AIG’s individual fixed annuity products became more attractive. The following table reflects deposit amounts for Domestic Retirement Services:
                         
Domestic Retirement Services — Deposits            
 
December 31,
(in millions)   2005   2004   2003
 
Group retirement products*
  $ 6,436     $ 6,502     $ 5,918  
Individual fixed annuities
    7,337       9,947       11,384  
Individual variable annuities
    3,319       4,126       3,412  
Individual fixed annuities - runoff
    200       253       350  
 
  Total
  $ 17,292     $ 20,828     $ 21,064  
 
* Includes mutual funds.
    In 2005, AIG experienced a significant increase in surrender rates in all product lines. Group retirement products experienced higher surrenders as the average participant age increased and a greater percentage of these participants are near retirement age and/or termination of service from their employers. Individual fixed annuities surrender rates are higher in 2005 primarily due to the shape of the interest yield curve and the general aging of the in-force reserves. However, less than 20 percent of the individual fixed annuity reserves are available to surrender without charge. The increase in individual variable annuity surrender rates primarily reflects the higher shock-lapse that occurred following expiration of the surrender charge period on certain 3-year and 7-year contracts (including a large closed block of acquired business). Reflecting a widespread industry phenomenon, this lapse rate, much of which was anticipated when the products were issued, has recently been affected by investor demand to exchange existing policies for new-generation contracts with living benefits or lower fees. In addition, partial withdrawals on certain variable annuity products have increased as AIG has introduced features designed to generate a stream of income to the participants. The following chart shows the amount of reserves by surrender charge category as of December 31, 2005.
                     
Domestic Retirement Services            
Reserves Subject to Surrender Charges            
 
    Group   Individual   Individual
    Retirement   Fixed   Variable
(in millions)   Products*   Annuities   Annuities
 
Zero or no surrender charge
  $39,831   $ 9,324     $ 9,765  
Greater than 0% - 4%
  11,248     10,815       8,386  
Greater than 4%
  2,648     31,183       10,035  
Non-Surrenderable
  892     3,148       81  
 
  Total
  $54,619   $ 54,470     $ 28,267  
 
* Excludes mutual funds.
    A continued increase in the level of surrenders in any of these businesses could increase the amortization of deferred acquisition costs in future years and will negatively affect fee income earned on assets under management. The combination of reduced sales and increased surrenders and withdrawals resulted in significantly lower net flows for total domestic Retirement Services than in the prior year. AIG expects that
AIG  -  Form 10-K/A
41


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
net flows will remain lower than in prior years as long as an environment of lackluster equity market performance persists and the yield curve remains flat. The following table reflects the net flows for Domestic Retirement Services:
                         
Domestic Retirement Services — Net Flows(a)    
 
December 31,
(in millions)   2005   2004   2003
 
Group retirement products(b)
  $ 628     $ 1,706     $ 2,756  
Individual fixed annuities
    1,759       6,169       8,679  
Individual variable annuities
    (336 )     1,145       927  
Individual fixed annuities - runoff
    (2,508 )     (2,084 )     (1,967 )
 
  Total
  $ (457 )   $ 6,936     $ 10,395  
 
(a) Net flows are defined as deposits received, less benefits, surrenders, withdrawals and death benefits.
(b) Includes mutual funds.
    The majority of the growth in Life Insurance & Retirement Services GAAP premiums in Foreign Life operations was attributable to the life insurance and personal accident & health lines of business. Globally, AIG’s deep and diverse distribution, which includes bancassurance, worksite marketing, direct marketing, and strong agency organizations, provides a powerful platform for growth. This growth was most significant in Japan, where AIG has benefited from a flight to quality and development of multiple distribution channels. In Southeast Asia, AIG maintains significant market share by offering an attractive and diverse product line, distributed by its strong agency force. There has been a continuing trend in Southeast Asia, as the insurance market continues to develop, for clients to purchase investment-oriented products at the expense of traditional term or whole life products. For GAAP reporting purposes, only revenues from policy charges for insurance, administration, and surrender charges are reported as GAAP premiums. This product mix shift contributed to the single digit growth rate in Foreign Life Insurance & Retirement Services GAAP premiums.
    Also in Japan, AIG Edison Life has improved the quality and productivity of its sales force resulting in higher sales and improved new business persistency. AIG Star Life is growing first year premiums as a result of new product introductions and an expanded agency force, and is benefiting from growth in the bank annuity market.
    However, in March of 2006, Japanese tax authorities are expected to announce a reduction in the amount of premium policyholders may deduct from their Japanese tax returns for certain accident and health products. These products are generally sold by independent agents to corporate clients and thus represent a specific niche market segment and not the mainstream accident and health products sold by AIG in Japan. A reduction in the amount of tax deduction related to these products will make them less attractive to the market and will reduce the level of future sales. In addition, a portion of existing policies may be canceled, and depending on the duration of those policies and other factors, could result in a write-off of deferred acquisition costs. At the current time, management does not believe that such losses, should they occur, would be material to AIG’s consolidated financial condition, results of operations or liquidity.
    The Foreign Retirement Services business continues its strong growth based upon its success in Japan and Korea by expanding its extensive distribution network and leveraging AIG’s product expertise. Somewhat offsetting this growth were the negative effects on customer demand for certain multi-currency fixed annuity products in Japan stemming from currency exchange rate fluctuations. AIG is introducing annuity products in new markets. In January 2005, AIG Star Life entered into an agreement with the Bank of Tokyo Mitsubishi, one of Japan’s largest banks, to market a multi-currency fixed annuity.
    Foreign Life Insurance & Retirement Services operations produced 78 percent, 78 percent and 76 percent of Life Insurance & Retirement Services GAAP premiums in 2005, 2004 and 2003, respectively.
AIG transacts business in most major foreign currencies. The following table summarizes the effect of changes in foreign currency exchange rates on the growth of Life Insurance & Retirement Services GAAP premiums.
         
 
    2005
 
Growth in original currency
    2.7 %
Foreign exchange effect
    2.0  
Growth as reported in U.S. dollars
    4.7 %
 
    The growth in net investment income in 2005 and 2004 parallels the growth in general account reserves and surplus for both Foreign and Domestic Life Insurance & Retirement Services companies. Also, net investment income was positively affected by the compounding of previously earned and reinvested net investment income along with the addition of new cash flow from operations available for investment. The global flattening of the yield curve put additional pressure on yields and spreads, which was partially offset with income generated from other investment sources, including income from partnerships. Partnership income was $273 million and $192 million for 2005 and 2004, respectively. As of first quarter 2004, foreign separate accounts were transferred to the general account per Statement of Position 03-1, resulting in increased net investment income volatility. The positive effect of Statement of Position 03-1 on Foreign Life Insurance & Retirement Services net investment income was $1.34 billion and $271 million for 2005 and 2004, respectively. These amounts do not affect operating income as they are offset in incurred policy benefits.
    AIG’s domestic subsidiaries invest in certain limited liability companies that invest in synthetic fuel production facilities as a means of generating income tax credits. Net investment income includes operating losses of approximately $143 million, $121 million and $108 million, respectively, for 2005, 2004 and 2003 and income taxes includes tax credits and benefits of approximately $203 million, $160 million and $155 million, respectively, for 2005, 2004 and 2003 from these investments. See also Note 12(k) of Notes to Consolidated Financial Statements “Commitments and Contingent Liabilities.”
    Life Insurance & Retirement Services operating income grew by 12 percent in 2005. Operating income for the AIG
42
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
Domestic Life insurance line of business was up 8 percent and in line with the growth in GAAP premiums for the current year, due in part to growth in the business base and improved mortality results, offset by higher losses recorded in 2005 from limited partnership investments in synthetic fuel production facilities. Operating income for the home service line of business declined as a result of the continued decline in premiums in force and higher insurance and acquisition expenses, combined with an increase in property casualty losses related to hurricanes. The group life/health business and operating income were affected by non-renewal of cases where acceptable margins could not be achieved. In addition, 2005 results were affected by reserve strengthening related to disability income products totaling $12 million compared to reserve strengthening of $178 million for Superior National and $68 million for all other items in 2004. Operating income for the payout annuities line of business increased 22 percent in line with the growth in policy benefit reserves. The group retirement products business recorded a modest increase in operating income due primarily to higher variable annuity fee income and growth in average reserves. Individual fixed annuity results are higher than last year due primarily to 13 percent growth in average reserves, higher surrender charges and reductions in acquisition cost amortization expense resulting from increased capital losses realized on bonds. Individual variable annuity earnings are lower in 2005 when compared to 2004 principally due to favorable deferred acquisition cost amortization variances attributable to changes in assumptions and realized capital loss activity in 2004.
    Foreign Life Insurance & Retirement Services operating income of $5.25 billion for 2005 included $84 million of realized capital gains, and for 2004, operating income of $4.85 billion included $372 million of realized capital gains. Underwriting and investment results before the effects of realized capital gains (losses) increased for all lines of business. On this basis, the life insurance line of business benefited in part from lower amortization of acquisition costs for FAS 97 products, reflective of the increasing investment yields for those portfolios, particularly in Japan. In Southeast Asia, operating income growth attributable to life insurance and deposit-based businesses was partially offset by higher incurred policy benefit costs for contributions to the participating policyholder fund in Singapore, totaling $137 million, related to the settlement of a long disputed local tax issue. Growth in the personal accident & health line of business is generally in line with the growth in premiums and reflects stable profit margins. The group products business grew across all segments and maintained profit margins. The largest contributor to the growth in group products is the pension profit center which enjoyed higher fee income emanating from higher assets under management in Brazil and Southeast Asia. Growth in individual fixed annuities, emanating primarily from Japan, is generally in line with the growth in reserves and net spread rates were maintained. The individual variable annuity line of business also grew in line with the growth in reserves.
    The contribution of Life Insurance & Retirement Services operating income to AIG’s consolidated income before income taxes, minority interest and cumulative effect of accounting changes amounted to 58 percent in 2005, compared to 53 percent in 2004 and 57 percent in 2003.
Underwriting and Investment Risk
The risks associated with the life and accident & health products are underwriting risk and investment risk. The risk associated with the financial and investment contract products is primarily investment risk.
    Underwriting risk represents the exposure to loss resulting from the actual policy experience adversely emerging in comparison to the assumptions made in the product pricing associated with mortality, morbidity, termination and expenses. The emergence of significant adverse experience would require an adjustment to DAC and benefit reserves that could have a substantial effect on AIG’s results of operations.
    Natural disasters such as hurricanes, earthquakes and other catastrophes have the potential to adversely affect AIG’s operating results. Other risks, such as an outbreak of a pandemic disease, such as the Avian Influenza A Virus (H5N1), could adversely affect AIG’s business and operating results to an extent that may be only minimally offset by reinsurance programs.
    While to date, outbreaks of the Avian Flu continue to occur among poultry or wild birds in a number of countries in Asia, parts of Europe, and recently in Africa, transmission to humans has been rare. If the virus mutates to a form that can be transmitted from human to human, it has the potential to spread rapidly worldwide. If such an outbreak were to take place, early quarantine and vaccination could be critical to containment.
    Both the contagion and mortality rate of any mutated H5N1 virus that can be transmitted from human to human are highly speculative. AIG continues to monitor the developing facts. A significant global outbreak could have a material adverse effect on Life Insurance & Retirement Services operating results and liquidity from increased mortality and morbidity rates.
    AIG’s Foreign Life Insurance & Retirement Services companies generally limit their maximum underwriting exposure on life insurance of a single life to approximately $1.7 million of coverage. AIG’s Domestic Life Insurance & Retirement Services companies limit their maximum underwriting exposure on life insurance of a single life to $10 million of coverage in certain circumstances by using yearly renewable term reinsurance. See the discussion under “Liquidity” herein and Note 6 of Notes to Consolidated Financial Statements.
    AIRCO acts primarily as an internal reinsurance company for AIG’s foreign life operations. This facilitates insurance risk management (retention, volatility, concentrations) and capital planning locally (branch and subsidiary). It also allows AIG to pool its insurance risks and purchase reinsurance more efficiently at a consolidated level, manage global counterparty risk and relationships and manage global life catastrophe risks.
    AIG’s domestic Life Insurance & Retirement Services operations utilize internal and third-party reinsurance relationships to manage insurance risks and to facilitate capital management strategies. Pools of highly-rated third-party rein-
AIG  -  Form 10-K/A
43


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
surers are utilized to manage net amounts at risk in excess of retention limits. AIG’s domestic life insurance companies also cede excess, non-economic reserves carried on a statutory-basis only on certain term and universal life insurance policies and certain fixed annuities to AIG Life of Bermuda Ltd., a wholly owned Bermuda reinsurer.
    AIG generally obtains letters of credit in order to obtain statutory recognition of these intercompany reinsurance transactions. For this purpose, AIG entered into a $2.5 billion syndicated letter of credit facility in December 2004. Letters of credit totaling $2.17 billion were outstanding as of December 31, 2004, and letters of credit for all $2.5 billion were outstanding as of December 31, 2005, all of which relate to life intercompany reinsurance transactions. The letter of credit facility has a ten-year term, but the facility can be reduced or terminated by the lenders beginning after seven years.
    In November 2005, AIG entered into a revolving credit facility for an aggregate amount of $3 billion. The facility can be drawn in the form of letters of credit with terms of up to ten years. As of December 31, 2005 and as of the date hereof, $1.86 billion principal amount of letters of credit are outstanding under this facility, of which approximately $494 million relates to life intercompany reinsurance transactions. AIG also obtained approximately $212 million letters of credit on a bilateral basis.
    The investment risk represents the exposure to loss resulting from the cash flows from the invested assets, primarily long-term fixed rate investments, being less than the cash flows required to meet the obligations of the expected policy and contract liabilities and the necessary return on investments. See also the discussion under “Liquidity” herein.
    To minimize its exposure to investment risk, AIG tests the cash flows from invested assets and policy and contract liabilities using various interest rate scenarios to evaluate investment risk and to confirm that assets are sufficient to pay these liabilities.
    AIG actively manages the asset-liability relationship in its foreign operations, as it has been doing throughout AIG’s history, even though certain territories lack qualified long-term investments or certain local regulatory authorities may impose investment restrictions. For example, in several Asian countries, the duration of the investments is shorter than the effective maturity of the related policy liabilities. Therefore, there is a risk that the reinvestment of the proceeds at the maturity of the initial investments may be at a yield below that of the interest required for the accretion of the policy liabilities. Additionally, there exists a future investment risk associated with certain policies currently in force which will have premium receipts in the future. That is, the investment of these future premium receipts may be at a yield below that required to meet future policy liabilities.
    In 2005, new money investment yields increased in some markets and continued to decrease in others, leading to more frequent adjustments in new business premium rates, credited rates, and discontinuance of some products. In regard to the inforce business, to maintain an adequate yield to match the interest necessary to support future policy liabilities, management focus is required in both the investment and product management process. Business strategies continue to evolve to maintain profitability of the overall business. As such, in some countries, sales growth may slow for some product lines and accelerate for others.
    The investment of insurance cash flows and reinvestment of the proceeds of matured securities and coupons requires active management of investment yields while maintaining satisfactory investment quality and liquidity.
    AIG may use alternative investments in certain foreign jurisdictions where interest rates remain low and there are limited long-dated bond markets, including equities, real estate and foreign currency denominated fixed income instruments to extend the duration or increase the yield of the investment portfolio to more closely match the requirements of the policyholder liabilities and DAC recoverability. This strategy has been effectively used in Japan and more recently by Nan Shan in Taiwan. Foreign assets comprised approximately 33 percent of Nan Shan’s invested assets at December 31, 2005, slightly below the maximum allowable percentage under current regulation. In response to continued declining interest rates and the volatile exchange rate of the NT dollar, Nan Shan is emphasizing new products with lower implied guarantees, including participating endowments and variable universal life. Although the risks of a continued low interest rate environment coupled with a volatile NT dollar could increase net liabilities and require additional capital to maintain adequate local solvency margins, Nan Shan currently believes it has adequate resources to meet all future policy obligations.
    AIG actively manages the asset-liability relationship in its domestic operations. This relationship is more easily managed through the ample supply of appropriate long-term investments.
    AIG uses asset-liability matching as a management tool worldwide to determine the composition of the invested assets and appropriate marketing strategies. As a part of these strategies, AIG may determine that it is economically advantageous to be temporarily in an unmatched position due to anticipated interest rate or other economic changes. In addition, the absence of long-dated fixed income instruments in certain markets may preclude a matched asset-liability position in those markets.
    A number of guaranteed benefits, such as living benefits or guaranteed minimum death benefits, are offered on certain variable life and variable annuity products. AIG manages its exposure resulting from these long-term guarantees through reinsurance or capital market hedging instruments. See Note 21 of Notes to Consolidated Financial Statements for a discussion of new accounting guidance for these benefits.
    DAC for Life Insurance & Retirement Services products arises from the deferral of those costs that vary with, and are directly related to, the acquisition of new or renewal business. Policy acquisition costs for life insurance products are generally deferred and amortized over the premium paying period of the policy. Policy acquisition costs which relate to universal life and investment-type products, including variable and fixed annuities (investment-oriented products) are deferred and amortized, with interest, as appropriate, in relation to the historical and future incidence of estimated gross profits to be realized over the estimated lives of the contracts. Amortization expense includes
44
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
the effects of current period realized capital gains and losses. With respect to universal life and investment-oriented products, AIG’s policy, as appropriate, has been to adjust amortization assumptions for DAC when estimates of current or future gross profits to be realized from these contracts are revised. With respect to variable annuities sold domestically (representing the vast majority of AIG’s variable annuity business), the assumption for the long-term annual net growth rate of the equity markets used in the determination of DAC amortization is approximately ten percent. A methodology referred to as “reversion to the mean” is used to maintain this long-term net growth rate assumption, while giving consideration to short-term variations in equity markets. Estimated gross profits include investment income and gains and losses on investments less interest required as well as other charges in the contract less actual mortality and expenses. Current experience and changes in the expected future gross profits are analyzed to determine the effect on the amortization of DAC. The estimation of projected gross profits requires significant management judgment. The elements with respect to the current and projected gross profits are reviewed and analyzed quarterly and are adjusted accordingly.
    AIG’s variable annuity earnings will be affected by changes in market returns because separate account revenues, primarily composed of mortality and expense charges and asset management fees, are a function of asset values.
    DAC for both insurance-oriented and investment-oriented products as well as retirement services products are reviewed for recoverability, which involve estimating the future profitability of current business. This review also involves significant management judgment. If the actual emergence of future profitability were to be substantially different than that estimated, AIG’s results of operations could be significantly affected in future periods. See also Note 4 of Notes to Consolidated Financial Statements.
Insurance and Asset Management Invested Assets
AIG’s investment strategy is to invest primarily in high quality securities while maintaining diversification to avoid significant exposure to issuer, industry and/or country concentrations. With respect to Domestic General Insurance, AIG’s strategy is to invest in longer duration fixed maturity investments to maximize the yields at the date of purchase. With respect to Life Insurance & Retirement Services, AIG’s strategy is to produce cash flows required to meet maturing insurance liabilities. See also the discussion under “Operating Review: Life Insurance & Retirement Services Operations” herein. AIG invests in equities for various reasons, including diversifying its overall exposure to interest rate risk. Available for sale bonds and equity securities are subject to declines in fair value. Such changes in fair value are presented in unrealized appreciation or depreciation of investments, net of taxes, as a component of accumulated other comprehensive income. Generally, insurance regulations restrict the types of assets in which an insurance company may invest. When permitted by regulatory authorities and when deemed necessary to protect insurance assets, including invested assets, from adverse movements in foreign currency exchange rates, interest rates and equity prices, AIG and its insurance subsidiaries may enter into derivative transactions as end users. See also the discussion under “Derivatives” herein.
    In certain jurisdictions, significant regulatory and/or foreign governmental barriers exist which may not permit the immediate free flow of funds between insurance subsidiaries or from the insurance subsidiaries to AIG parent.
AIG  -  Form 10-K/A
45


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
The following tables summarize the composition of AIG’s invested assets by segment, as of December 31, 2005 and 2004:
                                                                                           
 
    Life       Percent       As Reported:
    Insurance &       Distribution       Consolidated
    General   Retirement   Asset       Percent       Financial       Balance
(dollars in millions)   Insurance   Services   Management   Total   of Total   Domestic   Foreign   Services   Other   Reclassification*   Sheet
 
2005
                                                                                       
Fixed maturities:
                                                                                       
 
Bonds available for sale, at market value
  $ 50,870     $ 273,165     $ 34,174     $ 358,209       66.2 %     59.2 %     40.8 %   $ 1,307     $     $     $ 359,516  
 
Bonds held to maturity, at amortized cost
    21,528                       21,528       4.0       100.0                               21,528  
 
Bond trading securities, at market value
          1,073       3,563       4,636       0.9       3.3       96.7                         4,636  
Equity securities:
                                                                                       
 
Common stocks, at market value
    4,930       15,558       639       21,127       3.9       18.6       81.4             59       (21,186)        
 
Common stocks available for sale, at market value
                                                          12,227       12,227  
 
Common stocks trading, at market value
                                                          8,959       8,959  
 
Preferred stocks available for sale, at market value
    1,632       760               2,392       0.4       88.8       11.2       10                     2,402  
Mortgage loans on real estate, policy and collateral loans
    19       18,406       4,594       23,019       4.3       65.5       34.5                   (23,019)        
Mortgage loans on real estate, net of allowance
                                              71             14,229       14,300  
Policy loans
                                              2             7,037       7,039  
Collateral and guaranteed loans, net of allowance
                                              1,719       98       1,753       3,570  
Financial services assets:
                                                                                       
 
Flight equipment primarily under operating leases, net of accumulated depreciation
                                              36,245                   36,245  
 
Securities available for sale, at market value
                                              37,511                   37,511  
 
Trading securities, at market value
                                              6,499                   6,499  
 
Spot commodities
                                              92                   92  
 
Unrealized gain on swaps, options and forward transactions
                                              18,695                   18,695  
 
Trading assets
                                              1,204                   1,204  
 
Securities purchased under agreements to resell, at contract value
                                              14,519             28       14,547  
 
Finance receivables, net of allowance
                                              27,995                   27,995  
Securities lending collateral, at market value
    4,931       42,991       11,549       59,471       11.0       87.3       12.7                         59,471  
Other invested assets
    6,272       7,805       10,459       24,536       4.5       85.7       14.3       2,751       8       (28)       27,267  
Short-term investments, at cost
    2,787       6,844       5,815       15,446       2.8       26.1       73.9       1,713       80       (1,897)       15,342  
Cash
                                                          1,897       1,897  
Investment income due and accrued
    1,232       4,073       402       5,707       1.1       56.9       43.1       18       2             5,727  
Real estate, net of accumulated depreciation
    603       2,729       1,710       5,042       0.9       45.2       54.8       24       32             5,098  
 
Total
  $ 94,804     $ 373,404     $ 72,905     $ 541,113       100.0 %     62.3 %     37.7 %   $ 150,375     $ 279     $     $ 691,767  
 
Less:
                                                                                       
 
Cash
    305       989       196       1,490                         331       76             1,897  
 
Investment income due and accrued
    1,232       4,073       402       5,707                         18       2             5,727  
 
Real estate, net of accumulated depreciation
    603       2,729       1,710       5,042                         24       32             5,098  
 
Total investments and financial services assets
  $ 92,664     $ 365,613     $ 70,597     $ 528,874       %     %     %   $ 150,002     $ 169     $     $ 679,045  
 
Certain accounts presented separately in the Consolidated Balance Sheet are combined in the above tables.
46
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
                                                                                           
 
    Life       Percent       As Reported:
    Insurance &       Distribution       Consolidated
    General   Retirement   Asset       Percent       Financial       Balance
(dollars in millions)   Insurance   Services   Management   Total   of Total   Domestic   Foreign   Services   Other   Reclassification*   Sheet
     
2004
                                                                                       
Fixed maturities:
                                                                                       
 
Bonds available for sale, at market value
  $ 44,376     $ 259,602     $ 39,077     $ 343,055       68.5 %     61.2 %     38.8 %   $ 1,344     $     $     $ 344,399  
 
Bonds held to maturity, at amortized cost
    18,294                   18,294       3.7       100.0                               18,294  
 
Bond trading securities, at market value
          600       2,384       2,984       0.6       1.2       98.8                         2,984  
Equity securities:
                                                                                       
 
Common stocks, at market value
    4,165       11,280       177       15,622       3.1       21.9       78.1             44       (15,666)        
 
Common stocks available for sale, at market value
                                                          9,772       9,772  
 
Common stocks trading, at market value
                                                          5,894       5,894  
 
Preferred stocks available for sale, at market value
    1,466       565             2,031       0.4       91.9       8.1       9                   2,040  
Mortgage loans on real estate, policy and collateral loans
    22       16,858       5,093       21,973       4.4       65.6       34.4                   (21,973)        
Mortgage loans on real estate, net of allowance
                                              53             13,093       13,146  
Policy loans
                                              2             7,033       7,035  
Collateral and guaranteed loans, net of allowance
                                              1,456             1,847       3,303  
Financial services assets:
                                                                                       
 
Flight equipment primarily under operating leases, net of accumulated depreciation
                                              32,130                   32,130  
 
Securities available for sale, at market value
                                              31,225                   31,225  
 
Trading securities, at market value
                                              2,746                   2,746  
 
Spot commodities
                                              534                   534  
 
Unrealized gain on swaps, options and forward transactions
                                              22,670                   22,670  
 
Trading assets
                                              3,433                   3,433  
 
Securities purchased under agreements to resell, at contract value
                                              26,272                   26,272  
 
Finance receivables, net of allowance
                                              23,574                   23,574  
Securities lending collateral, at market value
    4,889       34,923       9,357       49,169       9.8       86.7       13.3                         49,169  
Other invested assets
    5,604       7,072       8,316       20,992       4.2       86.7       13.3       2,230       337             23,559  
Short-term investments, at cost
    2,113       5,515       9,679       17,307       3.4       37.1       62.9       799       5       (2,009)       16,102  
Cash
                                                          2,009       2,009  
Investment income due and accrued
    997       4,035       461       5,493       1.1       57.3       42.7       63                   5,556  
Real estate, net of accumulated depreciation
    592       3,007       326       3,925       0.8       22.8       77.2       26       28             3,979  
 
Total
  $ 82,518     $ 343,457     $ 74,870     $ 500,845       100.0 %     63.8 %     36.2 %   $ 148,566     $ 414     $     $ 649,825  
 
Less:
                                                                                       
 
Cash
    290       502       966       1,758                         250       1             2,009  
 
Investment income due and accrued
    997       4,035       461       5,493                         63                   5,556  
 
Real estate, net of accumulated depreciation
    592       3,007       326       3,925                         26       28             3,979  
 
Total investments and financial services assets
  $ 80,639     $ 335,913     $ 73,117     $ 489,669       %     %     %   $ 148,227     $ 385     $     $ 638,281  
 
Certain accounts presented separately in the Consolidated Balance Sheet are combined in the above tables.
Credit Quality
At December 31, 2005, approximately 61 percent of the fixed maturities investments were domestic securities. Approximately 35 percent of such domestic securities were rated AAA by one or more of the principal rating agencies. Approximately six percent were below investment grade or not rated.
    A significant portion of the foreign fixed income portfolio is rated by Moody’s, S&P or similar foreign services. Similar credit quality rating services are not available in all overseas locations. AIG reviews the credit quality of the foreign portfolio nonrated fixed income investments, including mortgages. At December 31, 2005, approximately 19 percent of the foreign fixed income investments were either rated AAA or, on the basis of AIG’s internal analysis, were equivalent from a
AIG  -  Form 10-K/A
47


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
credit standpoint to securities so rated. Approximately five percent were below investment grade or not rated at that date. A large portion of the foreign fixed income portfolio are sovereign fixed maturity securities supporting the policy liabilities in the country of issuance.
    Any fixed income security may be subject to downgrade for a variety of reasons subsequent to any balance sheet date.
Valuation of Invested Assets
AIG has the ability to hold any fixed maturity security to its stated maturity, including those fixed maturity securities classified as available for sale. Therefore, the decision to sell any such fixed maturity security classified as available for sale reflects the judgment of AIG’s management that the security sold is unlikely to provide, on a relative value basis, as attractive a return in the future as alternative securities entailing comparable risks. With respect to distressed securities, the sale decision reflects management’s judgment that the risk-discounted anticipated ultimate recovery is less than the value achievable on sale.
    The valuation of invested assets involves obtaining a market value for each security. The source for the market value is generally from market exchanges or dealer quotations, with the exception of nontraded securities.
    If AIG chooses to hold a security, it evaluates the security for an other-than-temporary impairment in valuation. As a matter of policy, the determination that a security has incurred an other-than-temporary decline in value and the amount of any loss recognition requires the judgment of AIG’s management and a continual review of its investments.
    In general, a security is considered a candidate for other-than-temporary impairment if it meets any of the following criteria:
-   Trading at a significant (25 percent or more) discount to par or amortized cost (if lower) for an extended period of time (nine months or longer);
-   The occurrence of a discrete credit event resulting in (i) the issuer defaulting on a material outstanding obligation; or (ii) the issuer seeking protection from creditors under the bankruptcy laws or any similar laws intended for the court supervised reorganization of insolvent enterprises; or (iii) the issuer proposing a voluntary reorganization pursuant to which creditors are asked to exchange their claims for cash or securities having a fair value substantially lower than par value of their claims; or
-   In the opinion of AIG’s management, it is probable that AIG may not realize a full recovery on its investment, irrespective of the occurrence of one of the foregoing events.
    Once a security has been identified as other-than-temporarily impaired, the amount of such impairment is determined by reference to that security’s contemporaneous market price and recorded as a charge to earnings.
    As a result of these policies, AIG recorded other-than-temporary impairment losses net of taxes of approximately $389 million, $369 million and $1.0 billion in 2005, 2004 and 2003, respectively.
    No impairment charge with respect to any one single credit was significant to AIG’s consolidated financial condition or results of operations, and no individual impairment loss exceeded 1.0 percent of consolidated net income for 2005.
    Excluding the other-than-temporary impairments noted above, the changes in market value for AIG’s available for sale portfolio, which constitutes the vast majority of AIG’s investments, were recorded in accumulated other comprehensive income as unrealized gains or losses, net of tax.
    At December 31, 2005, the fair value of AIG’s fixed maturities and equity securities aggregated to $409.8 billion. At December 31, 2005, aggregate unrealized gains after taxes for fixed maturity and equity securities were $10.5 billion. At December 31, 2005, the aggregate unrealized losses after taxes of fixed maturity and equity securities were approximately $2.6 billion.
    The effect on net income of unrealized losses after taxes will be further mitigated upon realization, because certain realized losses will be charged to participating policyholder accounts, or realization will result in current decreases in the amortization of certain deferred policy acquisition costs.
    At December 31, 2005, unrealized losses for fixed maturity securities and equity securities did not reflect any significant industry concentrations.
The amortized cost of fixed maturities available for sale in an unrealized loss position at December 31, 2005, by contractual maturity, is shown below:
         
 
(in millions)   Amortized Cost
 
Due in one year or less
  $ 3,882  
Due after one year through five years
    25,919  
Due after five years through ten years
    56,204  
Due after ten years
    56,786  
 
Total
  $ 142,791  
 
    In the twelve months ended December 31, 2005, the pretax realized losses incurred with respect to the sale of fixed maturities and equity securities were $1.6 billion. The aggregate fair value of securities sold was $51.7 billion, which was approximately 97 percent of amortized cost. The average period of time that securities sold at a loss during the twelve months ended December 31, 2005 were trading continuously at a price below book value was approximately three months.
48
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
At December 31, 2005, aggregate pretax unrealized gains were $16.1 billion, while the pretax unrealized losses with respect to investment grade bonds, below investment grade bonds and equity securities were $3.3 billion, $404 million and $257 million, respectively. Aging of the pretax unrealized losses with respect to these securities, distributed as a percentage of cost relative to unrealized loss (the extent by which the market value is less than amortized cost or cost), including the number of respective items, was as follows:
                                                                                                   
 
    Less than or equal to   Greater than 20% to   Greater than 50%    
    20% of Cost(a)   50% of Cost(a)   of Cost(a)   Total
                 
Aging   Unrealized   Unrealized   Unrealized   Unrealized
(dollars in millions)   Cost(a)   Loss   Items   Cost(a)   Loss   Items   Cost(a)   Loss   Items   Cost(a)   Loss(b)   Items
 
Investment grade bonds
                                                                                               
 
0-6 months
  $ 101,885     $ 1,984       12,264     $ 36     $ 9       11     $     $           $ 101,921     $ 1,993       12,275  
 
7-12 months
    14,271       426       1,749       1             1                         14,272       426       1,750  
 
>12 months
    19,502       791       2,722       450       107       17       5       3       8       19,957       901       2,747  
 
Total
  $ 135,658     $ 3,201       16,735     $ 487     $ 116       29     $ 5     $ 3       8     $ 136,150     $ 3,320       16,772  
 
Below investment grade bonds
                                                                                               
 
0-6 months
  $ 3,651     $ 129       852     $ 111     $ 29       24     $ 11     $ 6       14     $ 3,773     $ 164       890  
 
7-12 months
    1,524       93       338       139       38       34       2       1       15       1,665       132       387  
 
>12 months
    1,113       84       225       90       24       23                   11       1,203       108       259  
 
Total
  $ 6,288     $ 306       1,415     $ 340     $ 91       81     $ 13     $ 7       40     $ 6,641     $ 404       1,536  
 
Total bonds
                                                                                               
 
0-6 months
  $ 105,536     $ 2,113       13,116     $ 147     $ 38       35     $ 11     $ 6       14     $ 105,694     $ 2,157       13,165  
 
7-12 months
    15,795       519       2,087       140       38       35       2       1       15       15,937       558       2,137  
 
>12 months
    20,615       875       2,947       540       131       40       5       3       19       21,160       1,009       3,006  
 
Total
  $ 141,946     $ 3,507       18,150     $ 827     $ 207       110     $ 18     $ 10       48     $ 142,791     $ 3,724       18,308  
 
Equity securities
                                                                                               
 
0-6 months
  $ 3,041     $ 113       1,109     $ 75     $ 23       71     $ 30     $ 20       42     $ 3,146     $ 156       1,222  
 
7-12 months
    573       41       122       169       45       68       6       4       23       748       90       213  
 
>12 months
    66       4       26       30       6       13       1       1       29       97       11       68  
 
Total
  $ 3,680     $ 158       1,257     $ 274     $ 74       152     $ 37     $ 25       94     $ 3,991     $ 257       1,503  
 
(a) For bonds, represents amortized cost.
 
(b) As more fully described above, upon realization, certain realized losses will be charged to participating policyholder accounts, or realization will result in a current decrease in the amortization of certain deferred policy acquisition costs.
    As stated previously, the valuation for AIG’s investment portfolio comes from market exchanges or dealer quotations, with the exception of nontraded securities. AIG considers nontraded securities to mean certain fixed income investments, certain structured securities, direct private equities, limited partnerships, and hedge funds. The aggregate carrying value of these securities at December 31, 2005 was approximately $62 billion.
    The methodology used to estimate fair value of nontraded fixed income investments is by reference to traded securities with similar attributes and using a matrix pricing methodology. This technique takes into account such factors as the industry, the security’s rating and tenor, its coupon rate, its position in the capital structure of the issuer, and other relevant factors. The change in fair value is recognized as a component of accumulated other comprehensive income, net of tax.
    For certain structured securities, the carrying value is based on an estimate of the security’s future cash flows pursuant to the requirements of Emerging Issues Task Force Issue No. 99-20, “Recognition of Interest Income and Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets.” The change in carrying value is recognized in income.
    Hedge funds and limited partnerships in which AIG holds in the aggregate less than a five percent interest are carried at fair value. The change in fair value is recognized as a component of accumulated other comprehensive income, net of tax.
    With respect to hedge funds and limited partnerships in which AIG holds in the aggregate a five percent or greater interest, AIG uses the equity method to record these investments. The changes in such net asset values are recorded in income.
    AIG obtains the fair value of its investments in limited partnerships and hedge funds from information provided by the general partner or manager of each of these investments, the accounts of which are generally audited on an annual basis.
    Each of these investment categories is tested to determine if impairment in value exists. Various valuation techniques are used with respect to each category in this determination.
Financial Services Operations
AIG’s Financial Services subsidiaries engage in diversified activities including aircraft and equipment leasing, capital markets transactions, consumer finance and insurance premium financing. See also Note 2 of Notes to Consolidated Financial Statements.
AIG  -  Form 10-K/A
49


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
Aircraft Finance
AIG’s Aircraft Finance operations represent the operations of ILFC, which generates its revenues primarily from leasing new and used commercial jet aircraft to domestic and foreign airlines. Revenues also result from the remarketing of commercial jets for its own account, for airlines and for financial institutions.
    ILFC finances its purchases of aircraft primarily through the issuance of a variety of debt instruments. The composite borrowing rates at December 31, 2005, 2004 and 2003 were 5.00 percent, 4.34 percent and 4.53 percent, respectively. See also the discussions under “Capital Resources” and “Liquidity” herein and Notes 2 and 9 of Notes to Consolidated Financial Statements.
    ILFC’s sources of revenue are principally from scheduled and charter airlines and companies associated with the airline industry. The airline industry is sensitive to changes in economic conditions, cyclical and highly competitive. Airlines and related companies may be affected by political or economic instability, terrorist activities, changes in national policy, competitive pressures on certain air carriers, fuel prices and shortages, labor stoppages, insurance costs, recessions, and other political or economic events adversely affecting world or regional trading markets. ILFC’s revenues and income will be affected by its customers’ ability to react and cope with the volatile competitive environment in which they operate, as well as ILFC’s own competitive environment.
    ILFC is exposed to operating loss and liquidity strain through nonperformance of aircraft lessees, through owning aircraft which it would be unable to sell or re-lease at acceptable rates at lease expiration and, in part, through committing to purchase aircraft which it would be unable to lease.
    ILFC manages the risk of nonperformance by its lessees with security deposit requirements, through repossession rights, overhaul requirements, and closely monitoring industry conditions through its marketing force. However, there can be no assurance that ILFC would be able to successfully manage the risks relating to the effect of possible future deterioration in the airline industry. Approximately 90 percent of ILFC’s fleet is leased to non-U.S. carriers, and this fleet, comprised of the most efficient aircraft in the airline industry, continues to be in high demand from such carriers.
    ILFC typically contracts to re-lease aircraft before the end of the existing lease term. For aircraft returned before the end of the lease term, ILFC has generally been able to re-lease such aircraft within two to six months of its return. As a lessor, ILFC considers an aircraft “idle” or “off lease” when the aircraft is not subject to a signed lease agreement or signed letter of intent. ILFC had no aircraft off lease at December 31, 2005. As of March 10, 2006, all new aircraft deliveries in 2006 have been leased, and 76 percent of 2007 new aircraft deliveries have been leased. See also the discussions under “Capital Resources” and “Liquidity” herein.
    ILFC sold two portfolios consisting of 34 and 37 aircraft in 2004 and 2003, respectively, to two trusts connected to securitization transactions. Certain of AIG’s Life Insurance & Retirement Services businesses purchased a large share of the securities issued in connection with these securitizations, which included both debt and equity securities.
    Management formally reviews regularly, and no less frequently than quarterly, issues affecting ILFC’s fleet, including events and circumstances that may cause impairment of aircraft values. Management evaluates aircraft in the fleet as necessary, based on these events and circumstances in accordance with Statement of Financial Accounting Standards No. 144 — “Accounting for the Impairment or Disposal of Long-Lived Assets” (FAS 144). ILFC has not recognized any impairment related to its fleet, as the existing service potential of the aircraft in ILFC’s portfolio has not been diminished. Further, ILFC has been able to re-lease the aircraft without diminution in lease rates to an extent that would require an impairment write-down. See also the discussions under “Liquidity” herein.
Capital Markets
Capital Markets represents the operations of AIGFP, which engages in a wide variety of financial transactions, including standard and customized interest rate, currency, equity, commodity and credit products and structured borrowings through notes, bonds and guaranteed investment agreements. AIGFP also engages in various commodity and foreign exchange trading, and market-making activities.
    As Capital Markets is a transaction-oriented operation, current and past revenues and operating results may not provide a basis for predicting future performance. Also, AIG’s Capital Markets operations may be adversely affected by the downgrades in AIG’s credit ratings. See “Risk Factors — AIG’s Credit Ratings,” in Item 1A. Risk Factors for a further discussion of the potential effect of the rating downgrades on AIG’s Capital Markets businesses.
    AIG’s Capital Markets operations derive substantially all their revenues from hedged financial positions entered in connection with counterparty transactions rather than from speculative transactions. AIGFP participates in the derivatives and financial transactions dealer markets conducting, primarily as principal, an interest rate, currency, equity, commodity, energy and credit products business.
    As a dealer in financial derivatives, AIGFP marks all derivative and trading transactions to fair value daily. Thus, a gain or loss on each transaction is recognized daily. Under GAAP, in certain instances, gains and losses are required to be recorded in earnings immediately, whereas in other instances, they are required to be recognized over the life of the underlying instruments. AIGFP economically hedges the market risks arising from its transactions, although hedge accounting is not currently being applied to any of the derivatives and related assets and liabilities. Accordingly, revenues and operating income are exposed to volatility resulting from differences in the timing of revenue recognition between the derivatives and the hedged assets and liabilities. Revenues and operating income of the Capital Markets operations and the percentage change in these amounts for any given period are also significantly affected by the number, size and profitability of transactions entered into by these subsidiaries during that
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
period relative to those entered into during the prior period. Generally, the realization of trading revenues as measured by the receipt of funds is not a significant reporting event as the gain or loss on AIGFP’s trading transactions is currently reflected in operating income as the fair values change from period to period.
    Derivative transactions are entered into in the ordinary course of Capital Markets operations. Therefore, income on interest rate, currency, equity, commodity, energy and credit derivatives is recorded at fair value, determined by reference to the mark to market value of the derivative or their estimated fair value where market prices are not readily available. The resulting aggregate unrealized gains or losses from the derivative are reflected in the income statement in the current year. Where Capital Markets cannot verify significant model inputs to observable market data and verify the model value to market transactions, Capital Markets values the contract at the transaction price at inception and, consequently, records no initial gain or loss in accordance with Emerging Issues Task Force Issue No. 02-03, “Issues Involved in Accounting for Derivative Contracts Held for Trading Purposes and Contracts Involved in Energy Trading and Risk Management Activities” (EITF 02-03). Such initial gain or loss is recognized over the life of the transaction. Capital Markets periodically reevaluates its revenue recognition under EITF 02-03 based on the observability of market parameters. The mark to fair value of derivative transactions is reflected in the balance sheet in the captions “Unrealized gain on swaps, options and forward transactions,” “Unrealized loss on swaps, options and forward transactions,” “Trading assets” and “Trading liabilities.” Unrealized gains represent the present value of the aggregate of each net receivable by counterparty, and the unrealized losses represent the present value of the aggregate of each net payable by counterparty as of December 31, 2005. These amounts will change from one period to the next due to changes in interest rates, currency rates, equity and commodity prices and other market variables, as well as cash movements, execution of new transactions and the maturing of existing transactions. See also the discussion under “Derivatives” herein and Note 20 of Notes to Consolidated Financial Statements.
    Spread income on investments and borrowings is recorded on an accrual basis over the life of the transaction. Investments are classified as securities available for sale and are marked to market with the resulting unrealized gains or losses reflected in accumulated other comprehensive income. U.S. dollar denominated borrowings are carried at cost, while borrowings in any currency other than the U.S. dollar result in unrealized foreign exchange gains or losses reported in income. AIGFP hedges the economic exposure on its investments and borrowings through its derivatives portfolio. The requirements under FAS 133 hedge accounting were not met for these hedge transactions for the years ending December 31, 2005, 2004 and 2003. Thus, these hedges are marked to fair value with the unrealized gains or losses reported in income.
Consumer Finance
Domestically, AIG’s Consumer Finance operations are principally conducted through AGF. AGF derives a substantial portion of its revenues from finance charges assessed on outstanding mortgages, home equity loans, secured and unsecured consumer loans and retail merchant financing. The real estate loans include first or second mortgages on residential real estate generally having a maximum term of 360 months, and are considered non-conforming. These loans may be closed-end accounts or open-end home equity lines of credit and may be fixed-rate or adjustable rate products. The secured consumer loans are secured by consumer goods, automobiles, or other personal property. Both secured and unsecured consumer loans generally have a maximum term of 60 months. The core of AGF’s originations are sourced through its branches. However, a significant volume of real estate loans are also originated through broker relationships, and to lesser extents, through correspondent relationships and direct mail solicitations.
    Many of AGF’s borrowers are non-conforming, non-prime or sub-prime. Current economic conditions, such as interest rate and employment, have a direct effect on the borrowers’ ability to repay these loans. AGF manages the credit risk inherent in its portfolio by using credit scoring models at the time of credit applications, established underwriting criteria, and in certain cases, individual loan reviews. AGF’s Credit Strategy and Policy Committee monitors the quality of the finance receivables portfolio on a monthly basis when determining the appropriate level of the allowance for finance receivable losses. The Credit Strategy and Policy Committee bases its conclusions on quantitative analyses, qualitative factors, current economic conditions and trends, and each committee member’s experience in the consumer finance industry. Through 2005, the credit quality of AGF’s finance receivables continues to be strong.
    Overseas operations, particularly those in emerging markets, provide credit cards, personal and auto loans, term deposits, savings accounts, sales finance and mortgages.
    Consumer Finance operations are exposed to loss when contractual payments are not received. Credit loss exposure is managed through tight underwriting controls, mix of loans, collateral, and collection efficiency.
AIG  -  Form 10-K/A
51


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
Financial Services operations for 2005, 2004 and 2003 were as follows:
                           
 
(in millions)   2005   2004   2003
 
Revenues(a):
                       
 
Aircraft Finance(b)
  $ 3,578     $ 3,136     $ 2,897  
 
Capital Markets(c)(d)
    3,260       1,278       595  
 
Consumer Finance(e)
    3,613       2,978       2,642  
 
Other
    74       103       108  
 
Total
  $ 10,525     $ 7,495     $ 6,242  
 
Operating income (loss)(a):
                       
 
Aircraft Finance
  $ 679     $ 642     $ 672  
 
Capital Markets(d)
    2,661       662       (188 )
 
Consumer Finance(f)
    901       808       623  
 
Other, including intercompany adjustments
    35       68       75  
 
Total
  $ 4,276     $ 2,180     $ 1,182  
 
(a) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133, including the related foreign exchange gains and losses. For 2005, 2004 and 2003, the effect was $(34) million, $(27) million and $49 million, respectively, in operating income for Aircraft Finance and $2.01 billion, $(122) million and $(1.01) billion in both revenues and operating income for Capital Markets.
 
(b) Revenues are primarily from ILFC aircraft lease rentals.
(c) Revenues, shown net of interest expense, are primarily from hedged financial positions entered into in connection with counterparty transactions and the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133 described in (a) above.
(d) Certain transactions entered into by AIGFP generate tax credits and benefits which are included in income taxes in the consolidated statement of income. The amount of such tax credits and benefits for the years ended December 31, 2005, 2004 and 2003 are $67 million, $107 million and $123 million, respectively.
(e) Revenues are primarily finance charges.
 
(f) Includes $62 million of catastrophe related losses for 2005.
Financial Services Results
Financial Services operating income increased in 2005 compared to 2004 as well as 2004 compared to 2003. Fluctuations in revenues and operating income from quarter to quarter are not unusual because of the transaction-oriented nature of Capital Markets operations and the effect of hedging activities that do not qualify for hedge accounting under FAS 133. The overwhelming majority of AIG’s financial derivatives are conducted by Capital Markets. AIGFP enters into derivate transactions to hedge the interest rate and foreign currency exposures associated with its available for sale assets and borrowings. While the derivatives entered into to hedge its outstanding transactions and positions are highly effective economic hedges, AIG did not meet the requirements for hedge accounting under FAS 133. The change in the fair value of these derivatives is included in other revenues while the offsetting change in fair value of the hedged items is not recognized in earnings.
    The effect of the AIGFP’s derivatives not qualifying for hedge accounting on revenues and operating income in 2005, 2004 and 2003 was $2.01 billion, $(122) million and $(1.01) billion, respectively. The majority of the net gain on AIGFP’s derivatives recognized in 2005 was due to the strengthening of the US dollar against the Euro and British Pound, which resulted in an increase in the fair value of the foreign currency derivatives hedging available for sale securities. To a lesser extent, the net gain was also due to the fall in long-term U.S. interest rates, which resulted in an increase in the fair value of AIGFP’s interest rate derivatives hedging its borrowings. The majority of the net loss on AIGFP’s derivatives recognized in 2004 was due to the weakening of the US dollar against the Euro and British Pound, which resulted in a decrease in the fair value of the foreign currency derivatives hedging available for sale securities. This loss was partially offset by an increase in the fair value of its interest rate derivatives hedging its borrowings as a result of the decrease in long-term U.S. interest rates. The majority of the net loss on AIGFP’s derivatives recognized in 2003 was due to the weakening of the US dollar against the Euro and British Pound, which resulted in a decrease in the fair value of the foreign currency derivatives hedging available for sale securities. To a lesser extent, the net loss was also due to the rise in long-term U.S. interest rates, which resulted in a decrease in the fair value of its interest rate derivatives hedging AIGFP’s borrowings.
    Capital Markets operating income was also negatively affected in 2004 by the costs of the PNC settlement. See Item 3. Legal Proceedings.
    To the extent the Financial Services subsidiaries, other than AIGFP, use derivatives to economically hedge their assets or liabilities with respect to their future cash flows, and such hedges do not qualify for hedge accounting treatment under FAS 133, the changes in fair value of such derivatives are recorded in realized capital gains (losses) or other revenues.
    Financial market conditions in 2005 compared with 2004 were characterized by a general flattening of interest rate yield curves across fixed income markets globally, some tightening of credit spreads and equity valuations that were slightly higher. AIGFP’s 2005 results were adversely affected by customer uncertainty surrounding the negative actions of the rating agencies and the ongoing investigations, as well as the negative effect on its structured notes business of AIG being unable to fully access the capital markets during 2005.
    Financial market conditions in 2004 compared with 2003 were characterized by interest rates which were broadly unchanged across fixed income markets globally, a tightening of credit spreads and higher equity valuations. Capital Markets results in 2004 compared with 2003 reflected a shift in product activity to respond to these conditions.
    The most significant component of Capital Markets operating expenses is compensation, which was approximately $481 million, $497 million and $616 million in 2005, 2004 and 2003, respectively. The amount of compensation was not affected by gains and losses not qualifying for hedge accounting treatment under FAS 133.
    ILFC continued to see net improvements in lease rates, an increase in demand for the newer, modern, fuel efficient aircraft comprising the bulk of ILFC’s fleet, and an increasing
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
level of interest from traditional buyers, third-party investors and debt providers for the purchase of aircraft from ILFC’s extensive lease portfolio. During 2005, ILFC’s revenues and operating income also increased as a result of adding more aircraft to its fleet and earning higher revenues on existing aircraft. However, these increases were offset by increasing interest rates, fewer aircraft sales, and leasing related and other reserves.
    During the fourth quarter of 2004, ATA Airlines and related entities (ATA) filed for protection under Chapter 11 of the U.S. Bankruptcy Code. On the basis of estimates of the probable outcome of the ATA bankruptcy, ILFC recorded pre-tax charges aggregating $54 million in the fourth quarter of 2004 to write down the value of the ATA securities and guarantees.
    Consumer Finance operations, both domestically and internationally, did very well with increased revenues and operating income. Domestically, the Consumer Finance operations had a record year in 2005. The relatively low interest rate environment contributed to a high level of mortgage refinancing activity. Real estate finance receivables increased 21 percent during 2005. Despite high energy costs, the U.S. economy continued to expand during the year improving consumer credit quality. Both AGF’s charge-off ratio and delinquency ratio improved over prior years. However, AGF incurred charges of approximately $62 million for the estimated effect of Hurricane Katrina on customers in the Gulf Coast areas affected by the storm. A new bankruptcy law went into effect in October 2005. Consumers, including some of AGF’s customers, filed for personal bankruptcy protection under the old law in record numbers in third quarter 2005 ahead of the new law’s effective date. AGF does not anticipate a significant effect on its earnings from this new law because 80 percent of its finance receivables are real estate loans with adequate collateral and conservative loan-to-value ratios.
    Foreign Consumer Finance operations performed well, as the operations in Poland, Argentina and AIG Federal Savings Bank recorded strong earnings growth. The Hong Kong businesses experienced solid loan and earnings growth in a strengthening economy.
    Financial Services operating income represented 28 percent of AIG’s consolidated income before income taxes, minority interest and cumulative effect of accounting changes in 2005. This compares to 15 percent and 10 percent in 2004 and 2003, respectively. The increase in contribution percentage in 2005 compared to 2004 and 2003 was primarily due to the fluctuation in earnings resulting from derivatives that did not qualify for hedge accounting under FAS 133 and the reduction in General Insurance operating income in 2005.
Financial Services Invested Assets
The following table is a summary of the composition of AIG’s Financial Services invested assets at December 31, 2005 and 2004. See also the discussions under “Operating Review — Financial Services Operations”, “Capital Resources” and “Derivatives” herein.
                                 
 
    2005   2004
         
    Invested   Percent of   Invested   Percent of
(dollars in millions)   Assets   Total   Assets   Total
 
Flight equipment primarily under operating leases, net of accumulated depreciation
  $ 36,245       24.1 %   $ 32,130       21.6 %
Finance receivables, net of allowance
    27,995       18.6       23,574       15.9  
Unrealized gain on swaps, options and forward transactions
    18,695       12.4       22,670       15.3  
Securities available for sale, at market value
    37,511       24.9       31,225       21.0  
Trading securities, at market value
    6,499       4.3       2,746       1.8  
Securities purchased under agreements to resell, at contract value
    14,519       9.7       26,272       17.7  
Trading assets
    1,204       0.8       3,433       2.3  
Spot commodities
    92       0.1       534       0.4  
Other, including short-term investments
    7,615       5.1       5,982       4.0  
 
Total
  $ 150,375       100.0 %   $ 148,566       100.0 %
 
    As previously discussed, the cash used for the purchase of flight equipment is derived primarily from the proceeds of ILFC’s debt financings. The primary sources for the repayment of this debt and the interest expense thereon are the cash flow from operations, proceeds from the sale of flight equipment and the rollover and refinancing of the prior debt. During 2005, ILFC acquired flight equipment costing $6.19 billion. See also the discussion under “Operating Review — Financial Services Operations” and “Capital Resources” herein.
    At December 31, 2005, ILFC had committed to purchase 338 new and used aircraft deliverable from 2006 through 2015 at an estimated aggregate purchase price of $23.3 billion and had options to purchase 16 new aircraft at an estimated aggregate purchase price of $1.5 billion. As of March 10, 2006, ILFC has entered into leases for all of the new aircraft to be delivered in 2006, 65 of 85 of the new aircraft to be delivered in 2007 and 11 of 155 of the new aircraft to be delivered subsequent to 2007. ILFC will be required to find customers for any aircraft currently on order and any aircraft to be ordered, and it must arrange financing for portions of the purchase price of such equipment. ILFC has been successful to date both in placing its new aircraft on lease or under sales contract and obtaining adequate financing, but there can be no assurance that such success will continue in future environments.
    AIG’s Consumer Finance operations provide a wide variety of consumer finance products, including real estate mortgages,
AIG  -  Form 10-K/A
53


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
credit cards, consumer loans, retail sales finance and credit-related insurance to customers both domestically and overseas, particularly in emerging markets. These products are funded through a combination of deposits and various borrowings including commercial paper and medium term notes. AIG’s Consumer Finance operations are exposed to credit risk and risk of loss resulting from adverse fluctuations in interest rates. Over half of the loan balance is related to real estate loans which are substantially collateralized by the related properties.
    With respect to credit losses, the allowance for finance receivable losses is maintained at a level considered adequate to absorb anticipated credit losses existing in that portfolio.
    Capital Markets derivative transactions are carried at market value or at estimated fair value when market prices are not readily available. AIGFP reduces its economic risk exposure through similarly valued offsetting transactions including swaps, trading securities, options, forwards and futures. The estimated fair values of these transactions represent assessments of the present value of expected future cash flows. These transactions are exposed to liquidity risk if AIGFP were required to sell or close out the transactions prior to maturity. AIG believes that the effect of any such event would not be significant to AIG’s financial condition or its overall liquidity. See also the discussion under “Operating Review — Financial Services Operations” and “Derivatives” herein.
    AIGFP uses the proceeds from the issuance of notes, bonds and GIA borrowings to invest in a diversified portfolio of securities, including securities available for sale, at market, and derivative transactions. The funds may also be temporarily invested in securities purchased under agreements to resell. The proceeds from the disposal of the aforementioned securities available for sale and securities purchased under agreements to resell have been used to fund the maturing GIAs or other AIGFP financings, or invest in new assets. See also the discussion under “Capital Resources” herein.
    Securities available for sale is predominately a portfolio of fixed income securities, where the individual securities have varying degrees of credit risk. At December 31, 2005, the average credit rating of this portfolio was AA+ or the equivalent thereto as determined through rating agencies or internal review. AIGFP has also entered into credit derivative transactions to economically hedge its credit risk associated with $125 million of these securities. Securities deemed below investment grade at December 31, 2005 amounted to approximately $166 million in fair value representing 0.4 percent of the total AIGFP securities available for sale. There have been no significant downgrades through March 1, 2006. If its securities available for sale portfolio were to suffer significant default and the collateral held declined significantly in value with no replacement or the credit default swap counterparty failed to perform, AIGFP could have a liquidity strain. AIG guarantees AIGFP’s payment obligations, including its debt obligations.
    AIGFP’s risk management objective is to minimize interest rate, currency, commodity and equity risks associated with its securities available for sale. That is, when AIGFP purchases a security for its securities available for sale investment portfolio, it simultaneously enters into an offsetting internal hedge such that the payment terms of the hedging transaction offset the payment terms of the investment security, which achieves the economic result of converting the return on the underlying security to U.S. dollar LIBOR plus or minus a spread based on the underlying profit on each security on the initial trade date. The market risk associated with such internal hedges is managed on a portfolio basis, with third-party hedging transactions executed as necessary. As hedge accounting treatment is not achieved in accordance with FAS 133, the unrealized gains and losses on the securities related economic hedges are reflected in operating income, whereas the unrealized gains and losses on the underlying securities resulting from changes in interest rates, currency rates, commodity and equity prices, are recorded in accumulated other comprehensive income. When a security is sold, the related hedging transaction is terminated, and the realized gain or loss with respect to this security is then recorded in operating income.
    Securities purchased under agreements to resell are treated as collateralized financing transactions. AIGFP takes possession of or obtains a security interest in securities purchased under agreements to resell. AIGFP further minimizes its credit risk by monitoring counterparty credit exposure and, when it deems necessary, it requires additional collateral to be deposited.
    AIGFP also conducts, as principal, trading activities in foreign exchange, and commodities, primarily precious metals. AIGFP owns inventories in the commodities, which it records at the lower of cost or market, in which it trades and may reduce the exposure to market risk through the use of swaps, forwards, futures, and option contracts. AIGFP uses derivatives to manage the economic exposure of its various trading positions and transactions from adverse movements of interest rates, foreign currency exchange rates and commodity prices. AIGFP supports its trading activities largely through trading liabilities, unrealized losses on swaps, short-term borrowings, securities sold under agreements to repurchase and securities and commodities sold but not yet purchased. See also the discussions under “Capital Resources” herein and Note 20 of Notes to Consolidated Financial Statements.
    Trading securities, at market value, and securities and spot commodities sold but not yet purchased, at market value, are marked to market daily with the unrealized gain or loss being recognized in income at that time. These trading securities are held to meet the short-term risk management objectives of Capital Markets operations.
The gross unrealized gains and gross unrealized losses of Capital Markets operations included in the financial services assets and liabilities at December 31, 2005 were as follows:
                 
 
    Gross   Gross
    Unrealized   Unrealized
(in millions)   Gains   Losses
 
Securities available for sale, at market value(a)
  $ 802     $ 863  
Unrealized gain/loss on swaps, options and forward transactions(b)
    18,695       12,740  
 
(a) See also Note 8(h) of Notes to Consolidated Financial Statements.
 
(b) These amounts are also presented as the respective balance sheet amounts.
54
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
    The senior management of AIG defines the policies and establishes general operating parameters for Capital Markets operations. AIG’s senior management has established various oversight committees to review the various financial market, operational and credit issues of the Capital Markets operations. The senior management of AIGFP reports the results of its operations to and reviews future strategies with AIG’s senior management.
    AIGFP actively manages the exposures to limit potential losses, while maximizing the rewards afforded by these business opportunities. In doing so, AIGFP must continually manage a variety of exposures including credit, market, liquidity, operational and legal risks.
    AIGFP held a large portfolio of privately negotiated financing transactions with institutional counterparties in the United Kingdom. Certain provisions in the UK Finance Bill that was published by the House of Commons on March 22, 2005 caused AIGFP’s counterparties to exercise early unwind rights and terminate these transactions during the first and second quarters of 2005. Although the unwinding of these transactions did not cause AIGFP to suffer any losses, the unwinds did result in AIGFP not realizing spread income that AIGFP expected it would have realized had the transactions remained outstanding. The aggregate reduction in 2005 operating income attributable to such foregone accrual earnings was approximately $75 million.
Asset Management Operations
AIG’s Asset Management operations comprise a wide variety of investment-related services and investment products including institutional and retail asset management, broker dealer services and spread-based investment business from the sale of GICs. Such services and products are offered to individuals and institutions both domestically and overseas.
    As discussed above, AIG Retirement Services operations are reported with Life Insurance operations. Therefore, Asset Management operations represent the results of AIG’s asset management and brokerage services operations, mutual fund operations and the foreign and domestic GIC operations.
Asset Management revenues and operating income for 2005, 2004 and 2003 were as follows:
                           
 
(in millions)   2005   2004   2003
 
Revenues:
                       
 
Guaranteed Investment Contracts
  $ 3,547     $ 3,192     $ 2,619  
 
Institutional Asset
Management
    1,195       1,049       671  
 
Brokerage Services and Mutual Funds
    257       249       206  
 
Other
    326       224       155  
 
Total
  $ 5,325     $ 4,714     $ 3,651  
 
Operating income:
                       
 
Guaranteed Investment Contracts(a)
  $ 1,185     $ 1,328     $ 885  
 
Institutional Asset Management(b)
    686       515       227  
 
Brokerage Services and Mutual Funds
    66       70       60  
 
Other
    316       212       144  
 
Total
  $ 2,253     $ 2,125     $ 1,316  
 
(a)  The effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133 was $149 million, $313 million and $230 million for 2005, 2004 and 2003, respectively.
 (b)  Includes the results of certain AIG managed private equity and real estate funds that are consolidated effective December 31, 2003 pursuant to FIN46R, “Consolidation of Variable Interest Entities”. For 2005 and 2004, operating income includes $261 million and $195 million of third-party limited partner earnings offset in Minority interest expense.
Asset Management Results
Asset Management operating income increased in 2005 as a result of a diversified global product portfolio. The operating income growth was driven by growth in institutional assets under management and the associated fee revenue along with strong realized gains on sales of real estate investments and performance fees earned on various private equity investments. The level of gains and performance based fees are contingent upon various fund closings, maturity levels and market conditions, and by their nature, are not predictable. Therefore, the effect on the segment’s future earnings may vary from period to period. The revenues and operating income with respect to the segment are largely affected by the general conditions in the equity and credit markets. The increases in full year segment results were achieved despite the run-off of the existing GIC portfolio and the delay in launching AIG’s domestic matched investment program. GICs are sold domestically and abroad to both institutions and individuals. These products are written on an opportunistic basis when market conditions are favorable. A significant portion of the GIC portfolio consists of floating rate obligations. AIG has entered into hedges to manage against increases in short-term interest rates. AIG continues to believe these hedges are economically effective but do not qualify for hedge accounting under FAS 133. As a result, continued increases in short-term interest rates will negatively affect operating income in this segment. A positive benefit to realized capital gains (losses) will offset any negative trend in operating income. GIC revenues include income from SunAmerica partnerships supporting the GIC line of business and are significantly affected by performance in the equity markets. Thus, revenues, operating income and cash flow attributable to GICs will vary from one reporting period to the next. The decline in GIC operating income compared to 2004 reflects tighter spreads in the GIC portfolio, partially offset by improved partnership returns. Spread compression has occurred as the base portfolio yield declined due to an increase in the cost of funds in the short-term floating rate portion of the GIC portfolio, only
AIG  -  Form 10-K/A
55


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
partially offset by increased investment income from the floating rate assets backing the portfolio.
    In September 2005, AIG launched a $10 billion matched investment program in the Euromarkets under which AIG debt securities will be issued. AIG also expects to launch a matched investment program in the domestic market which, along with the Euro program, will become AIG’s principal spread-based investment activity. However, in light of recent developments, the timing of the launch of the domestic program is uncertain. Because AIG’s credit spreads in the capital markets have widened following the ratings declines, there may be a reduction in the earnings on new business in AIG’s institutional spread based funding business.
    Asset Management operating income represented 15 percent of AIG’s consolidated income before income taxes, minority interest and cumulative effect of accounting changes in 2005. This compares to 14 percent and 11 percent in 2004 and 2003, respectively.
    At December 31, 2005, AIG’s third-party assets under management, including both retail mutual funds and institutional accounts, was approximately $62 billion compared to $51 billion at year end 2004. The aggregate GIC reserve was $48.8 billion at December 31, 2005 compared to $53.8 billion at year end 2004.
Other Operations
Other operations include AIG’s equity in certain partially owned companies, the distributions on the liabilities connected to trust preferred stock, as well as the unallocated corporate expenses of the parent holding company and other miscellaneous income and expenses. Other income (loss) amounted to $(2.48) billion, $(560) million and $(1.90) billion in 2005, 2004 and 2003, respectively. AIG’s equity in certain partially owned subsidiaries includes $312 million and $96 million in catastrophe losses in 2005 and 2004, respectively. Included in the 2005 amount is approximately $1.6 billion for the settlements described under Item 3. Legal Proceedings. See also Notes 12(i) and 24 of Notes to Consolidated Financial Statements.
    Other realized capital gains (losses) amounted to $225 million, $(227) million and $(643) million for 2005, 2004 and 2003, respectively.
Capital Resources
At December 31, 2005, AIG had total consolidated shareholders’ equity of $86.32 billion and total consolidated borrowings of $109.85 billion. At that date, $99.42 billion of such borrowings were either not guaranteed by AIG or were matched borrowings under obligations of guaranteed investment agreements (GIAs), liabilities connected to trust preferred stock, or matched notes and bonds payable.
Borrowings
At December 31, 2005, AIG’s net borrowings were $10.43 billion after reflecting amounts that were matched borrowings under AIGFP’s obligations of GIAs, matched notes and bonds payable, amounts not guaranteed by AIG and liabilities connected to trust preferred stock. The following table summarizes borrowings outstanding at December 31, 2005 and 2004:
                   
 
December 31,
(in millions)   2005   2004
 
AIG’s net borrowings
  $ 10,425     $ 8,498  
Liabilities connected to trust preferred stock
    1,391       1,489  
AIGFP
               
 
GIAs
    20,811       18,919  
 
Matched notes and bonds payable
    24,950       22,257  
Borrowings not guaranteed by AIG
    52,272       45,736  
 
Total debt
  $ 109,849     $ 96,899  
 
Borrowings issued or guaranteed by AIG and those borrowings not guaranteed by AIG at December 31, 2005 and 2004 were as follows:
                   
 
December 31,
(in millions)   2005   2004
 
AIG borrowings:
               
 
Medium term notes
  $ 112     $ 667  
 
Notes and bonds payable
    4,495       2,980  
 
Loans and mortgages payable
    814       349  
 
 
Total
    5,421       3,996  
 
Borrowings guaranteed by AIG:
               
AIGFP
               
 
GIAs
    20,811       18,919  
 
Notes and bonds payable
    26,463       22,695  
 
 
Total
    47,274       41,614  
 
AIG Funding, Inc. commercial paper
    2,694       2,969  
 
AGC Notes and bonds payable
    797       1,095  
 
Liabilities connected to trust preferred stock
    1,391       1,489  
 
Total borrowings issued or
guaranteed by AIG
    57,577       51,163  
 
Borrowings not guaranteed by AIG:
               
ILFC
               
 
Commercial paper
    2,615       2,670  
 
Medium term notes
    4,689       5,972  
 
Notes and bonds payable(a)
    19,026       15,734  
 
Loans and mortgages payable
          40 (b )
 
 
Total
    26,330       24,416  
 
AGF
               
 
Commercial paper
    3,423       3,686  
 
Medium term notes
    17,736       13,709  
 
Notes and bonds payable
    983       1,585  
 
 
Total
    22,142       18,980  
 
                 
(continued)
56
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
                   
 
December 31,
(in millions)   2005   2004
 
Commercial paper:
               
 
AIG Credit Card Company (Taiwan)
    476       359  
 
AIG Finance (Taiwan) Limited
          9  
 
 
Total
    476       368  
 
Loans and mortgages payable:
               
 
AIGCFG
    864       792  
 
AIG Finance (Hong Kong) Limited
    183       49  
 
 
Total
    1,047       841  
 
Other Subsidiaries
    927       832  
 
Variable Interest Entity debt:
               
 
AIG Global Investment Group
    140       165  
 
AIG Global Real Estate Investment
    977       8  
 
AIG SunAmerica
    233       126  
 
 
Total
    1,350       299  
 
Total borrowings not guaranteed by AIG
    52,272       45,736  
 
Total debt
  $ 109,849     $ 96,899  
 
(a) Includes borrowings under Export Credit Facility of $2.6 billion.
 
(b) Represents capital lease obligations.
    For a description of the effects on AIG’s capital resources, including the cost of borrowing, of recent downgrades and rating actions by the major rating agencies, see the discussion under “Outlook” herein and “Risk Factors — AIG’s Credit Ratings,” in Item 1A. Risk Factors as well as Note 9 of Notes to Consolidated Financial Statements.
    During 2005, AIG did not issue any medium term notes, and $555 million of previously issued notes matured.
    On September 30, 2005, AIG sold $1.5 billion principal amount of notes in a Rule 144A/ Regulation S offering, $500 million of which bear interest at a rate of 4.700 percent per annum and mature in 2010 and $1.0 billion of which bear interest at a rate of 5.05 percent per annum and mature in 2015. The notes are senior unsecured obligations of AIG and rank equally with all of AIG’s other senior debt outstanding. AIG has agreed to use commercially reasonable efforts to consummate an exchange offer for the notes pursuant to an effective registration statement within 360 days of the date on which the notes were issued.
    AIG intends to continue its customary practice of issuing debt securities from time to time to meet its financing needs and those of certain of its subsidiaries for general corporate purposes, as well as for a matched investment program.
    In September 2005, AIG entered into loan agreements with third-party banks and borrowed a total of $600 million under the loan agreements on an unsecured basis, $500 million of which matures in August 2006 but can be extended by AIG for an additional seven-month period and $100 million of which matures in September 2006.
    AIGFP uses the proceeds from the issuance of notes and bonds and GIA borrowings to invest in a diversified portfolio of securities and derivative transactions. The borrowings may also be temporarily invested in securities purchased under agreements to resell. AIG guarantees the obligations of AIGFP under AIGFP’s notes and bonds and GIA borrowings. See also the discussions under “Operating Review,” “Liquidity” and “Derivatives” herein and Notes 1, 8, 9 and 20 of Notes to Consolidated Financial Statements.
    AIGFP has a Euro Medium Term Note Program under which an aggregate nominal amount of up to $10.0 billion of notes may be outstanding at any one time. The program provides that additional notes may be issued to replace matured or redeemed notes. As of December 31, 2005, $3.48 billion of notes were outstanding under the program, including $221 million resulting from foreign exchange translation into U.S. dollars. Notes issued under this program are included in Notes and Bonds Payable in the preceding table of borrowings.
    AIG Funding, Inc. (AIG Funding), through the issuance of commercial paper, helps fulfill the short-term cash requirements of AIG and its subsidiaries. AIG Funding intends to continue to meet AIG’s funding requirements through the issuance of commercial paper guaranteed by AIG. The issuance of AIG Funding’s commercial paper is subject to the approval of AIG’s Board of Directors.
    AIG and AIG Funding are parties to unsecured syndicated revolving credit facilities aggregating $2.75 billion, consisting of $1.375 billion in a 364-day revolving credit facility that expires in July of 2006 and $1.375 billion in a five-year revolving credit facility that expires in July of 2010. The 364-day facility allows for the conversion by AIG of any outstanding loans at expiration into one-year term loans. The facilities can be used for general corporate purposes and also to provide backup for AIG’s commercial paper programs administered by AIG Funding. AIG expects to replace or extend these credit facilities on or prior to their expiration. There are currently no borrowings outstanding under these facilities, nor were any borrowings outstanding as of December 31, 2005.
    In November 2005, AIG and AIG Funding entered into a 364-day revolving credit facility for an aggregate amount of $3 billion, which can be drawn in the form of loans or letters of credit. The credit facility expires in November 2006 but allows for the issuance of letters of credit with terms of up to ten years and provides for the conversion by AIG of any outstanding loans at expiration into one-year term loans. The facility can be used for general corporate purposes, including providing backup for AIG’s commercial paper programs administered by AIG Funding and obtaining letters of credit to secure obligations under insurance and reinsurance transactions. There are currently no loans outstanding under the facility, nor were any loans outstanding as of December 31, 2005. As of such dates, $1.14 billion was available to be drawn under the facility, with the remainder having been drawn in the form of letters of credit.
    AIG is also a party to an unsecured 364-day inter-company revolving credit facility provided by certain of its subsidiaries aggregating $2 billion that expires in October of 2006. The facility allows for the conversion of any outstanding loans at expiration into one-year term loans. The facility can be used for general corporate purposes and also to provide backup for AIG’s commercial paper programs. AIG expects to replace or extend this credit facility on or prior to its expiration. There are currently no borrowings outstanding under the inter-
AIG  -  Form 10-K/A
57


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
company facility, nor were any borrowings outstanding as of December 31, 2005.
    As of November 2001, AIG guaranteed the notes and bonds of AGC. During 2005, $300 million of previously issued notes matured.
    ILFC fulfills its short term cash requirements through the issuance of commercial paper. The issuance of commercial paper is subject to the approval of ILFC’s Board of Directors. The commercial paper issued by ILFC is not guaranteed by AIG. ILFC is a party to unsecured syndicated revolving credit facilities aggregating $6.0 billion at December 31, 2005. The facilities can be used for general corporate purposes and also to provide backup for ILFC’s commercial paper program. They consist of $2.0 billion in a 364-day revolving credit facility that expires in October 2006, with a one-year term out option, $2.0 billion in a five-year revolving credit facility that expires in October 2009 and $2.0 billion in a five-year revolving credit facility that expires in October 2010. ILFC expects to replace or extend these credit facilities on or prior to their expiration. There are currently no borrowings outstanding under these facilities, nor were any borrowings outstanding as of December 31, 2005.
    ILFC was a party to two 180-day revolving credit facilities aggregating to $1.0 billion, each of which expired in 2005.
    At December 31 2005, ILFC had increased the aggregate principal amount outstanding of its medium term and long-term notes. The foreign exchange adjustment for the foreign currency denominated debt was $197 million at December 31, 2005 and $1.2 billion at December 31, 2004. ILFC had $13.13 billion of debt securities registered for public sale at December 31, 2005. As of December 31, 2005, $8.66 billion of debt securities were issued. In addition, ILFC has a Euro Medium Term Note Program for $7.0 billion, under which $4.98 billion in notes were sold through December 31, 2005. ILFC has substantially eliminated the currency exposure arising from foreign-currency denominated notes by economically hedging that portion of the note exposure not already offset by Euro denominated operating lease payments, although such hedges do not qualify for hedge accounting treatment under FAS 133. Notes issued under this program are included in Notes and Bonds Payable in the preceding table of borrowings.
    ILFC had a $4.3 billion Export Credit Facility (ECA) for use in connection with the purchase of approximately 75 aircraft delivered through 2001. This facility was guaranteed by various European Export Credit Agencies. The interest rate varies from 5.75 percent to 5.90 percent on these amortizing ten-year borrowings depending on the delivery date of the aircraft. At December 31, 2005, ILFC had $1.2 billion outstanding under this facility. The debt is collateralized by a pledge of the shares of a subsidiary of ILFC, which holds title to the aircraft financed under the facility.
    In May 2004, ILFC entered into a similarly structured ECA for up to a maximum of $2.64 billion for Airbus aircraft to be delivered through May 31, 2005. The facility has since been extended to include aircraft to be delivered through May 31, 2006. The facility becomes available as the various European Export Credit Agencies provide their guarantees for aircraft based on a six-month forward-looking calendar, and the interest rate is determined through a bid process. At December 31, 2005, ILFC had $1.4 billion outstanding under this facility. Borrowings with respect to these facilities are included in Notes and Bonds Payable in the preceding table of borrowings.
    In August 2004, ILFC received a commitment for an Ex-Im Bank comprehensive guarantee in the amount of $1.68 billion to support the financing of up to 30 new Boeing aircraft. The initial delivery period from September 1, 2004 through August 31, 2005 has been extended by ILFC to August 31, 2006. ILFC did not have any borrowings outstanding under this facility at December 31, 2005. From time to time, ILFC enters into various bank financings. As of December 31, 2005 the total funded amount was $1.4 billion. The financings mature through 2010. One tranche of one of the loans totaling $410 million was funded in Japanese yen and swapped to U.S. dollars.
    In December of 2005, ILFC entered into two tranches of junior subordinated debt totaling $1.0 billion. Both mature on December 21, 2065, but each tranche has a different call option. The $600 million tranche has a call date of December 21, 2010 and the $400 million tranche has a call date of December 21, 2015. The note with the 2010 call date has a fixed interest rate of 5.90 percent for the first five years. The note with the 2015 call date has a fixed interest rate of 6.25 percent for the first ten years. Both tranches have interest rate adjustments if the call option is not exercised. The new interest rate is a floating quarterly reset rate based on the initial credit spread plus the highest of (i) 3 month LIBOR, (ii) 10-year constant maturity treasury and (iii) 30-year constant maturity treasury.
    The proceeds of ILFC’s debt financing are primarily used to purchase flight equipment, including progress payments during the construction phase. The primary sources for the repayment of this debt and the interest expense thereon are the cash flow from operations, proceeds from the sale of flight equipment and the rollover and refinancing of the prior debt. AIG does not guarantee the debt obligations of ILFC. See also the discussions under “Operating Review” and “Liquidity” herein.
    AGF fulfills its short term cash requirements through the issuance of commercial paper. The issuance of commercial paper is subject to the approval of AGF’s Board of Directors. The commercial paper issued by AGF is not guaranteed by AIG. AGF is a party to unsecured syndicated revolving credit facilities which, as of December 31, 2005 aggregated to $4.25 billion, consisting of $2.125 billion in a 364-day revolving credit facility that expires in July 2006 and $2.125 billion in a five-year revolving credit facility that expires in July 2010. The 364-day facility allows for the conversion by AGF of any outstanding loan at expiration into a one-year term loan. The facilities can be used for general corporate purposes and also to provide backup for AGF’s commercial paper programs. AGF expects to replace or extend these credit facilities on or prior to their expiration. There are currently no borrowings under these AGF facilities, nor were any borrowings outstanding as of December 31, 2005.
    During 2005, AGF issued $5.44 billion of fixed rate and variable rate medium term notes ranging in maturities from
58
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
two to ten years. As of December 31, 2005, notes aggregating $17.74 billion were outstanding with maturity dates ranging from 2006 to 2015 at interest rates ranging from 1.65 percent to 7.50 percent. To the extent deemed appropriate, AGF may enter into swap transactions to manage its effective borrowing with respect to these notes.
    AGF’s other funding sources include private placement debt, retail note issuances and bank financings. In addition, AGF has become an established issuer of long-term debt in the international capital markets.
    In addition to debt refinancing activities, proceeds from the collection of finance receivables will be used to pay the principal and interest with respect to AGF’s debt. AIG does not guarantee any of the debt obligations of AGF. See also the discussion under “Operating Review — Financial Services Operations” and “Liquidity” herein.
    AIG Credit Card Company (Taiwan) and AIG Finance (Taiwan) Limited, both consumer finance subsidiaries in Taiwan, have issued commercial paper for the funding of their own operations. AIG does not guarantee the commercial paper issued by these subsidiaries. See also the discussion under “Derivatives” herein and Note 9 of Notes to Consolidated Financial Statements.
Contractual Obligations and Other Commercial Commitments
The maturity schedule of AIG’s contractual obligations at December 31, 2005 was as follows:
                                         
 
    Payments due by Period
     
    Less   One   Four    
    Than   Through   Through   After
    Total   One   Three   Five   Five
(in millions)   Payments   Year   Years   Years   Years
 
Borrowings(a)
  $ 99,291     $ 31,504     $ 20,717     $ 16,886     $ 30,184  
Loss reserves(b)
    77,169       21,221       23,537       11,191       21,220  
Insurance and investment contract liabilities (c)
    596,575       27,445       45,347       42,863       480,920  
Operating leases
    2,734       573       761       468       932  
Aircraft purchase commitments
    23,320       6,037       10,524       3,775       2,984  
 
Total
  $ 799,089     $ 86,780     $ 100,886     $ 75,183     $ 536,240  
 
(a) Excludes commercial paper and obligations included as debt pursuant to FIN46R. See also Note 9 of Notes to Consolidated Financial Statements.
 
(b) Represents future loss and loss adjustment expense payments estimated based on historical loss development payment patterns.
(c) Insurance and investment contract liabilities include various investment-type products with contractually scheduled maturities including periodic payments of a term certain nature and guaranteed maturities under guaranteed investment contracts. Insurance and investment contract liabilities also include benefit and claim liabilities, of which a significant portion represents policies and contracts that do not have stated contractual maturity dates and may not result in any future payment obligation. For these policies and contracts (i) AIG is currently not making payments until the occurrence of an insurable event, such as death or disability, (ii) payments are conditional on survivorship, or (iii) the occurrence of a payment due to surrender or other non-scheduled event out of AIG’s control. AIG has made significant assumptions to determine the estimated undiscounted cash flows of these contractual policy benefits which include mortality, morbidity, future lapse rates, expenses, investment returns and interest crediting rates, offset by expected future deposits and premium on in-force policies. Due to the significance of the assumptions used, the amounts presented could be materially different from actual required payments. The amounts presented in this table are undiscounted and therefore exceed the future policy benefits and policyholder contract deposits included in the balance sheet.
AIG  -  Form 10-K/A
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
The maturity schedule of AIG’s other commercial commitments by segment at December 31, 2005 was as follows:
                                           
 
    Amount of Commitment Expiration
     
    Less   One   Four    
    Total   Than   Through   Through   After
    Amounts   One   Three   Five   Five
(in millions)   Committed   Year   Years   Years   Years
 
Letters of credit:
                                       
 
Life Insurance & Retirement Services
  $ 185     $ 53     $ 9     $ 22     $ 101  
 
DBG
    188       188                    
Standby letters of credit:
                                       
 
Capital Markets
    1,758       8       52       70       1,628  
Guarantees:
                                       
 
Life Insurance & Retirement Services(a)
    3,456       109       400             2,947  
 
Aircraft Finance
    147       51       14             82  
 
Asset Management
    82       27       9       46        
 
Parent Company(b)
    393       392       1              
Other commercial commitments(c):
                                       
 
Capital Markets(d)
    10,932       2,241       1,734       789       6,168  
 
Aircraft Finance(e)
    1,883             131       868       884  
 
Life Insurance & Retirement Services(f)
    3,505       626       1,286       748       845  
 
Asset Management
    607       437       155       15        
 
DBG(g)
    1,334                         1,334  
 
Total
  $ 24,470     $ 4,132     $ 3,791     $ 2,558     $ 13,989  
 
(a) Primarily AIG SunAmerica construction guarantees connected to affordable housing investments.
 
(b) Represents reimbursement obligations under letters of credit issued by commercial banks.
 
(c) Excludes commitments with respect to pension plans. The annual pension contribution for 2006 is expected to be approximately $70 million for U.S. and non-U.S. plans. See also Note 15 of Notes to Consolidated Financial Statements.
 
(d) Primarily liquidity facilities provided in connection with certain municipal swap transactions and collateralized bond obligations.
 
(e) Primarily in connection with options to acquire aircraft.
 
(f) Primarily AIG SunAmerica commitments to invest in partnerships.
 
(g) Primarily commitments to invest in limited partnerships.
    “Rating triggers” have been defined by one independent rating agency to include clauses or agreements the outcome of which depends upon the level of ratings maintained by one or more rating agencies. Rating triggers generally relate to events which (i) could result in the termination or limitation of credit availability, or require accelerated repayment, (ii) could result in the termination of business contracts or (iii) could require a company to post collateral for the benefit of counterparties.
    AIG believes that any of its or its subsidiaries’ contractual obligations that are subject to “ratings triggers” or financial covenants relating to “ratings triggers” would not have a material adverse effect on its financial condition or liquidity.
    As a result of the downgrades of AIG’s long-term senior debt ratings, AIG was required to post approximately $1.16 billion of collateral with counterparties to municipal guaranteed investment contracts and financial derivatives transactions. In the event of a further downgrade, AIG will be required to post additional collateral. It is estimated that, as of the close of business on February 28, 2006, based on AIG’s outstanding municipal guaranteed investment agreements and financial derivatives transactions as of such date, a further downgrade of AIG’s long-term senior debt ratings to ‘Aa3’ by Moody’s or ‘AA-’ by S&P would permit counterparties to call for approximately $962 million of additional collateral. Further, additional downgrades could result in requirements for substantial additional collateral, which could have a material effect on how AIG manages its liquidity. The actual amount of additional collateral that AIG would be required to post to counterparties in the event of such downgrades depends on market conditions, the market value of the outstanding affected transactions and other factors prevailing at the time of the downgrade. Additional obligations to post collateral will increase the demand on AIG’s liquidity.
Shareholders’ Equity
AIG’s consolidated shareholders’ equity increased $6.64 billion during 2005. During 2005, retained earnings increased $8.86 billion, resulting from net income less dividends. Unrealized appreciation of investments, net of taxes, decreased $1.98 billion and the cumulative translation adjustment loss, net of taxes, increased $540 million. During 2005, there was a gain of $28 million, net of taxes, relating to derivative contracts designated as cash flow hedging instruments. See also the discussion under “Operating Review” and “Liquidity” herein, Notes 1(ee), 8(d) and 20 of Notes to Consolidated Financial Statements and the Consolidated Statement of Comprehensive Income.
    AIG has in the past reinvested most of its unrestricted earnings in its operations and believes such continued reinvestment in the future will be adequate to meet any foreseeable capital needs. However, AIG may choose from time to time to
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
raise additional funds through the issuance of additional securities.
Stock Purchase
During 2005, AIG purchased in the open market 2,477,100 shares of its common stock. AIG from time to time may buy shares of its common stock in the open market for general corporate purposes, including to satisfy its obligations under various employee benefit plans. At December 31, 2005, an additional 36,542,700 shares could be purchased under the then current authorization by AIG’s Board of Directors.
Dividends from Insurance Subsidiaries
Payments of dividends to AIG by its insurance subsidiaries are subject to certain restrictions imposed by regulatory authorities. With respect to AIG’s domestic insurance subsidiaries, the payment of any dividend requires formal notice to the insurance department in which the particular insurance subsidiary is domiciled. Under the laws of many states, an insurer may pay a dividend without prior approval of the insurance regulator when the amount of the dividend is below certain regulatory thresholds. Largely as a result of the restrictions, approximately 89 percent of consolidated shareholders’ equity was restricted from immediate transfer to AIG parent at December 31, 2005. To enhance their current capital positions, dividends from the DBG companies were suspended in the fourth quarter of 2005, and AIG has taken various other actions. See “Regulation and Supervision” below. Furthermore, AIG cannot predict how recent regulatory investigations may affect the ability of its regulated subsidiaries to pay dividends. See “Risk Factors — Regulatory Investigations” in Item 1A. Risk Factors.
    With respect to AIG’s foreign insurance subsidiaries, the most significant insurance regulatory jurisdictions include Bermuda, Japan, Hong Kong, Taiwan, the United Kingdom, Thailand and Singapore.
    AIG cannot predict whether the regulatory investigations currently underway or future regulatory issues will impair AIG’s financial condition, results of operations or liquidity. To AIG’s knowledge, no AIG company is currently on any regulatory or similar “watch list” with regard to solvency. See also the discussion under “Liquidity” herein and Note 11 of Notes to Consolidated Financial Statements, as well as “Risk Factors” in Item 1A. Risk Factors.
Regulation and Supervision
AIG’s insurance subsidiaries, in common with other insurers, are subject to regulation and supervision by the states and jurisdictions in which they do business. In the U.S. the National Association of Insurance Commissioners (NAIC) has developed Risk-Based Capital (RBC) requirements. RBC relates an individual insurance company’s statutory surplus to the risk inherent in its overall operations.
    In connection with its Restatements, AIG examined and evaluated each of the items that have been restated or adjusted in its consolidated GAAP financial statements to determine whether restatement of the previously filed statutory financial statements of its insurance company subsidiaries would be required. In October and early November 2005, AIG completed its audited statutory financial statements for 2004 for all of the Domestic General Insurance companies. The statutory accounting treatment of the various items requiring adjustment or restatement was reviewed and agreed to with the relevant state insurance regulators in advance of the filings. Adjustments necessary to reflect the cumulative effect on statutory surplus of adjustments relating to years prior to 2004 were made to 2004 opening surplus, and 2004 statutory net income was restated accordingly. Previously reported General Insurance statutory surplus at December 31, 2004 was reduced by approximately $3.5 billion to approximately $20.6 billion.
    AIG also recently completed its 2005 unaudited statutory financial statements for all of its Domestic General Insurance subsidiaries, again after reviewing and agreeing with the relevant state insurance regulators the statutory accounting treatment of various items. The state regulators have permitted the Domestic General Insurance companies to record a $724 million reduction to opening statutory surplus as of January 1, 2005 to reflect the effects of the Second Restatement.
    Statutory capital of each company continued to exceed minimum company action level requirements following the adjustments, but AIG nonetheless contributed an additional $750 million of capital into American Home effective September 30, 2005 and contributed a further $2.25 billion of capital in February 2006 for a total of approximately $3 billion of capital into Domestic General Insurance subsidiaries effective December 31, 2005. To enhance their current capital positions, dividends from the DBG companies were suspended in the fourth quarter of 2005. AIG believes it has the capital resources and liquidity to fund any necessary statutory capital contributions. AIG will review the capital position of its insurance company subsidiaries with various rating agencies and regulators to determine if additional capital contributions or other actions are warranted.
    As discussed above, various regulators have commenced investigations into certain insurance business practices. In addition, the OTS and other regulators routinely conduct examinations of AIG and its subsidiaries, including AIG’s consumer finance operations. AIG cannot predict the ultimate effect that these investigations and examinations, or any additional regulation arising therefrom, might have on its business. Federal, state or local legislation may affect AIG’s ability to operate and expand its various financial services businesses, and changes in the current laws, regulations or interpretations thereof may have a material adverse effect on these businesses. See “Risk Factors — Regulatory Investigations” in Item 1A. Risk Factors for a further discussion of the effect these investigations may have on AIG’s businesses.
    AIG’s U.S. operations are negatively affected under guarantee fund assessment laws which exist in most states. As a result of operating in a state which has guarantee fund assessment laws, a solvent insurance company may be assessed for certain obligations arising from the insolvencies of other insurance companies which operated in that state. AIG generally records
AIG  -  Form 10-K/A
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
these assessments upon notice. Additionally, certain states permit at least a portion of the assessed amount to be used as a credit against a company’s future premium tax liabilities. Therefore, the ultimate net assessment cannot reasonably be estimated. The guarantee fund assessments net of credits for 2005, 2004, and 2003 were $124 million, $118 million and $77 million, respectively.
    AIG is also required to participate in various involuntary pools (principally workers compensation business) which provide insurance coverage for those not able to obtain such coverage in the voluntary markets. This participation is also recorded upon notification, as these amounts cannot reasonably be estimated.
    A substantial portion of AIG’s General Insurance business and a majority of its Life Insurance & Retirement Services business are conducted in foreign countries. The degree of regulation and supervision in foreign jurisdictions varies. Generally, AIG, as well as the underwriting companies operating in such jurisdictions, must satisfy local regulatory requirements. Licenses issued by foreign authorities to AIG subsidiaries are subject to modification and revocation. Thus, AIG’s insurance subsidiaries could be prevented from conducting future business in certain of the jurisdictions where they currently operate. AIG’s international operations include operations in various developing nations. Both current and future foreign operations could be adversely affected by unfavorable political developments up to and including nationalization of AIG’s operations without compensation. Adverse effects resulting from any one country may affect AIG’s results of operations, liquidity and financial condition depending on the magnitude of the event and AIG’s net financial exposure at that time in that country.
    Foreign insurance operations are individually subject to local solvency margin requirements that require maintenance of adequate capitalization, which AIG complies with by country. In addition, certain foreign locations, notably Japan, have established regulations that can result in guarantee fund assessments. These have not had a material effect on AIG’s results of operations.
Liquidity
AIG’s liquidity is primarily derived from the operating cash flows of its General and Life Insurance & Retirement Services operations. Management believes that AIG’s liquid assets, its net cash provided by operations, and access to short term funding through commercial paper and bank credit facilities will enable it to meet any anticipated cash requirements. See “Risk Factors — Access to Capital Markets” in Item 1A. Risk Factors.
    At December 31, 2005, AIG’s consolidated invested assets included $17.24 billion of cash and short-term investments. Consolidated net cash provided from operating activities in 2005 amounted to $25.14 billion.
    The liquidity of the combined insurance operations is derived both domestically and abroad. The combined insurance operating cash flow is derived from two sources, underwriting operations and investment operations. Cash flow includes periodic premium collections, including policyholders’ contract deposits, cash flows from investment operations and paid loss recoveries less reinsurance premiums, losses, benefits, and acquisition and operating expenses. Generally, there is a time lag from when premiums are collected and, when as a result of the occurrence of events specified in the policy, the losses and benefits are paid. Investment income cash flow is primarily derived from interest and dividends received and includes realized capital gains net of realized capital losses. See also the discussions under “Operating Review — General Insurance Operations” and “Life Insurance & Retirement Services Operations” herein.
    With respect to General Insurance operations, if paid losses accelerated beyond AIG’s ability to fund such paid losses from current operating cash flows, AIG might need to liquidate a portion of its General Insurance investment portfolio and/or arrange for financing. Potential events causing such a liquidity strain could be the result of several significant catastrophic events occurring in a relatively short period of time. Additional strain on liquidity could occur if the investments sold to fund such paid losses were sold into a depressed market place and/or reinsurance recoverable on such paid losses became uncollectible or collateral supporting such reinsurance recoverable significantly decreased in value. See also the discussions under “Operating Review — General Insurance Operations” herein.
    With respect to Life Insurance & Retirement Services operations, if a substantial portion of the Life Insurance & Retirement Services operations bond portfolio diminished significantly in value and/or defaulted, AIG might need to liquidate other portions of its Life Insurance & Retirement Services investment portfolio and/or arrange financing. Potential events causing such a liquidity strain could be the result of economic collapse of a nation or region in which AIG Life Insurance & Retirement Services operations exist, nationalization, terrorist acts, or other such economic or political upheaval. In addition, a significant rise in interest rates leading to a significant increase in policyholder surrenders could also create a liquidity strain. See also the discussions under “Operating Review — Life Insurance & Retirement Services Operations” herein.
    In addition to the combined insurance pretax operating cash flow, AIG’s insurance operations held $9.63 billion in cash and short-term investments at December 31, 2005. Operating cash flow and the cash and short-term balances held provided AIG’s insurance operations with a significant amount of liquidity. AIG subsidiaries have also issued debt securities to fund insurance needs. In December 2005, Transatlantic issued $750 million of debt securities in a public offering, of which $450 million were purchased by other AIG subsidiaries. Transatlantic contributed the proceeds of the offering to a reinsurance company subsidiary.
    This liquidity is available, among other things, to purchase predominately high quality and diversified fixed income securities and, to a lesser extent, marketable equity securities, and to provide mortgage loans on real estate, policy loans, and collateral loans. This cash flow coupled with proceeds of approximately $139 billion from the maturities, sales and
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
redemptions of fixed income securities and from the sale of equity securities was used to purchase approximately $165 billion of fixed income securities and marketable equity securities during 2005.
    AIG’s major Financial Services operating subsidiaries consist of AIGFP, ILFC, AGF and AIGCFG. Sources of funds considered in meeting the liquidity needs of AIGFP’s operations include guaranteed investment agreements, issuance of long-term and short-term debt, proceeds from maturities and sales of securities available for sale, securities sold under repurchase agreements, and securities and spot commodities sold but not yet purchased. ILFC, AGF and AIGCFG all utilize the commercial paper markets, retail and wholesale deposits, bank loans and bank credit facilities as sources of liquidity. ILFC and AGF also fund in the domestic and international capital markets without reliance on any guarantee from AIG. An additional source of liquidity for ILFC is the use of export credit facilities. AIGCFG also uses wholesale and retail bank deposits as sources of funds. On occasion, AIG has provided equity capital to ILFC, AGF and AIGCFG and provides intercompany loans to AIGCFG. An AIG subsidiary purchased additional shares of ILFC in the amount of $400 million during the third quarter of 2005. Cash flow provided from operations is a major source of liquidity for AIG’s primary Financial Services operating subsidiaries.
    AIG, the parent company, funds its short-term working capital needs through commercial paper issued by AIG Funding. As of December 31, 2005, AIG Funding had $2.69 billion of commercial paper outstanding with an average maturity of 32 days. At February 28, 2006, AIG Funding had $5.3 billion of commercial paper outstanding with an average maturity of 24 days. As additional liquidity, AIG parent has a $2 billion inter-company revolving credit facility provided by certain of its subsidiaries, a $1.375 billion 364-day revolving bank credit facility that expires in July 2006, a $1.375 billion five year revolving bank credit facility that expires in July 2010 and a $3 billion 364-day revolving credit facility that expires in November 2006, of which $1.14 billion is currently available as back-up liquidity. AIG parent’s primary sources of cash flow are dividends and loans from its subsidiaries. Largely as a result of regulatory restrictions, approximately 89 percent of consolidated shareholders’ equity was restricted from immediate transfer to AIG parent at December 31, 2005. AIG cannot predict how recent regulatory investigations may affect the ability of its regulated subsidiaries to pay dividends. See “Risk Factors — Regulatory Investigations” in Item 1A. Risk Factors. AIG parent’s primary uses of cash flow are for debt service, capital contributions to subsidiaries and the payment of dividends to shareholders. See also Note 9 of Notes to Consolidated Financial Statements for additional information on debt maturities for AIG and its subsidiaries.
    The capital contributions referred to under Item 1. Business — Regulation and the settlements described under Item 3. Legal Proceedings were funded using existing capacity from internal and external sources, including the issuance of commercial paper.
Special Purpose Vehicles and Off Balance Sheet Arrangements
AIG uses special purpose vehicles (SPVs) and off balance sheet arrangements in the ordinary course of business. As a result of recent changes in accounting, a number of SPVs and off balance sheet arrangements have been reflected in AIG’s consolidated financial statements. In January 2003, FASB issued Interpretation No. 46, “Consolidation of Variable Interest Entities” (FIN 46). FIN 46 addressed the consolidation and disclosure rules for nonoperating entities that are now defined as Variable Interest Entities (VIEs). In December 2003, FASB issued a revision to Interpretation No. 46 (FIN 46R).
    AIG has guidelines with respect to the formation of and investment in SPVs and off balance sheet arrangements. In addition, AIG has expanded the responsibility of its Complex Structured Financial Transaction Committee (CSFT) to include the review of any transaction that could subject AIG to heightened legal, reputational, regulatory, accounting or other risk. See “Management’s Report on Internal Control Over Financial Reporting” in Item 9A of Part II for a further discussion of the CSFT.
    For additional information related to AIG’s activities with respect to VIEs and certain guarantees see “Recent Accounting Standards” herein and also Notes 1 and 19 of Notes to Consolidated Financial Statements. Also, for additional disclosure regarding AIG’s commercial commitments (including guarantors), see “Contractual Obligations and Other Commercial Commitments” herein.
Derivatives
Derivatives are financial instruments among two or more parties with returns linked to or “derived” from some underlying equity, debt, commodity or other asset, liability, or index. Derivatives payments may be based on interest rates and exchange rates and/or prices of certain securities, commodities, financial or commodity indices, or other variables. The more significant types of derivative arrangements in which AIG transacts are swaps, forwards, futures and options. In the normal course of business, with the agreement of the original counterparty, these contracts may be terminated early or assigned to another counterparty.
    The overwhelming majority of AIG’s derivatives activities are conducted by the Capital Markets operations, thus permitting AIG to participate in the derivatives dealer market acting primarily as principal. In these derivative operations, AIG structures transactions that generally allow its counterparties to obtain, or hedge, exposure to changes in interest and foreign currency exchange rates, credit events, securities’ prices and certain commodities and financial or commodity indices. AIG’s customers — such as corporations, financial institutions, multinational organizations, sovereign entities, government agencies and municipalities — use derivatives to hedge their own market exposures. For example, a futures, forward or option contract can be used to protect the customers’ assets or liabilities against price fluctuations.
AIG  -  Form 10-K/A
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Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
    A counterparty may default on any obligation to AIG, including a derivative contract. Credit risk is a consequence of extending credit and/or carrying trading and investment positions. Credit risk exists for a derivative contract when that contract has a positive fair value to AIG. To help manage this risk, AIGFP’s credit department operates within the guidelines set by the AIG Credit Risk Committee. This committee establishes the credit policy, sets limits for counterparties and provides limits for derivative transactions with counterparties having different credit ratings. In addition to credit ratings, this committee takes into account other factors, including the industry and country of the counterparty. Transactions which fall outside these pre-established guidelines require the specific approval of the AIG Credit Risk Committee. It is also AIG’s policy to establish reserves for potential credit impairment when necessary.
    In addition, AIGFP utilizes various credit enhancements, including letters of credit, guarantees, collateral, credit triggers, credit derivatives, and margin agreements to reduce the credit risk relating to its outstanding financial derivative transactions. AIGFP requires credit enhancements in connection with specific transactions based on, among other things, the creditworthiness of the counterparties, and the transaction’s size and maturity.
    AIG’s Derivatives Review Committee provides an independent review of any proposed derivative transaction or program except those derivative transactions entered into by AIGFP with third parties. The committee examines, among other things, the nature and purpose of the derivative transaction, its potential credit exposure, if any, and the estimated benefits.
    FAS 133 requires that third-party derivatives used for hedging must be specifically matched with the underlying exposures to an outside third party and documented contemporaneously to qualify for hedge accounting treatment. In most cases, AIG did not meet these hedging requirements with respect to certain hedging transactions. Not meeting the requirements of FAS 133 does not result in any changes in AIG’s liquidity or its overall financial condition even though inter-period volatility of earnings is increased.
    See also Note 20 of Notes to Consolidated Financial Statements for detailed information relating to AIG’s derivative activities, and Note 1(ee) of Notes to Consolidated Financial Statements for AIG’s derivative accounting policies.
Managing Market Risk
Market risk is the risk of loss of fair value resulting from adverse fluctuations in interest rates, foreign currencies, equities and commodity prices. AIG has exposures to these risks.
    AIG analyzes market risk using various statistical techniques including Value at Risk (VaR). VaR is a summary statistical measure that applies the estimated volatility and correlation of market factors to AIG’s market positions. The output from the VaR calculation is the maximum loss that could occur over a defined period of time given a certain probability. While VaR models are relatively sophisticated, the quantitative market risk information generated is limited by the assumptions and parameters established in creating the related models. AIG believes that statistical models alone do not provide a reliable method of monitoring and controlling market risk. Therefore, such models are tools and do not substitute for the experience or judgment of senior management.
Insurance
AIG has performed a separate VaR analysis for the General Insurance and Life Insurance & Retirement Services segments and for each market risk within each segment. For purposes of the VaR calculation, the insurance assets and liabilities from GICs are included in the Life Insurance & Retirement Services segment. For the calculations in the analyses the financial instrument assets included are the insurance segments’ invested assets, excluding real estate and investment income due and accrued, and the financial instrument liabilities included are reserve for losses and loss expenses, reserve for unearned premiums, future policy benefits for life and accident and health insurance contracts and other policyholders’ funds.
    AIG calculated the VaR with respect to the net fair value of each of AIG’s insurance segments as of December 31, 2005 and December 31, 2004. The VaR number represents the maximum potential loss as of those dates that could be incurred with a 95 percent confidence (i.e., only five percent of historical scenarios show losses greater than the VaR figure) within a one-month holding period. AIG uses the historical simulation methodology that entails repricing all assets and liabilities under explicit changes in market rates within a specific historical time period. AIG uses the most recent three years of historical market information for interest rates, foreign exchange rates, and equity index prices. For each scenario, each transaction was repriced. Portfolio, business unit and finally AIG-wide scenario values are then calculated by netting the values of all the underlying assets and liabilities.
The following table presents the VaR on a combined basis and of each component of market risk for each of AIG’s insurance segments as of December 31, 2005 and 2004. Due to diversification effects, the combined VaR is always smaller than the sum of its components.
                                   
 
        Life Insurance &
    General Insurance   Retirement Services
         
(in millions)   2005   2004   2005   2004
 
Market risk:
                               
 
Combined
  $ 1,617     $ 1,396     $ 4,515     $ 5,024  
 
Interest rate
    1,717       1,563       4,382       4,750  
 
Currency
    130       139       541       478  
 
Equity
    535       727       762       1,024  
 
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
The following table presents the average, high and low VaRs on a combined basis and of each component of market risk for each of AIG’s insurance segments for the years 2005 and 2004. Due to diversification effects, the combined VaR is always smaller than the sum of its components.
                                                   
 
    2005   2004
         
(in millions)   Average   High   Low   Average   High   Low
 
General Insurance:
                                               
 
Market risk:
                                               
 
Combined
  $ 1,585     $ 1,672     $ 1,396     $ 1,299     $ 1,497     $ 1,100  
 
Interest rate
    1,746       1,931       1,563       1,407       1,591       1,173  
 
Currency
    125       139       111       111       139       88  
 
Equity
    651       727       535       744       797       688  
Life Insurance & Retirement Services:
                                               
 
Market risk:
                                               
 
Combined
  $ 4,737     $ 5,024     $ 4,515     $ 4,021     $ 5,024     $ 3,075  
 
Interest rate
    4,488       4,750       4,382       3,831       4,750       2,967  
 
Currency
    511       560       442       326       478       257  
 
Equity
    953       1,024       762       884       1,024       758  
 
    The Combined VaR and Interest Rate VaR for Life Insurance & Retirement Services trended higher during 2004 because of growth in the Asian life businesses. The December 2004 VaR results are equal to the maximum values observed during the year.
    During 2005, the Combined VaR and Interest Rate VaR for Life Insurance & Retirement Services remained in a narrower range. The December 2005 VaR results are somewhat lower than the December 2004 figures because long-term interest rates in Asia declined during the year.
    In addition, the increase in Combined and Interest Rate VaRs from 2004 to 2005 in the General Insurance division was caused by growth in this business.
Financial Services
AIG generally manages its market exposures within Financial Services by maintaining offsetting positions. Capital Markets seeks to minimize or set limits for open or uncovered market positions. Credit exposure is managed separately. See the discussion on the management of credit risk above.
    AIG’s Market Risk Management Department provides detailed independent review of AIG’s market exposures, particularly those market exposures of the Capital Markets operations. This department determines whether AIG’s market risks, as well as those market risks of individual subsidiaries, are within the parameters established by AIG’s senior management. Well established market risk management techniques such as sensitivity analysis are used. Additionally, this department verifies that specific market risks of each of certain subsidiaries are managed and hedged by that subsidiary.
    ILFC is exposed to market risk and the risk of loss of fair value and possible liquidity strain resulting from adverse fluctuations in interest rates. As of December 31, 2005 and December 31, 2004, AIG statistically measured the loss of fair value through the application of a VaR model. In this analysis, the net fair value of Aircraft Finance operations was determined using the financial instrument assets which included the tax adjusted future flight equipment lease revenue, and the financial instrument liabilities which included the future servicing of the current debt. The estimated effect of the current derivative positions was also taken into account.
    AIG calculated the VaR with respect to the net fair value of Aircraft Finance operations using the historical simulation methodology, as previously described. For the years 2005 and 2004, the average VaR with respect to the net fair value of Aircraft Finance operations was approximately $135 million and $70 million, respectively.
    Capital Markets operations are exposed to market risk due to changes in the level and volatility of interest rates, foreign currency exchange rates, equity prices and commodity prices. AIGFP hedges its exposure to these risks primarily through swaps, options, forwards, and futures. To economically hedge interest rate risks, AIGFP may also purchase U.S. and foreign government obligations.
    AIGFP does not seek to manage the market risk of each transaction through an individual third-party offsetting transaction. Rather, AIGFP takes a portfolio approach to the management of its market risk exposures. AIGFP values the predominant portion of its market-sensitive transactions by marking them to market currently through income. A smaller portion is priced by estimated fair value based upon an extrapolation of market factors. There is another limited portion of transactions where the initial fair value is not recorded through income currently and gains or losses are recognized over the life of the transactions. These valuations represent an assessment of the present values of expected future cash flows and may include reserves for such risks as are deemed appropriate by AIGFP and AIG management.
    The recorded values of these transactions may be different from the values that might be realized if AIGFP were required to sell or close out the transactions prior to maturity. AIG believes that such differences are not significant to financial condition or liquidity. Such differences would be immediately recognized when the transactions are sold or closed out prior to maturity.
AIG  -  Form 10-K/A
65


 

Management’s Discussion and Analysis of
Financial Condition and Results of Operations Continued
 
    AIGFP attempts to secure reliable and independent current market prices, such as published exchange prices, external subscription services such as from Bloomberg or Reuters or third-party broker quotes for use in this model. When such prices are not available, AIGFP uses an internal methodology which includes extrapolation from observable and verifiable prices nearest to the dates of the transactions. Historically, actual results have not materially deviated from these models in any material respect.
    Systems used by Capital Markets operations can monitor each unit’s respective market positions on an intraday basis. AIGFP operates in major business centers overseas and therefore is open for business essentially 24 hours a day. Thus, the market exposure and offset strategies are monitored, reviewed and coordinated around the clock.
    AIGFP applies various testing techniques which reflect significant potential market movements in interest rates, foreign exchange rates, commodity and equity prices, volatility levels, and the effect of time. These techniques vary by currency and are regularly changed to reflect factors affecting the derivatives portfolio. The results from these analyses are regularly reviewed by AIG management.
    As described above, Capital Markets operations are exposed to the risk of loss of fair value from adverse fluctuations in interest rate and foreign currency exchange rates and equity and commodity prices as well as implied volatilities thereon. AIG statistically measures the losses of fair value through the application of a VaR model across Capital Markets.
    Capital Markets asset and liability portfolios for which the VaR analyses were performed included over the counter and exchange traded investments, derivative instruments and commodities. Because the market risk with respect to securities available for sale, at market, is substantially hedged, segregation of market sensitive instruments into trading and other than trading was not deemed necessary. The VaR calculation is unaffected by the accounting treatment of hedged transactions under FAS 133.
    In the calculation of VaR for Capital Markets operations, AIG uses the same historical simulation methodology, described under Insurance above, which entails repricing all assets and liabilities under explicit changes in market rates within a specific historical time period. In 2004, AIGFP enhanced its library of factors by including implied option volatilities to construct the historical scenarios for simulation.
The following table presents the VaR on a combined basis and of each component of market risk for Capital Markets operations as of December 31, 2005 and 2004. Due to diversification effects, the combined VaR is always smaller than the sum of its components.
                 
 
(in millions)   2005   2004
 
Combined
  $ 22     $ 17  
Interest rate
    9       11  
Currency
    3       4  
Equity
    14       16  
Commodity
    9       7  
 
The following table presents the average, high, and low VaRs on a combined basis and of each component of market risk for Capital Markets operations for the years 2005 and 2004. Due to diversification effects, the combined VaR is always smaller than the sum of its components.
                                                 
 
    2005   2004
         
(in millions)   Average   High   Low   Average   High   Low
 
Combined
  $ 17     $ 22     $ 13     $ 19     $ 24     $ 13  
Interest rate
    9       11       6       9       12       5  
Currency
    4       6       3       4       4       3  
Equity
    9       16       5       13       16       5  
Commodity
    8       10       7       6       7       4  
 
Recent Accounting Standards
In December 2003, FASB issued a revision to Interpretation No. 46 (FIN46R). In March 2005, FASB issued FSP FIN46R-5, “Implicit Variable Interests under FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities.” See also Note 19 of Notes to Consolidated Financial Statements.
    In July 2003, the American Institute of Certified Public Accountants issued SOP 03-1. See also Note 21 of Notes to Consolidated Financial Statements.
    In December 2003, FASB issued Statement of Financial Accounting Standards No. 132 (Revised), “Employers’ Disclosures About Pensions and Other Post Retirement Benefits,” which revised disclosure requirements with respect to defined benefit plans. See also Note 15 herein.
    At the March 2004 meeting, the Emerging Issue Task Force (EITF) reached a consensus with respect to Issue No. 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments.” On September 30, 2004, the FASB issued FASB Staff Position (FSP) EITF Issue 03-1-1, Effective Date of Paragraphs 10-20 of EITF Issue No. 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments.” In November 2005, FASB issued FSP FAS 115-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments,” which replaces the measurement and recognition guidance set forth in Issue No. 03-1 and codifies certain existing guidance on impairment.
    At the September 2004 meeting, the EITF reached a consensus with respect to Issue No. 04-8, “Accounting Issues Related to Certain Features of Contingently Convertible Debt and the Effect on Diluted Earnings per Share.”
    In December 2004, the FASB issued Statement No. 123 (revised 2004) (FAS 123R), “Share Based Payment.” In April 2005, the SEC delayed the effective date for the revised FAS No. 123.
    On December 16, 2004, the FASB issued Statement No. 153, “Exchanges of Nonmonetary Assets — An Amendment of APB Opinion No. 29” (FAS 153). FAS 153 amends APB Opinion No. 29, “Accounting for Nonmonetary Transactions.”
    On June 1, 2005, the FASB issued Statement No. 154, “Accounting Changes and Error Corrections” (FAS 154).
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
FAS 154 replaces APB Opinion No. 20, “Accounting Changes” and FASB Statement No. 3, “Reporting Accounting Changes in Interim Financial Statements.”
    At the June 2005 meeting, the EITF reached a consensus with respect to Issue No. 04-5, “Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights”.
    On June 29, 2005, FASB issued Statement 133 Implementation Issue No. B38, “Embedded Derivatives: Evaluation of Net Settlement with Respect to the Settlement of a Debt Instrument through Exercise of an Embedded Put Option or Call Option.”
    On June 29, 2005, FASB issued Statement 133 Implementation Issue No. B39, “Application of Paragraph 13(b) to Call Options That Are Exercisable Only by the Debtor.”
    On September 19, 2005, FASB issued Statement of Position 05-1, “Accounting by Insurance Enterprises for Deferred Acquisition Costs in Connection with Modifications or Exchanges of Insurance Contracts.”
    On February 16, 2006, FASB issued Statement No. 155, “Accounting for Certain Hybrid Financial Instruments.”
    For further discussion of these recent accounting standards and their application to AIG, see Note 1(gg) of Notes to Consolidated Financial Statements.
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ITEM 7A.
Quantitative and Qualitative Disclosures About Market Risk
Included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
ITEM 8.
Financial Statements and Supplementary Data
AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
 
         
Page
 
Report of Independent Registered Public Accounting Firm
    68  
Consolidated Balance Sheet at December 31, 2005 and 2004
    70  
Consolidated Statement of Income for the years ended December 31, 2005, 2004 and 2003
    72  
Consolidated Statement of Shareholders’ Equity for the years ended December 31, 2005, 2004 and 2003
    73  
Consolidated Statement of Cash Flows for the years ended December 31, 2005, 2004 and 2003
    74  
Consolidated Statement of Comprehensive Income for the years ended December 31, 2005, 2004 and 2003
    76  
Notes to Consolidated Financial Statements
    77  
Schedules:*
       
I  – Summary of Investments – Other Than Investments in Related Parties at December 31, 2005
    *  
II  – Condensed Financial Information of Registrant at December 31, 2005 and 2004 and for the years ended December 31, 2005, 2004 and 2003
    *  
III  – Supplementary Insurance Information at December 31, 2005, 2004 and 2003 and for the years then ended
    *  
IV – Reinsurance at December 31, 2005, 2004 and 2003 and for the years then ended
    *  
 
Schedules were included in the Form 10-K filed with the Securities and Exchange Commission but have not been included herewith. Copies may be obtained from the Director of Investor Relations, American International Group, Inc.
68
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Report of Independent Registered Public Accounting Firm
 
To the Board of Directors and Shareholders of
American International Group, Inc.:
We have completed integrated audits of American International Group, Inc.’s 2005 and 2004 consolidated financial statements and of its internal control over financial reporting as of December 31, 2005, and an audit of its 2003 consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Our opinions, based on our audits, are presented below.
Consolidated financial statements and
financial statement schedules
In our opinion, the consolidated financial statements listed in the accompanying index present fairly, in all material respects, the financial position of American International Group, Inc. and its subsidiaries (AIG) at December 31, 2005 and 2004, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2005 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedules listed in the accompanying index present fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. These financial statements and financial statement schedules are the responsibility of AIG’s management. Our responsibility is to express an opinion on these financial statements and financial statement schedules based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit of financial statements includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
    As described in Note 21 to the consolidated financial statements, AIG changed its accounting for certain non-traditional long duration contracts and for separate accounts as of January 1, 2004.
Internal control over financial reporting
Also, we have audited management’s assessment, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A, that AIG did not maintain effective internal control over financial reporting as of December 31, 2005 because of the effect of the material weaknesses relating to (1) controls over certain balance sheet reconciliations, (2) controls over the accounting for certain derivative transactions and (3) controls over income tax accounting, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). AIG’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express opinions on management’s assessment and on the effectiveness of AIG’s internal control over financial reporting based on our audit.
    We conducted our audit of internal control over financial reporting in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. An audit of internal control over financial reporting includes obtaining an understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we consider necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
    A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
    Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
    A material weakness is a control deficiency, or a combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As of December 31, 2005, the following material weaknesses have been identified and included in management’s assessment.
    Controls over certain balance sheet reconciliations: AIG did not maintain effective controls to ensure the accuracy of certain balance sheet accounts in certain key segments of AIG’s operations, principally in the Domestic Brokerage Group. Specifically, accounting personnel did not perform timely reconciliations and did not properly resolve reconciling items for premium receivables, reinsurance recoverables and in-
AIG  -  Form 10-K/A
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tercompany accounts. As a result, premiums and other considerations, incurred policy losses and benefits, insurance acquisition and other operating expenses, premiums and insurance balances receivable, reinsurance assets, reserve for losses and loss expenses, reserve for unearned premiums, other assets and retained earnings were misstated under GAAP.
    Controls over the accounting for certain derivative transactions: AIG did not maintain effective controls over the evaluation and documentation of whether certain derivative transactions qualified under GAAP for hedge accounting. As a result, net investment income, realized capital gains (losses), other revenues, accumulated other comprehensive income (loss) and related balance sheet accounts were misstated under GAAP.
    Controls over income tax accounting: AIG did not maintain effective controls over the determination and reporting of certain components of the provision for income taxes and related deferred income tax balances. Specifically, AIG did not maintain effective controls to review and monitor the accuracy of the components of the income tax provision calculations and related income tax balances and to monitor the differences between the income tax basis and the financial reporting basis of assets and liabilities to effectively reconcile the differences to the deferred income tax balances. As a result, income tax expense, income taxes payable, deferred income tax assets and liabilities, retained earnings and accumulated other comprehensive income were misstated under GAAP.
    The control deficiencies described above resulted in the restatement in 2005 of AIG’s 2004, 2003 and 2002 annual consolidated financial statements and financial statement schedules and the interim consolidated financial statements for each quarter in 2004 and 2003 and for each of the first three quarters in 2005. In addition, these control deficiencies could result in other misstatements to the aforementioned financial statement accounts and disclosures that would result in a material misstatement to the annual or interim AIG consolidated financial statements that would not be prevented or detected. Accordingly, AIG management has concluded that these control deficiencies constitute material weaknesses. These material weaknesses were considered in determining the nature, timing, and extent of audit tests applied in our audit of the 2005 consolidated financial statements, and our opinion regarding the effectiveness of AIG’s internal control over financial reporting does not affect our opinion on those consolidated financial statements.
    In our opinion, management’s assessment that AIG did not maintain effective internal control over financial reporting as of December 31, 2005, is fairly stated, in all material respects, based on criteria established in Internal Control — Integrated Framework issued by the COSO. Also, in our opinion, because of the effects of the material weaknesses described above on the achievement of the objectives of the control criteria, AIG has not maintained effective internal control over financial reporting as of December 31, 2005, based on criteria established in Internal Control — Integrated Framework issued by the COSO.
PricewaterhouseCoopers LLP
New York, New York
March 16, 2006
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Balance Sheet
 
                       
December 31,        
(in millions)   2005   2004
 
Assets:
               
 
Investments and financial services assets:
               
   
Fixed maturities:
               
     
Bonds available for sale, at market value (amortized cost: 2005 – $349,612; 2004 – $329,838)
  $ 359,516     $ 344,399  
     
Bonds held to maturity, at amortized cost (market value: 2005 – $22,047; 2004 – $18,791)
    21,528       18,294  
     
Bond trading securities, at market value (cost: 2005 – $4,623; 2004 – $2,973)
    4,636       2,984  
   
Equity securities:
               
     
Common stocks available for sale, at market value (cost: 2005 – $10,125; 2004 – $8,424)
    12,227       9,772  
     
Common stocks trading, at market value (cost: 2005 – $7,746; 2004 – $5,651)
    8,959       5,894  
     
Preferred stocks available for sale, at market value (cost: 2005 – $2,282; 2004 – $2,017)
    2,402       2,040  
   
Mortgage loans on real estate, net of allowance (2005 – $54; 2004 – $65)
    14,300       13,146  
   
Policy loans
    7,039       7,035  
   
Collateral and guaranteed loans, net of allowance (2005 – $10; 2004 – $18)
    3,570       3,303  
   
Financial services assets:
               
     
Flight equipment primarily under operating leases, net of accumulated depreciation (2005 – $7,419; 2004 – $6,390)
    36,245       32,130  
     
Securities available for sale, at market value (cost: 2005 – $37,572; 2004 – $29,171)
    37,511       31,225  
     
Trading securities, at market value
    6,499       2,746  
     
Spot commodities
    92       534  
     
Unrealized gain on swaps, options and forward transactions
    18,695       22,670  
     
Trading assets
    1,204       3,433  
     
Securities purchased under agreements to resell, at contract value
    14,547       26,272  
     
Finance receivables, net of allowance (2005 – $670; 2004 – $571)
    27,995       23,574  
   
Securities lending collateral, at market value (which approximates cost)
    59,471       49,169  
   
Other invested assets
    27,267       23,559  
   
Short-term investments, at cost (approximates market value)
    15,342       16,102  
 
   
Total investments and financial services assets
    679,045       638,281  
   
Cash
    1,897       2,009  
 
Investment income due and accrued
    5,727       5,556  
 
Premiums and insurance balances receivable, net of allowance (2005 – $1,011; 2004 – $690)
    15,333       15,622  
 
Reinsurance assets, net of allowance (2005 – $992; 2004 – $832)
    24,978       19,613  
 
Deferred policy acquisition costs
    33,248       29,817  
 
Investments in partially owned companies
    1,158       1,495  
 
Real estate and other fixed assets, net of accumulated depreciation (2005 – $4,990; 2004 – $4,650)
    7,446       6,192  
 
Separate and variable accounts
    63,797       57,741  
 
Goodwill
    8,093       8,556  
 
Income taxes receivable – current
    319       138  
 
Other assets
    12,329       16,125  
 
Total assets
  $ 853,370     $ 801,145  
 
See Accompanying Notes to Consolidated Financial Statements.
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Balance Sheet Continued
 
                     
December 31,        
(in millions, except share data)   2005   2004
 
Liabilities:
               
 
Reserve for losses and loss expenses
  $ 77,169     $ 61,878  
 
Reserve for unearned premiums
    24,243       23,400  
 
Future policy benefits for life and accident and health insurance contracts
    108,807       104,740  
 
Policyholders’ contract deposits
    227,027       216,474  
 
Other policyholders’ funds
    10,870       10,280  
 
Reserve for commissions, expenses and taxes
    4,769       4,629  
 
Insurance balances payable
    3,564       3,661  
 
Funds held by companies under reinsurance treaties
    4,174       3,404  
 
Income taxes payable – deferred
    6,607       6,588  
 
Financial services liabilities:
               
   
Borrowings under obligations of guaranteed investment agreements
    20,811       18,919  
   
Securities sold under agreements to repurchase, at contract value
    11,047       23,581  
   
Trading liabilities
    2,546       2,503  
   
Securities and spot commodities sold but not yet purchased, at market value
    5,975       5,404  
   
Unrealized loss on swaps, options and forward transactions
    12,740       15,985  
   
Trust deposits and deposits due to banks and other depositors
    4,877       4,248  
   
Commercial paper
    6,514       6,724  
   
Notes, bonds, loans and mortgages payable
    71,313       61,296  
 
Commercial paper
    2,694       2,969  
 
Notes, bonds, loans and mortgages payable
    7,126       5,502  
 
Liabilities connected to trust preferred stock
    1,391       1,489  
 
Separate and variable accounts
    63,797       57,741  
 
Minority interest
    5,124       4,831  
 
Securities lending payable
    60,409       49,972  
 
Other liabilities
    23,273       25,055  
 
Total liabilities
    766,867       721,273  
 
Preferred shareholders’ equity in subsidiary companies
    186       199  
 
Commitments and Contingent Liabilities (See Note 12)
               
Shareholders’ equity:
               
 
Common stock, $2.50 par value; 5,000,000,000 shares authorized; shares issued 2005 and 2004 – 2,751,327,476
    6,878       6,878  
 
Additional paid-in capital
    2,339       2,094  
 
Retained earnings
    72,330       63,468  
 
Accumulated other comprehensive income
    6,967       9,444  
 
Treasury stock, at cost; 2005 – 154,680,704; 2004 – 154,904,286 shares of common stock (including 119,271,176 and 119,263,196 shares, respectively, held by subsidiaries)
    (2,197 )     (2,211 )
 
Total shareholders’ equity
    86,317       79,673  
 
Total liabilities, preferred shareholders’ equity in subsidiary companies and shareholders’ equity
  $ 853,370     $ 801,145  
 
See Accompanying Notes to Consolidated Financial Statements.
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statement of Income
 
                             
Years Ended December 31,        
(in millions, except per share data)   2005   2004   2003
 
Revenues:
                       
 
Premiums and other considerations
  $ 70,209     $ 66,625     $ 54,802  
 
Net investment income
    22,165       18,465       15,508  
 
Realized capital gains (losses)
    341       44       (442 )
 
Other revenues
    16,190       12,532       9,553  
 
 
Total revenues
    108,905       97,666       79,421  
 
Benefits and expenses:
                       
 
Incurred policy losses and benefits
    63,711       58,360       46,034  
 
Insurance acquisition and other operating expenses
    29,981       24,461       21,480  
 
 
Total benefits and expenses
    93,692       82,821       67,514  
 
Income before income taxes, minority interest and cumulative effect of accounting changes
    15,213       14,845       11,907  
 
Income taxes:
                       
 
Current
    2,569       2,593       2,741  
 
Deferred
    1,689       1,814       815  
 
      4,258       4,407       3,556  
 
Income before minority interest and cumulative effect of accounting changes
    10,955       10,438       8,351  
 
Minority interest
    (478 )     (455 )     (252 )
 
Income before cumulative effect of accounting changes
    10,477       9,983       8,099  
 
Cumulative effect of accounting changes, net of tax
          (144 )     9  
 
Net income
  $ 10,477     $ 9,839     $ 8,108  
 
Earnings per common share:
                       
 
Basic
                       
   
Income before cumulative effect of accounting changes
  $ 4.03     $ 3.83     $ 3.10  
   
Cumulative effect of accounting changes, net of tax
          (0.06 )      
   
Net income
    4.03       3.77       3.10  
 
 
Diluted
                       
   
Income before cumulative effect of accounting changes
  $ 3.99     $ 3.79     $ 3.07  
   
Cumulative effect of accounting changes, net of tax
          (0.06 )      
   
Net income
    3.99       3.73       3.07  
 
Average shares outstanding:
                       
 
Basic
    2,597       2,606       2,610  
 
Diluted
    2,627       2,637       2,637  
 
See Accompanying Notes to Consolidated Financial Statements.
AIG  -  Form 10-K/A
73


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statement of Shareholders’ Equity
 
                                 
Years Ended December 31,        
(in millions, except per share data)   2005   2004   2003
 
Common stock:
                       
   
Balance at beginning of year
  $ 6,878     $ 6,878     $ 6,878  
     
Issued under stock plans
                 
 
   
Balance at end of year
    6,878       6,878       6,878  
 
Additional paid-in capital:
                       
   
Balance at beginning of year
    2,094       2,028       1,783  
     
Excess of cost over proceeds of common stock issued under stock plans
    (91 )     (105 )     (76 )
 
Other
    336       171       321  
 
   
Balance at end of year
    2,339       2,094       2,028  
 
Retained earnings:
                       
   
Balance at beginning of year
    63,468       54,384       46,908  
     
Net income
    10,477       9,839       8,108  
     
Dividends to common shareholders ($0.63, $0.29 and $0.24 per share, respectively)
    (1,615 )     (755 )     (632 )
 
   
Balance at end of year
    72,330       63,468       54,384  
 
Accumulated other comprehensive income (loss):
                       
   
Balance at beginning of year
    9,444       7,337       4,077  
     
Unrealized (depreciation) appreciation of investments – net of reclassification adjustments
    (3,577 )     1,868       4,159  
       
Deferred income tax benefit (expense) on changes
    1,599       (612 )     (1,237 )
     
Foreign currency translation adjustments
    (926 )     993       347  
       
Applicable income tax benefit (expense) on above changes
    386       (170 )     4  
     
Net derivative gains arising from cash flow hedging activities
    35       83       75  
       
Deferred income tax expense on above changes
    (7 )     (33 )     (22 )
     
Retirement plan liabilities adjustment, net of tax
    13       (22 )     (66 )
 
     
Other comprehensive income
    (2,477 )     2,107       3,260  
 
   
Balance at end of year
    6,967       9,444       7,337  
 
Treasury stock, at cost:
                       
   
Balance at beginning of year
    (2,211 )     (1,397 )     (1,343 )
     
Cost of shares acquired during year
    (176 )     (1,083 )     (207 )
     
Issued under stock plans
    173       263       151  
     
Other
    17       6       2  
 
   
Balance at end of year
    (2,197 )     (2,211 )     (1,397 )
 
Total shareholders’ equity at end of year
  $ 86,317     $ 79,673     $ 69,230  
 
See Accompanying Notes to Consolidated Financial Statements.
74
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statement of Cash Flows
 
                               
Years Ended December 31,        
(in millions)   2005   2004   2003
 
Summary:
                       
 
Net cash provided by operating activities
  $ 25,138     $ 30,716     $ 33,241  
 
Net cash used in investing activities
    (57,321 )     (97,115 )     (66,904 )
 
Net cash provided by financing activities
    32,999       66,494       33,070  
 
Effect of exchange rate changes on cash
    (928 )     992       350  
 
 
Change in cash
    (112 )     1,087       (243 )
 
Cash at beginning of year
    2,009       922       1,165  
 
 
Cash at end of year
  $ 1,897     $ 2,009     $ 922  
 
Cash flows from operating activities:
                       
 
Net income
  $ 10,477     $ 9,839     $ 8,108  
 
 
Adjustments to reconcile net income to net cash provided by operating activities:
                       
   
Noncash revenues, expenses, gains and losses included in income:
                       
   
Change in:
                       
     
General and life insurance reserves
    20,912       26,937       22,456  
     
Premiums and insurance balances receivable and payable – net
    192       (1,020 )     (2,236 )
     
Reinsurance assets
    (5,365 )     1,032       2,137  
     
Deferred policy acquisition costs
    (2,263 )     (4,042 )     (3,778 )
     
Investment income due and accrued
    (171 )     (916 )     (388 )
     
Funds held under reinsurance treaties
    770       361       832  
     
Other policyholders’ funds
    590       1,156       687  
     
Current and deferred income taxes – net
    1,507       1,396       2,179  
     
Reserve for commissions, expenses and taxes
    140       (16 )     1,005  
     
Other assets and liabilities – net
    2,535       1,113       579  
     
Bonds and common stocks trading, at market value
    (4,717 )     (3,582 )     544  
     
Trading assets and liabilities – net
    2,272       (4,783 )     4,592  
     
Trading securities, at market value
    (3,753 )     792       764  
     
Spot commodities
    442       (289 )     240  
     
Net unrealized (gain) loss on swaps, options and forward transactions
    728       1,534       (4,500 )
     
Securities purchased under agreements to resell
    11,725       (5,427 )     (3,010 )
     
Securities sold under agreements to repurchase
    (12,534 )     5,688       7,542  
     
Securities and spot commodities sold but not yet purchased, at market value
    571       (269 )     (6,306 )
   
Realized capital (gains) losses
    (341 )     (44 )     442  
   
Equity in income of partially owned companies and other invested assets
    (1,421 )     (1,279 )     (707 )
   
Amortization of premium and discount on securities
    292       324       60  
   
Depreciation expenses, principally flight equipment
    2,200       2,035       1,861  
   
Provision for finance receivable losses
    435       389       429  
   
Other – net
    (85 )     (213 )     (291 )
 
   
Total adjustments
    14,661       20,877       25,133  
 
Net cash provided by operating activities
  $ 25,138     $ 30,716     $ 33,241  
 
See Accompanying Notes to Consolidated Financial Statements.
AIG  -  Form 10-K/A
75


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statement of Cash Flows Continued
 
                           
Years Ended December 31,        
(in millions)   2005   2004   2003
 
Cash flows from investing activities:
                       
 
Cost of bonds, at market sold
  $ 111,866     $ 91,714     $ 90,430  
 
Cost of bonds, at market matured or redeemed
    16,017       13,958       15,966  
 
Cost of equity securities sold
    11,072       11,711       10,012  
 
Realized capital gains (losses)
    341       44       (442 )
 
Purchases of fixed maturities
    (152,045 )     (158,023 )     (153,742 )
 
Purchases of equity securities
    (12,972 )     (13,674 )     (10,473 )
 
Acquisitions, net of cash acquired
                (2,091 )
 
Mortgage, policy and collateral loans granted
    (5,306 )     (2,128 )     (3,016 )
 
Repayments of mortgage, policy and collateral loans
    3,973       1,731       2,043  
 
Sales of securities available for sale
    9,324       4,291       8,376  
 
Maturities of securities available for sale
    3,023       5,802       4,690  
 
Purchases of securities available for sale
    (20,642 )     (16,133 )     (12,010 )
 
Sales of flight equipment
    695       1,329       1,212  
 
Purchases of flight equipment
    (6,193 )     (4,860 )     (5,460 )
 
Change in securities lending collateral
    (10,302 )     (19,777 )     (6,048 )
 
Net additions to real estate and other fixed assets
    (2,018 )     (950 )     (1,131 )
 
Sales or distributions of other invested assets
    14,379       8,453       8,730  
 
Investments in other invested assets
    (14,387 )     (11,599 )     (10,483 )
 
Change in short-term investments
    760       (2,542 )     (1,563 )
 
Investments in partially owned companies
    (50 )     1       255  
 
Finance receivable originations and purchases
    (52,281 )     (21,636 )     (14,690 )
 
Finance receivable principal payments received
    47,425       15,173       12,531  
 
Net cash used in investing activities
  $ (57,321 )   $ (97,115 )   $ (66,904 )
 
Cash flows from financing activities:
                       
 
Receipts from policyholders’ contract deposits
  $ 46,298     $ 55,919     $ 38,867  
 
Withdrawals from policyholders’ contract deposits
    (35,797 )     (24,497 )     (18,422 )
 
Change in trust deposits and deposits due to banks and other depositors
    629       648       641  
 
Change in commercial paper
    (485 )     3,755       (3,174 )
 
Proceeds from notes, bonds, loans and mortgages payable
    53,875       31,918       23,665  
 
Repayments on notes, bonds, loans and mortgages payable
    (42,248 )     (22,565 )     (14,408 )
 
Liquidation of zero coupon notes payable
          (189 )      
 
Proceeds from guaranteed investment agreements
    12,388       10,814       6,387  
 
Maturities of guaranteed investment agreements
    (10,496 )     (7,232 )     (5,900 )
 
Change in securities lending payable
    10,437       19,777       6,501  
 
Redemption of subsidiary company preferred stock
    (100 )     (200 )     (371 )
 
Proceeds from common stock issued
    82       158       74  
 
Cash dividends to shareholders
    (1,421 )     (730 )     (584 )
 
Acquisition of treasury stock
    (176 )     (1,083 )     (207 )
 
Other – net
    13       1       1  
 
Net cash provided by financing activities
  $ 32,999     $ 66,494     $ 33,070  
 
Supplementary information:
                       
Taxes paid
  $ 2,593     $ 3,060     $ 2,454  
 
Interest paid
  $ 4,958     $ 4,314     $ 4,128  
 
See Accompanying Notes to Consolidated Financial Statements.
76
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statement of Comprehensive Income
 
                             
Years Ended December 31,        
(in millions)   2005   2004   2003
 
Comprehensive income (loss):
                       
 
Net income
  $ 10,477     $ 9,839     $ 8,108  
 
Other comprehensive income (loss):
                       
 
Unrealized (depreciation) appreciation of investments – net of reclassification adjustments
    (3,577 )     1,868       4,159  
   
Deferred income tax benefit (expense) on above changes
    1,599       (612 )     (1,237 )
 
Foreign currency translation adjustments
    (926 )     993       347  
   
Applicable income tax benefit (expense) on above changes
    386       (170 )     4  
 
Net derivative gains arising from cash flow hedging activities
    35       83       75  
   
Deferred income tax expense on above changes
    (7 )     (33 )     (22 )
 
Retirement plan liabilities adjustment, net of tax
    13       (22 )     (66 )
 
Other comprehensive income (loss)
    (2,477 )     2,107       3,260  
 
Comprehensive income (loss)
  $ 8,000     $ 11,946     $ 11,368  
 
See Accompanying Notes to Consolidated Financial Statements.
AIG  -  Form 10-K/A
77


 

Notes to Consolidated Financial Statements
 
1. Summary of Significant Accounting Policies
(a) Principles of Consolidation: Certain of AIG’s foreign subsidiaries included in the consolidated financial statements report on a fiscal year ending November 30. The consolidated financial statements include the accounts of AIG, its majority owned subsidiaries and those entities required to be consolidated under applicable accounting standards. See also Note 1(gg) herein. All material intercompany accounts and transactions have been eliminated.
(b) Basis of Presentation: The accompanying financial statements have been prepared on the basis of U.S. generally accepted accounting principles (GAAP). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
General Insurance Operations: AIG’s General Insurance subsidiaries are multiple line companies writing substantially all lines of property and casualty insurance both domestically and abroad. Premiums are earned primarily on a pro rata basis over the term of the related coverage. The reserve for unearned premiums represents the portion of premiums written relating to the unexpired terms of coverage.
    Acquisition costs represent those costs, including commissions and premium taxes, that vary with and are primarily related to the acquisition of new business. These costs are deferred and amortized over the period in which the related premiums written are earned. The deferred policy acquisition cost (DAC) asset is reviewed for recoverability based on the profitability of the underlying insurance contracts. Investment income is not anticipated in the recoverability of deferred policy acquisition costs.
    Losses and loss expenses are charged to income as incurred. The reserve for losses and loss expenses represents the accumulation of estimates for reported losses and includes provisions for losses incurred but not reported. The methods of determining such estimates and establishing resulting reserves, including amounts relating to reserves for estimated unrecoverable reinsurance, are reviewed and updated. Adjustments resulting therefrom are reflected in income currently. AIG discounts its loss reserves relating to workers compensation business written by its U.S. domiciled subsidiaries as permitted by the domiciliary statutory regulatory authorities. As of year end 2005, this discount is $512 million on a tabular basis and $1.11 billion on a non-tabular basis. Additionally, AIG discounts liability business assumed by American International Reinsurance Company, Ltd. (AIRCO) from the Domestic Brokerage Group (DBG) as permitted by its domiciliary regulatory authority. As of year end 2005, this discount is $490 million. The total amount of discount is $2.11 billion or less than three percent of outstanding loss reserves as reflected on the accompanying consolidated balance sheet.
Life Insurance & Retirement Services Operations: AIG’s Life Insurance & Retirement Services subsidiaries offer a wide range of insurance and retirement savings products both domestically and abroad. Insurance-oriented products consist of individual and group life, payout annuities, endowment, and accident and health policies. Retirement savings-oriented products consist generally of fixed and variable annuities.
    Premiums for life insurance products and life contingent annuities are recognized as revenues when due. Estimates for premiums due but not yet collected are accrued. Benefits and expenses are provided against such revenues to recognize profits over the estimated life of the policies. Revenues for universal life and investment-type products consist of policy charges for the cost of insurance, administration, and surrenders during the period. Policy charges collected with respect to future services are deferred and recognized in a manner similar to the deferred policy acquisition costs related to such products. Expenses include interest credited to policy account balances and benefit payments made in excess of policy account balances. Personal accident products are accounted for in a manner similar to general insurance products described above.
    Policy acquisition costs for life insurance products are generally deferred and amortized over the premium paying period of the policy Statement of Financial Accounting Standards No. 60, “Accounting and Reporting by Insurance Enterprises” (FAS 60). Policy acquisition costs and policy issuance costs related to universal life and investment-type products (investment-oriented products) are deferred and amortized, with interest, in relation to the incidence of estimated gross profits to be realized over the estimated lives of the contracts under Statement of Financial Accounting Standards No. 97, “Accounting and Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale of Investments” (FAS 97). Estimated gross profits are composed of net interest income, net realized investment gains and losses, fees, surrender charges, expenses, and mortality and morbidity gains and losses.
    The resulting DAC asset is reviewed for recoverability based on the profitability (both current and projected future) of the underlying insurance contracts.
    The deferred policy acquisition costs for investment-oriented products are adjusted with respect to estimated gross profits as a result of changes in the net unrealized gains or losses on debt and equity securities available for sale. That is, as debt and equity securities available for sale are carried at aggregate fair value, an adjustment is made to deferred policy acquisition costs equal to the change in amortization that would have been recorded if such securities had been sold at their stated aggregate fair value and the proceeds reinvested at current yields. The change in this adjustment, net of tax, is included with the change in net unrealized gains/losses on debt and equity securities available for sale that is credited or charged directly to comprehensive income. Deferred policy acquisition costs have been decreased by $1.14 billion at December 31, 2005 and decreased by $2.26 billion at December 31, 2004 for this adjustment. See also Note 4 herein.
    Value of Business Acquired (VOBA) is determined at time of acquisition. This value is based on present value of future
78
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
1. Summary of Significant Accounting Policies
Continued
pre-tax profits discounted at current yields applicable at time of purchase. For products accounted under FAS 60, the VOBA is amortized over the life of the business similar to that for Deferred Acquisition Costs based on the assumptions at purchase. For FAS 97 products, the VOBA is amortized in relation to the estimated gross profits to date for each period. No impairments have occurred for acquired business to date.
    The liabilities for future policy benefits and policyholders’ contract deposits are established using assumptions described in Note 6.
Financial Services: AIG’s Financial Services subsidiaries engage in diversified activities including aircraft and equipment leasing, capital markets transactions, consumer finance and insurance premium financing.
    AIG’s Aircraft Finance operations represent the operations of International Lease Finance Corporation (ILFC), which generates its revenues primarily from leasing new and used commercial jet aircraft to domestic and foreign airlines. Revenues also result from the remarketing of commercial jets for its own account, for airlines and for financial institutions.
    ILFC, as lessor, leases flight equipment principally under operating leases. Accordingly, income is recognized over the life of the lease as rentals become receivable under the provisions of the lease or, in the case of leases with varying payments, under the straight-line method over the noncancelable term of the lease. In certain cases, leases provide for additional payments contingent on usage. Rental income is recognized at the time such usage occurs less a provision for future contractual aircraft maintenance. ILFC is also a remarketer of flight equipment for its own account and for airlines and financial institutions and provides, for a fee, fleet management services to certain third-party operators. ILFC’s revenues from such operations consist of net gains on sales of flight equipment, commissions and management service fees.
    The Capital Markets operations of AIG are conducted through AIG Financial Products Corp. and AIG Trading Group, Inc. and their respective subsidiaries (collectively referred to as AIGFP), which engages as principal in standard and customized interest rate, currency, equity, commodity, energy and credit products with top-tier corporations, financial institutions, governments, agencies, institutional investors, and high-net-worth individuals throughout the world. AIGFP also raises funds through municipal reinvestment contracts and other private and public securities offerings, investing the proceeds in a diversified portfolio of high grade securities and derivative transactions. AIGFP owns inventories in the commodities in which it trades and may reduce the exposure to market risk through the use of swaps, forwards, futures, and option contracts. See also Note 2 herein.
    Consumer Finance operations include American General Finance, Inc. and its subsidiaries (AGF) as well as AIG Consumer Finance Group, Inc. (AIGCFG). AGF provides a wide variety of consumer finance products, including non-conforming real estate mortgages, consumer loans, retail sales finance and credit-related insurance to customers in the United States. AIGCFG, through its subsidiaries, is engaged in developing a multi-product consumer finance business with an emphasis on emerging markets. See also Note 2 herein.
    Finance charges are recognized as revenue using the interest method. Revenue ceases to be accrued when contractual payments are not received for four consecutive months for loans and retail sales contracts, and for six months for revolving retail accounts and private label receivables. Extension fees, late charges, and prepayment penalties are recognized as revenue when received.
    Direct costs of originating loans, net of nonrefundable points and fees, are deferred and included in the carrying amount of the related loans. The amount deferred is recognized as an adjustment to finance charge revenues, using the interest method applied on a pool basis over a term that anticipates prepayments. If loans are prepaid, any remaining deferral is charged or credited to revenue.
    The allowance for finance receivable losses is maintained at a level considered adequate to absorb estimated credit losses in the existing portfolio. The portfolio is periodically evaluated on a pooled basis and factors such as economic conditions, portfolio composition, and loss and delinquency experience are considered in the evaluation of the allowance.
    Foreclosure proceedings are initiated on real estate loans when four monthly installments are past due, and these loans are charged off at foreclosure. All other finance receivables are charged off when minimal or no collections have been made for six months.
    Together, the Aircraft Finance, Capital Markets and Consumer Finance operations generate the vast majority of the revenues produced by AIG’s consolidated Financial Services operations.
    Imperial A.I. Credit Companies also contribute to Financial Services income. This operation engages principally in insurance premium financing for both AIG’s customers and those of other insurers.
Asset Management Operations: AIG’s Asset Management operations comprise a wide variety of investment-related services and investment products including institutional and retail asset management, broker dealer services and spread-based investment business from the sale of guaranteed investment contracts, also known as funding agreements (GICs). Such products and services are offered to individuals and institutions both domestically and overseas. The fees generated with respect to Asset Management operations are recognized as revenues when earned. Certain costs incurred in the sale of mutual funds are deferred and subsequently amortized.
(c) Investments in Fixed Maturities and Equity Securities: Bonds held to maturity are principally owned by the insurance subsidiaries and are carried at amortized cost where AIG has the ability and positive intent to hold these securities until maturity.
    Where AIG may not have the positive intent to hold bonds and preferred stocks until maturity and not classified as trading, these securities are considered to be available for sale and carried at current market values. Interest income with respect to fixed maturity securities is accrued as earned.
AIG  -  Form 10-K/A
79


 

Notes to Consolidated Financial Statements Continued
 
1. Summary of Significant Accounting Policies
Continued
    Premiums and discounts arising from the purchase of bonds are treated as yield adjustments over their estimated lives or call date, if applicable.
    Bond trading securities are carried at current market values, and changes in fair value are recorded in income currently.
    Common and preferred stocks are carried at current market values. Dividend income is generally recognized when receivable.
    Unrealized gains and losses from investments in equity securities and fixed maturities available for sale are reflected as a separate component of comprehensive income, net of deferred income taxes in consolidated shareholders’ equity currently. Unrealized gains and losses from investments in trading securities are reflected in income currently. Investments in fixed maturities and equity securities are recorded on a trade date basis.
    Realized capital gains and losses are determined principally by specific identification. AIG evaluates its investments for impairment. As a matter of policy, the determination that a security has incurred an other-than-temporary decline in value and the amount of any loss recognition requires the judgment of AIG’s management and a continual review of its investments.
    In general, a security is considered a candidate for other-than-temporary impairment if it meets any of the following criteria:
-   Trading at a significant (25 percent or more) discount to par or amortized cost (if lower) for an extended period of time (nine months or longer);
-   The occurrence of a discrete credit event resulting in (i) the issuer defaulting on a material outstanding obligation; or (ii) the issuer seeking protection from creditors under the bankruptcy laws or any similar laws intended for the court supervised reorganization of insolvent enterprises; or (iii) the issuer proposing a voluntary reorganization pursuant to which creditors are asked to exchange their claims for cash or securities having a fair value substantially lower than par value of their claims; or
-   In the opinion of AIG’s management, it is probable that AIG may not realize a full recovery on its investment, irrespective of the occurrence of one of the foregoing events.
    Once a security has been identified as other-than-temporarily impaired, the amount of such impairment is determined by reference to that security’s contemporaneous market price and recorded as a charge to earnings.
    AIG also enters into dollar roll agreements. These are agreements to sell mortgage-backed securities and to repurchase substantially similar securities at a specified price and date in the future. At December 31, 2005, 2004 and 2003, there were no dollar roll agreements outstanding.
(d) Mortgage Loans on Real Estate, Policy, and Collateral Loans – net: Mortgage loans on real estate, policy loans, and collateral loans are carried at unpaid principal balances. Interest income on such loans is accrued as earned.
    Impairment of mortgage loans on real estate and collateral loans is based upon certain risk factors and when collection of all amounts due under the contractual term is not probable. This impairment is generally measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate subject to the fair value of underlying collateral. Interest income on such loans is recognized as cash is received.
    There is no allowance for policy loans, as these loans serve to reduce the death benefit paid when the death claim is made and the balances are effectively collateralized by the cash surrender value of the policy.
(e) Financial Services – Flight Equipment: Flight equipment is stated at cost. Major additions, modifications and interest are capitalized. Normal maintenance and repairs, airframe and engine overhauls and compliance with return conditions of flight equipment on lease are provided by and paid for by the lessee. Under the provisions of most leases for certain airframe and engine overhauls, the lessee is reimbursed for costs incurred up to but not exceeding contingent rentals paid to AIG by the lessee. AIG provides a charge to income for such reimbursements based upon the expected reimbursements during the life of the lease. Depreciation and amortization are computed on the straight-line basis to a residual value of approximately 15 percent over the estimated useful lives of the related assets but not exceeding 25 years. ILFC’s management is very active in the airline industry and remains current on issues affecting its fleet, including events and circumstances that may affect impairment of aircraft values (e.g. residual values, useful life, current and future revenue generating capacity). Aircraft in the fleet are evaluated, as necessary, based on these events and circumstances in accordance with Statement of Financial Accounting Standards (FAS) No. 144 “Accounting for the Impairment or Disposal of Long-Lived Assets” (FAS 144). FAS 144 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. These evaluations for impairment are significantly affected by estimates of future revenues and other factors which involve some amount of uncertainty.
    This caption also includes deposits for aircraft to be purchased. At the time the assets are retired or disposed of, the cost and associated accumulated depreciation and amortization are removed from the related accounts and the difference, net of proceeds, is recorded as a gain or loss.
(f) Financial Services – Securities Available for Sale, at market value: These securities are held to meet long-term investment objectives and are accounted for as available for sale, carried at current market values and recorded on a trade-date basis. This portfolio is hedged using interest rate, foreign exchange, commodity and equity derivatives. The market risk associated with such hedges is managed on a portfolio basis, with third party hedging transactions executed as necessary. As hedge accounting treatment is not achieved in accordance with
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
1. Summary of Significant Accounting Policies
Continued
FAS 133, the unrealized gains and losses on these securities resulting from changes in interest rates, currency rates and equity prices are recorded in consolidated shareholders’ equity while the unrealized gains and losses on the related economic hedges are reflected in operating income.
(g) Financial Services – Trading Securities, at market value: Trading securities are held to meet short term investment objectives, including hedging securities. These securities are recorded on a trade-date basis and carried at current market values. Unrealized gains and losses are reflected in income currently.
(h) Financial Services – Spot Commodities: Spot commodities are carried at lower of cost or market value and are recorded on a trade-date basis. The exposure to market risk may be reduced through the use of forwards, futures and option contracts. Lower of cost or market value reductions in commodity positions and unrealized gains and losses in related derivatives are reflected in income currently.
(i) Financial Services – Unrealized Gain and Unrealized Loss on Swaps, Options and Forward Transactions: Interest rate, currency, equity and commodity swaps, swaptions, options and forward transactions are accounted for as derivatives recorded on a trade-date basis and are carried at current market values or estimated fair values when market values are not available. Unrealized gains and losses are reflected in income currently, where appropriate. In certain instances, when income is not recognized upfront under EITF 02-03, “Issues Involved in Accounting for Derivative Contracts Held for Trading Purposes and Contracts Involved in Energy Trading and Risk Management Activities”, (EITF 02-03), income is recognized over the life of the contract. Estimated fair values are based on the use of valuation models that utilize, among other things, current interest, foreign exchange, equity, commodity and volatility rates. AIG attempts to secure reliable and independent current market prices, such as published exchange prices, external subscription services’ prices such as Bloomberg or Reuters or third-party broker quotes for use in its models. When such prices are not available, AIG uses an internal methodology which includes interpolation and extrapolation from observable and verifiable prices nearest to the dates of the transactions. These valuations represent an assessment of the present values of expected future cash flows of these transactions and reflect market and credit risk. The portfolio’s discounted cash flows are evaluated with reference to current market conditions, maturities within the portfolio, and other relevant factors. Based upon this evaluation, it is determined what offsetting transactions, if any, are necessary to reduce the market risk of the portfolio. AIG manages its market risk with a variety of transactions, including swaps, trading securities, futures and forward contracts and other transactions as appropriate. Because of the limited liquidity of some of these instruments, the recorded values of these transactions may be different from the values that might be realized if AIG were to sell or close out the transactions prior to maturity. AIG believes that such differences are not significant to the financial condition or liquidity. Such differences would be immediately recognized in income when the transactions are sold or closed out prior to maturity.
(j) Financial Services – Trading Assets and Trading Liabilities: Trading assets and trading liabilities include option premiums paid and received and receivables from and payables to counterparties which relate to unrealized gains and losses on futures, forwards, and options and balances due from and due to clearing brokers and exchanges.
    Futures, forwards, and options purchased and written are accounted for as derivatives on a trade-date basis and are carried at fair values. Unrealized gains and losses are reflected in income currently. The fair values of futures contracts are based on closing exchange quotations. Commodity forward transactions are carried at fair values derived from dealer quotations and underlying commodity exchange quotations. For long-dated forward transactions, where there are no dealer or exchange quotations, fair values are derived using internally developed valuation methodologies based on observable and available market information. Options are carried at fair values based on the use of valuation models that utilize, among other things, current interest or commodity rates, and foreign exchange and volatility rates, as applicable.
(k) Financial Services – Securities Purchased (Sold) Under Agreements to Resell (Repurchase), at contract value: Purchases of securities under agreements to resell and sales of securities under agreements to repurchase are accounted for as collateralized borrowing or lending transactions and are recorded at their contracted resale or repurchase amounts, plus accrued interest. AIG’s policy is to take possession of or obtain a security interest in securities purchased under agreements to resell.
    AIG minimizes the credit risk that counterparties to transactions might be unable to fulfill their contractual obligations by monitoring customer credit exposure and collateral value and generally requiring additional collateral to be deposited with AIG when deemed necessary.
(l) Financial Services – Finance Receivables: Finance receivables are carried at amortized cost which includes accrued finance charges on interest bearing finance receivables, unamortized deferred origination costs, and unamortized net premiums and discounts on purchased finance receivables. They are net of unamortized finance charges and unamortized points and fees. The allowance for finance receivable losses is established through the provision for finance receivable losses charged to expense.
(m) Securities Lending Collateral and Securities Lending Payable: AIG’s insurance and asset management operations lend their securities and primarily take cash as collateral with respect to the securities lent. Invested collateral consists primarily of floating rate debt securities. Income earned on invested collateral, net of interest payable to the collateral provider, is recorded in net investment income.
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Notes to Consolidated Financial Statements Continued
 
1. Summary of Significant Accounting Policies
Continued
    The market value of securities pledged under securities lending arrangements were $59.0 billion and $48.8 billion as of December 31, 2005 and 2004, respectively. Of these amounts, $58.3 billion and $48.2 billion represent securities included in bonds available for sale in AIG’s consolidated balance sheet as of December 31, 2005 and 2004, respectively.
(n) Other Invested Assets: Other invested assets consist primarily of investments by AIG’s insurance operations in hedge funds and limited partnerships.
    Hedge funds and limited partnerships in which AIG holds in the aggregate less than a five percent interest are reported at fair value. The change in fair value is recognized as a component of other comprehensive income.
    With respect to hedge funds and limited partnerships in which AIG holds in the aggregate a five percent or greater interest or less than five percent interest but AIG has more than a minor influence over the operations of the investee, AIG’s carrying value is the net asset value. The changes in such net asset values accounted for under the equity method are recorded in earnings through net investment income.
    AIG obtains the fair value of its investments in limited partnerships and hedge funds from information provided by the general partner or manager of each of these investments, the accounts of which are generally audited on an annual basis.
(o) Short-term investments: Short-term investments consist of interest bearing cash equivalents, time deposits, and investments maturing within one year, such as commercial paper.
(p) Reinsurance Assets: Reinsurance assets include the balances due from both reinsurance and insurance companies under the terms of AIG’s reinsurance agreements for paid and unpaid losses and loss expenses, ceded unearned premiums and ceded future policy benefits for life and accident and health insurance contracts and benefits paid and unpaid. Amounts related to paid and unpaid losses and loss expenses with respect to these reinsurance agreements are substantially collateralized.
(q) Other Assets: Other assets consist of prepaid expenses, including deferred advertising costs, derivatives assets at market value, and other deferred charges. Generally, advertising costs are expensed as incurred except for certain direct response campaigns, which are deferred over the expected future benefit period in accordance with Statement of Position 93-7, “Reporting on Advertising Costs.” In instances where AIG can demonstrate that its direct-response advertising, whose primary purpose is to elicit sales to customers, can be shown to have responded specifically to the advertising and that results in probable future economic benefits are capitalized. Deferred advertising costs are included in other assets, are amortized on a campaign by campaign basis over the expected economic future benefit period and reviewed regularly for recoverability. The amount reported in other assets was $915 million and $879 million at December 31, 2005 and 2004, respectively. The amount of expense amortized into earnings was $272 million, $244 million and $217 million, for 2005, 2004, and 2003, respectively.
(r) Deposit Liabilities: AIG has entered into certain insurance and reinsurance contracts, primarily in its general insurance segment, which do not contain sufficient amount and timing risk to be accounted for as insurance or reinsurance. Accordingly, these transactions are recorded based upon deposit accounting, and the premiums received, after deduction for certain related expenses, are recorded as deposits within Other liabilities on the consolidated balance sheet. Net proceeds of these deposits are invested and generate net investment income. As amounts are paid, consistent with the underlying contracts, the deposit liability is reduced. Periodically, AIG evaluates the expected payments to be made under each contract and adjusts the deposit liability through earnings in the current period.
(s) Investments in Partially Owned Companies: Generally, the equity method of accounting is used for AIG’s investment in companies in which AIG’s ownership interest approximates 20 percent but is not greater than 50 percent (minority owned companies). At December 31, 2005, AIG’s significant investments in partially owned companies included its 24.3 percent interest in IPC Holdings, Ltd., its 23.4 percent interest in Allied World Assurance Holdings, Ltd., its 26 percent interest in Tata AIG Life Insurance Company, Ltd., its 26 percent interest in Tata AIG General Insurance Company, Ltd. and its 24.5 percent interest in The Fuji Fire and Marine Insurance Co., Ltd. This balance sheet caption also includes investments in less significant partially owned companies. The amounts of dividends received from unconsolidated entities where AIG’s ownership interest is less than 50 percent were $146 million, $22 million and $13 million in 2005, 2004 and 2003, respectively. The undistributed earnings of unconsolidated entities where AIG’s ownership interest is less than 50 percent were $179 million, $445 million and $320 million as of December 31, 2005, 2004 and 2003, respectively.
(t) Real Estate and Other Fixed Assets: The costs of buildings and furniture and equipment are depreciated principally on a straight-line basis over their estimated useful lives (maximum of 40 years for buildings and ten years for furniture and equipment). Expenditures for maintenance and repairs are charged to income as incurred; expenditures for betterments are capitalized and depreciated.
    AIG periodically assesses the carrying value of its real estate relative to the market values of real estate within the specific local area, for the purpose of determining any asset impairment.
(u) Separate and Variable Accounts: Separate and variable accounts represent funds for which investment income and investment gains and losses accrue directly to the policyholders who predominantly bear the investment risk. Each account has specific investment objectives, and the assets are carried at market value. The assets of each account are legally segregated and are not subject to claims which arise out of any other
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1. Summary of Significant Accounting Policies
Continued
business of AIG. The liabilities for these accounts are generally equal to the account assets.
(v) Financial Services – Securities and Spot Commodities Sold but not yet Purchased, at market value: Securities and spot commodities sold but not yet purchased represent sales of securities and spot commodities not owned at the time of sale. The obligations arising from such transactions are recorded on a trade-date basis and carried at market values.
(w) Liabilities Connected to Trust Preferred Stock: Liabilities connected to trust preferred stock principally relates to outstanding securities issued by AGC, a wholly owned subsidiary of AIG. Cash distributions on such preferred stock are accounted for as interest expense.
(x) Preferred Shareholders’ Equity in Subsidiary Companies: Preferred shareholders’ equity in subsidiary companies relates principally to outstanding preferred stock or interest of ILFC, a wholly owned subsidiary of AIG. Cash distributions on such preferred stock or interest are accounted for as interest expense.
(y) Other Policyholders’ Funds: Other policyholders’ funds are reported at cost and include any policyholders’ funds on deposit which encompasses premium deposits and similar items.
(z) Other Liabilities: Other liabilities consist of other funds on deposits, derivatives liabilities at market value, and other payables.
(aa) Short- and Long-Term Borrowings: AIG’s funding is principally obtained from medium-term and long-term borrowings. Commercial paper, when issued at a discount, is recorded at the proceeds received and accreted to its par value. Long-term borrowings are carried at the principal amount borrowed, net of unamortized discounts or premiums. See Note 9 herein for additional information.
(bb) Translation of Foreign Currencies: Financial statement accounts expressed in foreign currencies are translated into U.S. dollars in accordance with Statement of Financial Accounting Standards No. 52, “Foreign Currency Translation” (FAS 52). Under FAS 52, functional currency assets and liabilities are translated into U.S. dollars generally using current rates of exchange prevailing at the balance sheet date of each respective subsidiary and the related translation adjustments are recorded as a separate component of comprehensive income, net of any related taxes, in consolidated shareholders’ equity. Functional currencies are generally the currencies of the local operating environment. Income statement accounts expressed in functional currencies are translated using average exchange rates. The adjustments resulting from translation of financial statements of foreign entities operating in highly inflationary economies are recorded in income. Exchange gains and losses resulting from foreign currency transactions are recorded in income currently. The exchange gain or loss with respect to utilization of qualifying foreign exchange hedging activities is recorded as a component of other comprehensive income. In the situation where the qualifying hedge is identified to an underlying foreign currency transaction, the hedging activity exchange or loss is transferred out of other comprehensive income and netted against the exchange gain or loss of the underlying in income.
(cc) Income Taxes: Deferred tax assets and liabilities are recorded for the effects of temporary differences between the tax basis of an asset or liability and its reported amount in the Consolidated Financial Statements. AIG assesses its ability to realize deferred tax assets primarily based on the earnings history, the future earnings potential, the reversal of taxable temporary differences, and the tax planning strategies available to the legal entities recognizing deferred tax assets, all through which realization of deferred tax assets will be achieved, as discussed in Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes.” See Note 3 herein for further discussion of income taxes.
(dd) Earnings Per Share: Basic earnings per common share are based on the weighted average number of common shares outstanding, retroactively adjusted to reflect all stock dividends and stock splits. Diluted earnings per share are based on those shares used in basic earnings per share plus shares that would have been outstanding assuming issuance of common shares for all dilutive potential common shares outstanding, retroactively adjusted to reflect all stock dividends and stock splits.
The computation of earnings per share for December 31, 2005, 2004 and 2003 was as follows:
                           
 
Years Ended December 31,
(in millions, except per share data)   2005   2004   2003
 
Numerator for basic earnings per share:
                       
Income before cumulative effect of accounting changes
  $ 10,477     $ 9,983     $ 8,099  
Cumulative effect of accounting changes, net of tax
          (144 )     9  
 
Net income applicable to common stock
  $ 10,477     $ 9,839     $ 8,108  
 
Denominator for basic earnings per share:
                       
Average shares outstanding used in the computation of per share earnings:
                       
 
Common stock issued
    2,752       2,752       2,752  
 
Common stock in treasury
    (155 )     (146 )     (142 )
 
Average shares outstanding – basic
    2,597       2,606       2,610  
 
                         
(continued)
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Notes to Consolidated Financial Statements Continued
 
1. Summary of Significant Accounting Policies
Continued
                         
 
Years Ended December 31,
(in millions, except per share data)   2005   2004   2003
 
Numerator for diluted earnings per share:
                       
Income before cumulative effect of accounting changes
  $ 10,477     $ 9,983     $ 8,099  
Cumulative effect of accounting changes, net of tax
          (144 )     9  
 
Net income applicable to common stock
    10,477       9,839       8,108  
 
Interest on contingently convertible bonds, net of tax (a)
    11       11       11  
 
Adjusted net income applicable to common stock(a)
  $ 10,488     $ 9,850     $ 8,119  
 
Denominator for diluted earnings per share:
                       
Average shares outstanding
    2,597       2,606       2,610  
Incremental shares from potential common stock:
                       
Average number of shares arising from outstanding employee stock plans (treasury stock method)(b)
    21       22       18  
Contingently convertible bonds(a)
    9       9       9  
 
Adjusted average shares outstanding – diluted(a)
    2,627       2,637       2,637  
 
Earnings per share:
                       
Basic:
                       
Income before cumulative effect of accounting changes
  $ 4.03     $ 3.83     $ 3.10  
Cumulative effect of accounting changes, net of tax
          (0.06 )      
 
Net income
  $ 4.03     $ 3.77     $ 3.10  
 
Diluted:
                       
Income before cumulative effect of accounting changes
  $ 3.99     $ 3.79     $ 3.07  
Cumulative effect of accounting changes, net of tax
          (0.06 )      
 
Net income
  $ 3.99     $ 3.73     $ 3.07  
 
(a)  Assumes conversion of contingently convertible bonds due to the adoption of EITF Issue No. 04-8 “Accounting Issues Related to Certain Features of Contingently Convertible Debt and the Effect on Diluted Earnings per Share.”
 
(b)  Certain shares arising from employee stock plans were not included in the computation of diluted earnings per share where the exercise price of the options exceeded the average market price and would have been antidilutive. The number of shares excluded were 19 million, 7 million and 26 million for 2005, 2004 and 2003, respectively.
(ee) Derivatives: AIG carries all derivatives in the consolidated balance sheet at fair value. The financial statement recognition of the change in the fair value of a derivative depends on a number of factors, including the intended use of the derivative and the extent to which it is effective as part of a hedge transaction. The changes in fair value of the derivative transactions of AIGFP are currently presented as a component of AIG’s operating income. However, in certain instances, when income is not recognized upfront under EITF 02-03, income is recognized over the life of the contract, where appropriate.
    The discussion below relates to the derivative activities of AIG (other than those of AIGFP) that qualify for hedge accounting treatment under FAS 133.
    For derivatives designated as hedges, on the date the derivative contract is entered into, AIG designates the derivative as: (i) a hedge of the subsequent changes in the fair value of a recognized asset or liability or of an unrecognized firm commitment (“fair value” hedge); (ii) a hedge of a forecasted transaction, or the variability of cash flows to be received or paid related to a recognized asset or liability (“cash flow” hedge); or (iii) a hedge of a net investment in a foreign operation. Fair value and cash flow hedges may involve foreign currencies (“foreign currency hedges”). The gain or loss in the fair value of a derivative that is appropriately and contemporaneously documented, designated and is highly effective as a fair value hedge is recorded in current period earnings, along with the loss or gain on the hedged item attributable to the hedged risk. The gain or loss in the fair value of a derivative that is appropriately and contemporaneously documented, designated and is highly effective as a cash flow hedge is recorded in other comprehensive income, until earnings are affected by the variability of cash flows. Of the amount deferred in Other Comprehensive Income at December 31, 2005, AIG does not expect a material amount to be reclassified into earnings over the next twelve months. The portion of the gain or loss in the fair value of a derivative in a cash flow hedge that represents hedge ineffectiveness is recognized immediately in current period earnings. The amount of ineffectiveness was not material for 2005, 2004 and 2003. The gain or loss in the fair value of a derivative that is appropriately and contemporaneously documented, designated and is highly effective as a hedge of a net investment in a foreign operation is recorded in the foreign currency translation adjustments account within other comprehensive income. Changes in the fair value of derivatives used for other than hedging activities are reported in current period earnings (principally in realized capital gains and losses for AIG’s insurance operations). AIG had no hedges that were considered fair value hedges at December 31, 2005. At December 31, 2005, AIG’s hedge accounting was limited to cash flow hedge accounting primarily related to the hedge of forecasted transactions.
    AIG assesses, both at the hedge’s inception and on an ongoing basis, whether the derivatives used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.
    As of January 1, 2005 and December 31, 2005, the related balance of accumulated derivative net loss arising from cash flow hedges, net of tax, was $53 million and $25 million, respectively. Of the change in accumulated derivative net gain, $3 million represents current period changes in fair values of derivatives used in cash flow hedge transactions, and $25 million represents current period reclassifications to operating income.
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
1. Summary of Significant Accounting Policies
Continued
    In addition to hedging activities, AIG also uses derivative instruments with respect to investment operations, which include, among other things, credit default swaps, and purchasing investments with embedded derivatives, such as equity linked notes and convertible bonds. All changes in the market value of these derivatives are recorded in earnings. AIG bifurcates an embedded derivative where: (i) the economic characteristics of the embedded instruments are not clearly and closely related to those of the remaining components of the financial instrument; (ii) the contract that embodies both the embedded derivative instrument and the host contract is not remeasured at fair value; and (iii) a separate instrument with the same terms as the embedded instrument meets the definition of a derivative under Statement of Financial Accounting Standards No. 133, “Accounting for Derivative Instruments and Hedging Activities.” See also Note 20 herein.
(ff) Goodwill and Intangible Assets: Goodwill is reviewed for impairment on an annual basis, or more frequently if circumstances indicate that a possible impairment has occurred. The assessment of impairment involves a two-step process whereby an initial assessment for potential impairment is performed, followed by a measurement of the amount of impairment, if any. No impairment has been recorded by AIG in 2005, 2004 or 2003.
    On August 29, 2003, AIG acquired 100 percent of the outstanding common shares of GE Edison Life Insurance Company in Japan and the U.S.-based auto and home insurance business of General Electric Company (GE) for $2.1 billion. The acquisition expanded AIG’s life insurance presence in Japan and AIG’s auto and home insurance presence in the U.S. At the date of acquisition, the fair values of the assets acquired and liabilities assumed were $20 billion and $19 billion, respectively. Goodwill associated with this transaction as of December 31, 2003 amounted to $1.3 billion, primarily related to the life business.
    Other changes in the carrying amount of goodwill are primarily caused as a result of foreign currency translation adjustments and other purchase price adjustments.
(gg) Recent Accounting Standards: In December 2003, FASB issued Interpretation No. 46R, “Consolidation of Variable Interest Entities Revised” (FIN46R). See also Note 19 herein.
    In March 2005, FASB issued FSP FIN46R-5 “Implicit Variable Interests under FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities” (FSP FIN46R-5) to address whether a reporting enterprise has an implicit variable interest in a variable interest entity (VIE) or potential VIE when specific conditions exist. Although implicit variable interests are mentioned in FIN46R, the term is not defined and only one example is provided. FSP FIN46R-5 offers additional guidance, stating that implicit variable interests are implied financial interests in an entity that change with changes in the fair value of the entity’s net assets exclusive of variable interests. An implicit variable interest acts the same as an explicit variable interest except it involves the absorbing and/or receiving of variability indirectly from the entity (rather than directly). The identification of an implicit variable interest is a matter of judgment that depends on the relevant facts and circumstances. The adoption of FSP FIN46R-5 did not have a material effect on AIG’s financial condition or results of operations.
    In July 2003, the American Institute of Certified Public Accountants issued Statement of Position 03-1, “Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts” (SOP 03-1). See also Note 21 herein.
    In December 2003, FASB issued Statement of Financial Accounting Standards No. 132 (Revised), “Employers’ Disclosures About Pensions and Other Post Retirement Benefits,” which revised disclosure requirements with respect to defined benefit plans. See also Note 15 herein.
    At the March 2004 meeting, the Emerging Issue Task Force (EITF) reached a consensus with respect to Issue No. 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments.” On September 30, 2004, the FASB issued FASB Staff Position (FSP) EITF No. 03-1-1, Effective Date of Paragraphs 10-20 of EITF Issue No. 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments” delaying the effective date of this guidance until the FASB has resolved certain implementation issues with respect to this guidance, but the disclosures remain effective. This FSP, retitled FSP FAS 115-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments,” replaces the measurement and recognition guidance set forth in Issue No. 03-1 and codifies certain existing guidance on impairment. Adoption of FSP FAS 115-1 is not expected to have a material effect on AIG’s financial condition or results of operations.
    At the September 2004 meeting, the EITF reached a consensus with respect to Issue No. 04-8, “Accounting Issues Related to Certain Features of Contingently Convertible Debt and the Effect on Diluted Earnings per Share.” This Issue addresses when the dilutive effect of contingently convertible debt (Co-Cos) with a market price trigger should be included in diluted earnings per share (EPS). The adoption of Issue No. 04-8 did not have a material effect on AIG’s diluted EPS.
    In December 2004, the FASB issued Statement No. 123 (revised 2004), “Share-Based Payment” (FAS 123R). FAS 123R and its related interpretive guidance replaces FAS No. 123, “Accounting for Stock-Based Compensation” (FAS 123), and supersedes Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued to Employees” (APB 25). FAS 123, as originally issued in 1995, established as preferable a fair-value-based method of accounting for share-based payment transactions with employees. On January 1, 2003, AIG adopted the recognition provisions of FAS 123. See also Note 14 herein. In April 2005, the SEC delayed the effective date for FAS 123R until the first fiscal year beginning after June 15, 2005. As a result, AIG expects to adopt the provisions of the revised FAS 123R and its related interpretive guidance in the first quarter of 2006. For its service-based awards (1999 Stock Option Plan, 2002 Stock Incentive Plan, and 1999 Employee Stock Purchase Plan), AIG recognizes
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Notes to Consolidated Financial Statements Continued
 
1. Summary of Significant Accounting Policies
Continued
compensation on a straight-line basis over the scheduled vesting period. Upon adoption of FAS 123R, AIG will recognize compensation expense to the scheduled retirement date for employees near retirement. AIG does not expect the effect of this change to be material to AIG’s results of operations. Consistent with the requirements of FAS 123R, AIG will recognize the unvested portion of its APB 25 awards as compensation expense over the remaining vesting period.
    In December, 2005 and January, 2006, C.V. Starr & Co., Inc. (Starr) made tender offers to AIG employees holding Starr common and preferred stock. In conjunction with AIG’s adoption of FAS 123R, Starr is considered to be an “economic interest holder” in AIG. As a result, AIG expects to include the compensation expense related to the 2006 tender offer in its consolidated financial statements for the first quarter of 2006.
    AIG is currently assessing the effect of FAS 123R and believes the effect will not be material to AIG’s financial condition or results of operations.
    On December 16, 2004, the FASB issued Statement No. 153, “Exchanges of Nonmonetary Assets — An Amendment of APB Opinion No. 29” (FAS 153). FAS 153 amends APB Opinion No. 29, “Accounting for Nonmonetary Transactions.” The amendments made by FAS 153 are based on the principle that exchanges of nonmonetary assets should be measured based on the fair value of the assets exchanged. Further, the amendments eliminate the narrow exception for nonmonetary exchanges of similar productive assets and replace it with a broader exception for exchanges of nonmonetary assets that do not have “commercial substance.” Previously, APB Opinion No. 29 required that the accounting for an exchange of a productive asset for a similar productive asset or an equivalent interest in the same or similar productive asset should be based on the recorded amount of the asset relinquished. The provisions in FAS 153 are effective for nonmonetary asset exchanges beginning July 1, 2005. The adoption of FAS 153 did not have a material effect on AIG’s financial condition or results of operations.
    On June 1, 2005, the FASB issued Statement No. 154, “Accounting Changes and Error Corrections” (FAS 154). FAS 154 replaces APB Opinion No. 20, “Accounting Changes” and FASB Statement No. 3, “Reporting Accounting Changes in Interim Financial Statements.” FAS 154 requires that a voluntary change in accounting principle be applied retrospectively with all prior period financial statements presented on the new accounting principle, unless it is impracticable to do so. FAS 154 also provides that a correction of errors in previously issued financial statements should be termed a “restatement.” The new standard is effective for accounting changes and correction of errors beginning January 1, 2006.
    At the June 2005 meeting, the EITF reached a consensus with respect to Issue No. 04-5, “Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights”. The Issue addresses what rights held by the limited partner(s) preclude consolidation in circumstances in which the sole general partner would consolidate the limited partnership in accordance with generally accepted accounting principles absent the existence of the rights held by the limited partner(s). Based on that consensus, the EITF also agreed to amend the consensus in Issue No. 96-16, “Investor’s Accounting for an Investee When the Investor Has a Majority of the Voting Interest but the Minority Shareholders Have Certain Approval or Veto Rights.” The guidance in this Issue is effective after June 29, 2005 for general partners of all new limited partnerships formed and for existing limited partnerships for which the partnership agreements are modified. For general partners in all other limited partnerships, the guidance in this Issue is effective beginning January 1, 2006. The effect of the adoption of this EITF Issue on existing partnerships that were modified and new partnerships entered into after June 29, 2005, was not material to AIG’s financial condition or results of operations. For all other partnerships, AIG is currently assessing the effect of adopting this EITF Issue.
    On June 29, 2005, FASB issued Statement 133 Implementation Issue No. B38, “Embedded Derivatives: Evaluation of Net Settlement with Respect to the Settlement of a Debt Instrument through Exercise of an Embedded Put Option or Call Option.” This implementation guidance relates to the potential settlement of the debtor’s obligation to the creditor that would occur upon exercise of the put option or call option, which meets the net settlement criterion in FAS 133 paragraph 9(a). The effective date of the implementation guidance is January 1, 2006. AIG is currently assessing the effect of implementing this guidance.
    On June 29, 2005, FASB issued Statement 133 Implementation Issue No. B39, “Application of Paragraph 13(b) to Call Options That Are Exercisable Only by the Debtor.” The conditions in FAS 133 paragraph 13(b) do not apply to an embedded call option in a hybrid instrument containing a debt host contract if the right to accelerate the settlement of the debt can be exercised only by the debtor (issuer/borrower). This guidance does not apply to other embedded derivative features that may be present in the same hybrid instrument. The effective date of the implementation guidance is January 1, 2006. AIG is currently assessing the effect of implementing this guidance.
    On September 19, 2005, FASB issued Statement of Position 05-1, “Accounting by Insurance Enterprises for Deferred Acquisition Costs in Connection with Modifications or Exchanges of Insurance Contracts.” SOP 05-1 provides guidance on accounting for deferred acquisition costs on internal replacements of insurance and investment contracts other than those specifically described in FASB Statement No. 97, “Accounting and Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale of Investments.” The SOP defines an internal replacement as a modification in product benefits, features, rights, or coverage that occurs by the exchange of a contract for a new contract, or by amendment, endorsement, or rider to a contract, or by the election of a feature or
86
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
1. Summary of Significant Accounting Policies
Continued
coverage within a contract. The effective date of the implementation guidance is January 1, 2007. AIG is currently assessing the effect of implementing this guidance.
    On February 16, 2006, the FASB issued FAS No. 155, “Accounting for Certain Hybrid Financial Instruments” (FAS 155), an amendment of FAS 140 and FAS 133. FAS 155 permits the Company to elect to measure any hybrid financial instrument at fair value (with changes in fair value recognized in earnings) if the hybrid instrument contains an embedded derivative that would otherwise be required to be bifurcated and accounted for separately under FAS 133. The election to measure the hybrid instrument at fair value is made on an instrument-by-instrument basis and is irrevocable. FAS 155 will be effective for all instruments acquired, issued, or subject to a remeasurement event occurring after the beginning of the AIG’s fiscal year that begins after September 15, 2006, with earlier adoption permitted as of the beginning of 2006, provided that financial statements for any interim period of that fiscal year have not been issued. AIG has not yet decided whether it will early adopt FAS 155 effective January 1, 2006, and is assessing the effect of this change in accounting.
(hh) Restatements: AIG has completed two restatements of its financial statements (the Restatements). In connection with the first restatement (the First Restatement) included in the Annual Report on Form 10-K for the year ended December 31, 2004 filed on May 31, 2005, AIG restated its consolidated financial statements and financial statement schedules for the years ended December 31, 2003, 2002, 2001 and 2000, the quarters ended March 31, June 30 and September 30, 2004 and 2003 and the quarter ended December 31, 2003. In the second restatement (the Second Restatement) included in the Annual Report on Form 10-K/A for the year ended December 31, 2004 filed on March 16, 2006, AIG restated its consolidated financial statements and financial statement schedules for the years ended December 31, 2004, 2003 and 2002, along with 2001 and 2000 for purposes of preparation of the Consolidated Financial Data for 2001 and 2000, the quarterly financial information for 2004 and 2003 and the first three quarters of 2005. See Note 22 herein. AIG, however, did not amend its quarterly report on Form 10-Q for the quarter ended September 30, 2005 because the adjustments to the financial statements included therein were not material to those financial statements. The consolidated financial statements included in this Annual Report on Form 10-K/A reflect the Restatements.
2. Segment Information
In 2003 and prior years, AIG’s operations were conducted by its subsidiaries principally through four operating segments: General Insurance, Life Insurance, Financial Services and Retirement Services & Asset Management. Beginning with the first quarter of 2004, AIG reports Retirement Services results in the same segment as Life Insurance, reflecting the convergence of protective financial and retirement products and AIG’s current management of these operations. Information for years prior to 2004 included herein has been reclassified to show AIG’s results of operations and financial position on a comparable basis with the 2004 presentation. These segments and their respective operations are as follows:
General Insurance: AIG’s General Insurance subsidiaries are multiple line companies writing substantially all lines of property and casualty insurance both domestically and abroad. AIG’s principal General Insurance operations are as follows:
    DBG writes substantially all classes of business insurance in the U.S. and Canada, accepting such business mainly from insurance brokers.
    Transatlantic Holdings, Inc. (Transatlantic) subsidiaries offer reinsurance capacity on both a treaty and facultative basis both in the U.S. and abroad. Transatlantic structures programs for a full range of property and casualty products with an emphasis on specialty risks.
    AIG’s Personal Lines operations provide automobile insurance through AIG Direct, the mass marketing operation of AIG, Agency Auto Division and 21st Century Insurance Group (21st Century), as well as a broad range of coverages for high net-worth individuals through the AIG Private Client Group.
    Mortgage Guaranty operations provide guaranty insurance primarily on conventional first mortgage loans on single family dwellings and condominiums.
    AIG’s Foreign General Insurance group accepts risks primarily underwritten through American International Underwriters (AIU), a marketing unit consisting of wholly owned agencies and insurance companies. The Foreign General Insurance group also includes business written by AIG’s foreign-based insurance subsidiaries. The Foreign General Insurance group uses various marketing methods to write both business and consumer lines insurance with certain refinements for local laws, customs and needs. AIU operates in Asia, the Pacific Rim, the United Kingdom, Europe, Africa, the Middle East and Latin America.
    Each of the General Insurance sub-segments is comprised of groupings of major products and services as follows: Domestic Brokerage Group is comprised of domestic commercial insurance products and services; Transatlantic is comprised of reinsurance products and services sold to other general insurance companies; Personal Lines are comprised of general insurance products and services sold to individuals; Mortgage Guaranty is comprised of products insuring against losses arising under certain loan agreements; and Foreign General is comprised of general insurance products sold overseas.
Life Insurance & Retirement Services: AIG’s Life Insurance & Retirement Services subsidiaries offer a wide range of insurance and retirement savings products both domestically and abroad. Insurance-oriented products consist of individual and group life, payout annuities, endowment and accident and health policies. Retirement savings products consist of fixed and variable annuities.
    AIG’s principal overseas Life Insurance & Retirement Services operations are American Life Insurance Company (ALICO), American International Assurance Company,
AIG  -  Form 10-K/A
87


 

Notes to Consolidated Financial Statements Continued
 
2. Segment Information
Continued
Limited, together with American International Assurance Company (Bermuda) Limited (AIA), Nan Shan Life Insurance Company, Ltd. (Nan Shan), The Philippine American Life and General Insurance Company (PhilamLife), AIG Edison Life Insurance Company (AIG Edison Life) and AIG Star Life Insurance Co. Ltd. (AIG Star Life).
    AIG’s principal domestic Life Insurance & Retirement Services operations are American General Life Insurance Company (AG Life), The United States Life Insurance Company in the City of New York (USLIFE), American General Life and Accident Insurance Company (AGLA), AIG Annuity Insurance Company (AIG Annuity), The Variable Annuity Life Insurance Company (VALIC) and AIG Retirement Services, Inc (AIG SunAmerica).
    AIRCO acts as an internal reinsurance company for AIG’s foreign life operations.
    Life Insurance & Retirement Services is comprised of two major groupings of products and services: insurance-oriented products and services and retirement savings products and services. Substantially all of the retirement savings products are reported in the VALIC/ AIG Annuity/ AIG SunAmerica sub-segment. Total revenues for retirement savings products were $6.82 billion, $6.56 billion and $5.82 billion for the years ended December 31, 2005, 2004 and 2003, respectively. The remaining sub-segments are comprised almost entirely of insurance-oriented products and services. Total revenues for insurance-oriented products and services were $40.49 billion, $36.84 billion and $30.86 billion for the years ended December 31, 2005, 2004 and 2003, respectively.
Financial Services: AIG’s Financial Services subsidiaries engage in diversified financial products and services including aircraft and equipment leasing, capital markets transactions, consumer finance and insurance premium financing.
    AIG’s Aircraft Finance operations represent the operations of ILFC, which generates its revenues primarily from leasing new and used commercial jet aircraft to domestic and foreign airlines. Revenues also result from the remarketing of commercial jets for its own account, for airlines and for financial institutions.
    AIG’s Capital Markets operations are conducted through AIGFP. As Capital Markets is a transaction-oriented operation, current and past revenues and operating results may not provide a basis for predicting future performance. Also, AIG’s Capital Markets operations may be adversely affected by the downgrades in AIG’s credit ratings.
    AIG’s Capital Markets operations derive substantially all their revenues from hedged financial positions entered in connection with counterparty transactions rather than from speculative transactions. These subsidiaries participate in the derivatives and financial transactions dealer markets conducting, primarily as principal, an interest rate, currency, equity, commodity, energy and credit products business.
    Consumer Finance operations include AGF as well as AIGCFG. AGF and AIGCFG provide a wide variety of consumer finance products, including non-conforming real estate mortgages, consumer loans, retail sales finance and credit-related insurance to customers both domestically and overseas, particularly in emerging markets.
Asset Management: AIG’s Asset Management operations comprise a wide variety of investment-related services and investment products including institutional and retail asset management, broker dealer services and spread-based investment business from the sale of guaranteed investment contracts, also known as funding agreements (GICs). Such products and services are offered to individuals and institutions both domestically and overseas.
88
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
2. Segment Information
Continued
2. Segment Information
Continued
(a) The following table summarizes the operations by major operating segment for the years ended December 31, 2005, 2004 and 2003:
                                                                 
 
    Operating Segments    
         
        Life        
        Insurance        
    General   & Retirement   Financial   Asset       Reclassifications    
(in millions)   Insurance   Services   Services   Management   Other(a)   Total   and Eliminations   Consolidated
 
2005
                                                               
Revenues (b)
  $ 45,174     $ 47,316     $ 10,525     $ 5,325     $ 565     $ 108,905     $     $ 108,905  
Interest expense
    7       83       5,279       11       293       5,673             5,673  
Operating income (loss) before minority interest
    2,315       8,844       4,276       2,253       (2,475 ) (c)     15,213             15,213  
Income taxes (benefits)
    140       2,176       1,366       718       (142 )     4,258             4,258  
Depreciation expense
    273       268       1,447       43       169       2,200             2,200  
Capital expenditures
    417       590       6,300       25       194       7,526             7,526  
Identifiable assets
    150,667       480,622       166,488       81,080       93,154       972,011       (118,641 )     853,370  
 
2004
                                                               
Revenues(b)
  $ 41,961     $ 43,400     $ 7,495     $ 4,714     $ 96     $ 97,666     $     $ 97,666  
Interest expense
    9       63       4,041       8       306       4,427             4,427  
Operating income (loss) before minority interest
    3,177       7,923       2,180       2,125       (560 )     14,845             14,845  
Income taxes (benefits)
    616       2,526       654       753       (142 )     4,407             4,407  
Depreciation expense
    251       262       1,366       19       137       2,035             2,035  
Capital expenditures
    350       480       4,481       11       207       5,529             5,529  
Identifiable assets
    131,658       447,841       165,995       80,075       79,890       905,459       (104,314 )     801,145  
 
2003
                                                               
Revenues(b)
  $ 33,833     $ 36,678     $ 6,242     $ 3,651     $ (983 )   $ 79,421     $     $ 79,421  
Interest expense
    4       68       3,817       8       322       4,219             4,219  
Operating income (loss) before minority interest
    4,502       6,807       1,182       1,316       (1,900 )     11,907             11,907  
Income taxes (benefits)
    1,146       2,229       287       465       (571 )     3,556             3,556  
Depreciation expense
    204       244       1,261       15       137       1,861             1,861  
Capital expenditures
    284       483       5,461       19       239       6,486             6,486  
Identifiable assets
    117,511       372,126       141,667       64,047       69,988       765,339       (89,737 )     675,602  
 
(a) Includes AIG Parent and other operations which are not required to be reported separately.
 
(b) Represents the sum of General Insurance net premiums earned, Life Insurance & Retirement Services GAAP premiums, net investment income, Financial Services interest, lease and finance charges, Asset Management advisory and management fees and net investment income from guaranteed investment contracts, and realized capital gains (losses).
 
(c) Includes settlement costs of $1.64 billion as described in Note 12(i).
AIG  -  Form 10-K/A
89


 

Notes to Consolidated Financial Statements Continued
 
2. Segment Information
Continued
2. Segment Information
Continued
(b) The following table summarizes AIG’s General Insurance operations by major internal reporting unit for the years ended December 31, 2005, 2004 and 2003:
                                                                 
 
    General Insurance
     
    Domestic       Total   Reclassifications   Total
    Brokerage       Personal   Mortgage   Foreign   Reportable   and   General
(in millions)   Group   Transatlantic   Lines   Guaranty   General   Segment   Eliminations   Insurance
 
2005
                                                               
Revenues(a)
  $ 25,206     $ 3,766     $ 4,848     $ 655     $ 10,684     $ 45,159     $ 15     $ 45,174  
Losses & loss expenses incurred
    21,328       2,877       3,566       139       5,181       33,091             33,091  
Underwriting expenses
    4,524       928       1,087       153       3,076       9,768             9,768  
Operating income (loss) (b)(c)
    (646 ) (d)(e)     (39 )     195       363       2,427       2,300       15       2,315  
Depreciation expense
    114       2       48       4       105       273             273  
Capital expenditures
    119       2       94       6       196       417             417  
Identifiable assets
    95,829       12,365       5,245       3,165       39,044       155,648       (4,981 )     150,667  
 
2004
                                                               
Revenues(a)
  $ 23,332     $ 3,990     $ 4,488     $ 660     $ 9,473     $ 41,943     $ 18     $ 41,961  
Losses & loss expenses incurred
    18,808       2,755       3,211       142       5,441       30,357             30,357  
Underwriting expenses
    3,747       953       920       119       2,688       8,427             8,427  
Operating income(b)
    777       282       357       399       1,344       3,159       18       3,177  
Depreciation expense
    122       3       29       3       94       251             251  
Capital expenditures
    115       2       92       7       134       350             350  
Identifiable assets
    81,754       10,605       5,159       2,826       36,055       136,399       (4,741 )     131,658  
 
2003
                                                               
Revenues(a)
  $ 18,091     $ 3,452     $ 3,850     $ 683     $ 7,787     $ 33,863     $ (30 )   $ 33,833  
Losses & loss expenses incurred
    13,711       2,233       2,789       110       4,029       22,872             22,872  
Underwriting expenses
    2,606       829       706       122       2,196       6,459             6,459  
Operating income(b)
    1,774       390       355       451       1,562       4,532       (30 )     4,502  
Depreciation expense
    97       3       19       3       82       204             204  
Capital expenditures
    83       2       45       3       151       284             284  
Identifiable assets
    73,516       8,708       4,958       2,879       31,615       121,676       (4,165 )     117,511  
 
(a) Represents the sum of General Insurance net premiums earned, net investment income and realized capital gains (losses).
90
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
2. Segment Information
Continued
2. Segment Information
Continued
(b) Catastrophe related losses for 2005, 2004 and 2003 by reporting unit were:
                                 
 
(in millions)   2005   2004   2003
 
    Net    
    Insurance   Reinstatement   Insurance   Insurance
    Related   Premium   Related   Related
Reporting Unit   Losses   Cost   Losses   Losses
 
DBG
  $ 1,747     $ 122     $ 582     $ 48  
Transatlantic
    463       45       215       4  
Personal Lines
    112       2       25       5  
Mortgage Guaranty
    10                    
Foreign General
    293       94       232       26  
 
Total
  $ 2,625     $ 263     $ 1,054     $ 83  
 
(c) Includes the fourth quarter 2005 increase in net reserves of approximately $1.8 billion.
(d) Includes $197 million of additional losses incurred resulting from increased labor and material costs related to the 2004 Florida hurricanes.
(e) Includes $291 million of expenses related to changes in estimates for uncollectible reinsurance and other premium balances, and $100 million of accrued expenses in connection with certain workers compensation insurance policies written between 1985 and 1996.
AIG  -  Form 10-K/A
91


 

Notes to Consolidated Financial Statements Continued
 
2. Segment Information
Continued
2. Segment Information
Continued
(c) The following table summarizes AIG’s Life Insurance & Retirement Services operations by major internal reporting unit for the years ended December 31, 2005, 2004 and 2003:
                                                                 
 
    Life Insurance & Retirement Services
     
        AIA,       VALIC/               Total Life
    ALICO/   AIRCO   AGLA   AIG Annuity/   Philamlife   Total   Reclassifications   Insurance &
    AIG Star Life/   and Nan   and   AIG   and   Reportable   and   Retirement
(in millions)   AIG Edison Life(a)   Shan(b)   AG Life(c)   SunAmerica(d)   Other   Segment   Eliminations   Services
 
2005
                                                               
Revenues(e)
  $ 15,233     $ 15,499     $ 9,215     $ 6,826     $ 543     $ 47,316     $     $ 47,316  
Operating income
    2,956       2,217       1,495       2,104       72       8,844             8,844  
Depreciation expense
    88       77       65       31       7       268             268  
Capital expenditures
    153       338       71       26       2       590             590  
Identifiable assets
    113,422       85,715       99,597       185,383       4,166       488,283       (7,661 )     480,622  
 
2004
                                                               
Revenues(e)
  $ 12,177     $ 15,450     $ 8,715     $ 6,562     $ 496     $ 43,400     $     $ 43,400  
Operating income
    2,393       2,371       1,023       2,052       84       7,923             7,923  
Depreciation expense
    101       55       62       37       7       262             262  
Capital expenditures
    308       93       47       29       3       480             480  
Identifiable assets
    102,808       74,647       91,538       183,092       2,630       454,715       (6,874 )     447,841  
 
2003
                                                               
Revenues(e)
  $ 8,958     $ 13,151     $ 8,297     $ 5,822     $ 450     $ 36,678     $     $ 36,678  
Operating income
    2,187       1,766       1,233       1,532       89       6,807             6,807  
Depreciation expense
    77       56       68       36       7       244             244  
Capital expenditures
    281       51       91       58       2       483             483  
Identifiable assets
    79,648       61,426       84,094       151,672       2,523       379,363       (7,237 )     372,126  
 
(a) Reflects acquisition of AIG Edison Life in August 2003. Revenues and operating income include realized capital gains (losses) of $(74) million, $(152) million and $319 million for 2005, 2004 and 2003, respectively. The effect of FAS 133 and the application of FAS 52 included in realized capital gains (losses) are $(339) million, $(300) million and $226 million for 2005, 2004 and 2003, respectively.
 
(b) Revenues in 2004 include approximately $640 million of single premium from a reinsurance transaction involving terminal funding pension business, which is offset by a similar increase in benefit reserves. Revenues and operating income include realized capital gains (losses) of $144 million, $519 million and $168 million for 2005, 2004 and 2003, respectively. The effect of FAS 133 and the application of FAS 52 included in realized capital gains (losses) are $(162) million, $166 million and $(167) million for 2005, 2004 and 2003, respectively.
 
(c) Includes the life operations of AIG Life Insurance Company and American International Life Assurance Company of New York. 2004 includes a $178 million charge related to a workers compensation quota share reinsurance agreement with Superior National Insurance Company. See Note 12(h) herein for additional information. In addition, in 2004, as part of the business review of Group life/health, approximately $68 million was incurred for reserve strengthening and allowances for receivables. Revenues and operating income include realized capital gains (losses) of $35 million, $(120) million and $(37) million for 2005, 2004 and 2003, respectively. The effect of FAS 133 and the application of FAS 52 included in realized capital gains (losses) are $73 million, $8 million and $24 million for 2005, 2004 and 2003, respectively.
 
(d) “AIG SunAmerica” represents the annuity operations of AIG SunAmerica Life Assurance Company, as well as those of First SunAmerica Life Insurance Company and SunAmerica Life Insurance Company. Revenues and operating income include realized capital gains (losses) of $(337) million, $(209) million and $(209) million for 2005, 2004 and 2003, respectively. The effect of FAS 133 and the application of FAS 52 included in realized capital gains (losses) are $(10) million, $(14) million and $(5) million for 2005, 2004 and 2003, respectively.
 
(e) Represents the sum of Life Insurance & Retirement Services GAAP premiums, net investment income and realized capital gains (losses).
92
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
2. Segment Information
Continued
2. Segment Information
Continued
(d) The following table summarizes AIG’s Financial Services operations by major internal reporting unit for the years ended December 31, 2005, 2004 and 2003:
                                                         
 
    Financial Services
     
        Total   Reclassifications   Total
    Aircraft   Capital   Consumer       Reportable   and   Financial
(in millions)   Finance   Markets(a)   Finance   Other   Segment   Eliminations   Services
 
2005
                                                       
Revenues (b)(c)
  $ 3,578     $ 3,260     $ 3,613     $ 387     $ 10,838     $ (313 )   $ 10,525  
Interest expense(c)
    1,125       3,033       1,005       316       5,479       (200 )     5, 279  
Operating income(c)
    679       2,661       901 (d)     60       4,301       (25 )     4,276  
Depreciation expense
    1,384       20       38       5       1,447             1,447  
Capital expenditures
    6,193       3       54       50       6,300             6,300  
Identifiable assets
    37,515       90,090       30,704       14,872       173,181       (6,693 )     166,488  
 
2004
                                                       
Revenues (b)(c)
  $ 3,136     $ 1,278     $ 2,978     $ 835     $ 8,227     $ (732 )   $ 7,495  
Interest expense(c)
    993       2,300       705       144       4,142       (101 )     4,041  
Operating income(c)
    642       662       808       90       2,202       (22 )     2,180  
Depreciation expense
    1,273       42       33       18       1,366             1,366  
Capital expenditures
    4,400       29       35       17       4,481             4,481  
Identifiable assets
    33,997       98,303       26,560       13,985       172,845       (6,850 )     165,995  
 
2003
                                                       
Revenues (b)(c)
  $ 2,897     $ 595     $ 2,642     $ 641     $ 6,775     $ (533 )   $ 6,242  
Interest expense(c)
    895       2,272       619       132       3,918       (101 )     3,817  
Operating income (loss)(c)
    672       (188 )     623       80       1,187       (5 )     1,182  
Depreciation expense
    1,139       51       34       37       1,261             1,261  
Capital expenditures
    5,362       42       29       28       5,461             5,461  
Identifiable assets
    31,534       82,270       20,571       11,742       146,117       (4,450 )     141,667  
 
(a) Certain transactions entered into by AIGFP generate tax credits and benefits which are shown in the income tax line on the consolidated statement of income. Thus, this source of income is not reflected in the Revenue and Operating Income categories in the above table. The amount of such tax credits and benefits for the years ended December 31, 2005, 2004, and 2003 are $67 million, $107 million, and $123 million, respectively.
 
(b) Represents primarily the sum of ILFC aircraft lease rentals, AIGFP hedged financial positions entered into in connection with counterparty transactions and finance charges from consumer finance operations.
 
(c) Includes the effect of hedging activities that do not qualify for hedge accounting treatment under FAS 133, including the related foreign exchange gains and losses. For 2005, 2004 and 2003, the effect was $(34) million, $(27) million and $49 million, respectively, in operating income for Aircraft Finance and $2.01 billion, $(122) million and $(1.01) billion in both revenues and operating income for Capital Markets.
 
(d) Includes $62 million of catastrophe related losses.
AIG  -  Form 10-K/A
93


 

Notes to Consolidated Financial Statements Continued
 
2. Segment Information
Continued
2. Segment Information
Continued
(e) A substantial portion of AIG’s operations is conducted in countries other than the United States and Canada. The following table summarizes AIG’s operations by major geographic segment. Allocations have been made on the basis of the location of operations and assets.
                                 
 
    Geographic Segments
     
        Other    
(in millions)   Domestic(a)   Far East   Foreign   Consolidated
 
2005
                               
Revenues(b)
  $ 59,858     $ 32,036     $ 17,011     $ 108,905  
Real estate and other fixed assets, net of accumulated depreciation
    3,840       2,669       937       7,446  
Flight equipment primarily under operating leases, net of accumulated depreciation(c)
    36,245                   36,245  
 
2004
                               
Revenues(b)
  $ 53,827     $ 27,761     $ 16,078     $ 97,666  
Real estate and other fixed assets, net of accumulated depreciation
    2,341       2,834       1,017       6,192  
Flight equipment primarily under operating leases, net of accumulated depreciation(c)
    32,130                   32,130  
 
2003
                               
Revenues(b)
  $ 43,221     $ 22,787     $ 13,413     $ 79,421  
Real estate and other fixed assets, net of accumulated depreciation
    2,539       2,518       909       5,966  
Flight equipment primarily under operating leases, net of accumulated depreciation(c)
    29,870                   29,870  
 
(a) Including revenues from General Insurance operations in Canada of $638 million, $549 million, and $433 million in 2005, 2004, and 200 3, respectively.
 
(b) Represents the sum of General Insurance net premiums earned, Life Insurance & Retirement Services GAAP premiums, net investment income, Financial Services interest, lease and finance charges, Asset Management advisory and management fees and net investment income with respect to guaranteed investment contracts, and realized capital gains (losses).
(c) Approximately 90 percent of ILFC’s fleet is operated by foreign airlines.
3. Federal Income Taxes
(a) AIG and its eligible domestic subsidiaries file a consolidated U.S. Federal income tax return. The AGC group of life insurance companies also files a consolidated U.S. Federal income tax return and will not be included in AIG’s consolidated federal income tax return until 2007. Commencing with taxable year 2004, the AIG SunAmerica group of life insurance companies is included in AIG’s consolidated tax return. Other U.S. entities included in the consolidated financial statements also file separate U.S. Federal income tax returns. Subsidiaries operating outside the U.S. are taxed, and income tax expense is recorded, based on applicable U.S. and foreign statutes.
    U.S. federal income taxes have not been provided on $750 million of undistributed earnings of certain U.S. subsidiaries that are not included in the consolidated AIG U.S. Federal income tax return because tax planning strategies are available, and would be utilized, to eliminate the tax liability related to these earnings. U.S. federal income taxes have not been provided on the undistributed earnings of certain non-U.S. subsidiaries to the extent that such earnings have been reinvested abroad for an indefinite period of time. At December 31, 2005, the cumulative amount of undistributed earnings in these subsidiaries approximated $13.8 billion.
    A component of life insurance surplus accumulated prior to 1984 is not taxable unless it exceeds certain statutory limitations or is distributed to shareholders. This surplus, accumulated in policyholder surplus accounts, totaled approximately $253 million at December 31, 2005. AIG has not made any provision in the accompanying financial statements for taxation of this amount as management has no intention of making any taxable distributions from this surplus. During 2004, the American Jobs Creation Act amended federal income tax law to permit life insurance companies to distribute amounts from policyholders’ surplus accounts in 2005 and 2006 without incurring federal income tax on the distributions. During 2005, AIG reduced its policyholders’ surplus accounts to $253 million and expects to eliminate its exposure to federal income taxation on the remaining balance in 2006.
    Revenue Agent’s Reports proposing to assess additional taxes for the years 1991-1996 and 1997-1999 have been issued to AIG. Apart from some relatively minor issues, years prior to 1991 are closed. Letters of Protest contesting the proposed assessments for 1991-1996 and 1997-1999 have been filed with the Internal Revenue Service (IRS).
    In addition, Revenue Agent’s Reports proposing to assess additional taxes for the years ended September 30, 1993-1994, 1995-1996, and September 30, 1997-December 31, 1998 have been issued to AIG SunAmerica. Such proposed assessments relate to years prior to AIG’s acquisition of SunAmerica, Inc. Letters of Protest contesting the proposed assessments have been filed with the IRS. SunAmerica Life Insurance Company (SunAmerica Life) has also received a proposed assessment, and has filed a protest, for the year ended December 31, 1999. It is management’s belief that there are substantial arguments in support of the positions taken by AIG, SunAmerica and SunAmerica Life in their Letters of Protest. Although the final outcome of any issues raised in connection with these examinations is uncertain, AIG believes that any tax obliga-
94
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
3. Federal Income Taxes
Continued
tion, including interest thereon, would not be significant to AIG’s financial condition, results of operations or liquidity. American General Corporation’s (AGC) tax years through 1999 have been audited and settled with the IRS.
(b) The pretax components of domestic and foreign income reflect the locations in which such pretax income was generated. The pretax domestic and foreign income was as follows for the years ended December 31, 2005, 2004 and 2003:
                         
 
(in millions)   2005   2004   2003
 
Domestic
  $ 6,103     $ 6,069     $ 4,177  
Foreign
    9,110       8,776       7,730  
 
Total
  $ 15,213     $ 14,845     $ 11,907  
 
(c) The U.S. Federal income tax rate is 35 percent for 2005, 2004 and 2003. Actual tax expense on income differs from the “expected” amount computed by applying the Federal income tax rate because of the following:
                                                   
 
    2005   2004   2003
             
        Percent       Percent       Percent
Years Ended December 31,       of Pretax       of Pretax       of Pretax
(dollars in millions)   Amount   Income   Amount   Income   Amount   Income
     
“Expected” tax expense
  $ 5,325       35.0 %   $ 5,197       35.0 %   $ 4,167       35.0 %
 
Adjustments:
                                               
 
Tax exempt interest
    (566 )     (3.7 )     (440 )     (2.9 )     (329 )     (2.8 )
 
Dividends received deduction
    (117 )     (0.8 )     (83 )     (0.6 )     (83 )     (0.7 )
 
State income taxes
    86       0.6       23       0.2       12       0.1  
 
Effect of foreign operations(a)
    (253 )     (1.7 )     (11 )     (0.1 )     (95 )     (0.8 )
 
Synthetic fuel tax credits
    (274 )     (1.8 )     (264 )     (1.8 )     (278 )     (2.3 )
 
Affordable housing tax credits
    (22 )     (0.1 )     (46 )     (0.3 )     (24 )     (0.2 )
 
Nondeductible compensation
    83       0.5       20       0.1       96       0.8  
 
Penalties
    76       0.5       28       0.2              
 
Other
    (80 )     (0.5 )     (17 )     (0.1 )     90       0.8  
 
Actual tax expense
  $ 4,258       28.0 %   $ 4,407       29.7 %   $ 3,556       29.9 %
 
Foreign and domestic components of actual tax expense:
                                               
Foreign(b):
                                               
 
Current
  $ 974             $ 1,104             $ 882          
 
Deferred
    426               561               708          
Domestic(b):
                                               
 
Current
    1,595               1,489               1,859          
 
Deferred
    1,263               1,253               107          
 
Total
  $ 4,258             $ 4,407             $ 3,556          
 
(a)  In 2005 and 2004, it was determined that the earnings of certain foreign subsidiaries are expected to be repatriated to the U.S., and, accordingly, the undistributed earnings of these subsidiaries are no longer considered indefinitely reinvested abroad. As a consequence of this determination, U.S. deferred taxes have been provided for the undistributed earnings of these foreign subsidiaries.
 
(b)  Foreign tax expense reflects the expense resulting from local tax regulation. Domestic tax expense includes U.S. taxes incurred on foreign income.
(d) The components of the net deferred tax liability as of December 31, 2005 and 2004 were as follows:
                   
 
(in millions)   2005   2004
 
Deferred tax assets*:
               
 
Loss reserve discount
  $ 3,061       $2,400  
 
Unearned premium reserve reduction
    1,042       1,074  
 
Loan loss and other reserves
    419       394  
 
Investment in foreign subsidiaries and joint ventures
    349       542  
 
Adjustment to life policy reserves
    2,351       3,458  
 
Accruals not currently deductible, cumulative translation adjustment and other
    1,189       1,031  
 
Deferred tax liabilities:
               
 
Deferred policy acquisition costs
    7,573       7,956  
 
Depreciation of flight equipment
    3,196       2,766  
 
Unrealized appreciation of investments
    4,025       4,668  
 
Other
    224       97  
 
Net deferred tax liability
  $ 6,607       $6,588  
 
A valuation allowance in the amount of $280 million related to the Connecticut net deferred tax asset at December 31, 2005 (including net operating losses that expire between 2020 through 2025) has been provided because it is remote that such amount will be realized. In addition, AIG has a $192 million alternative minimum tax credit carryforward that does not expire.
AIG  -  Form 10-K/A
95


 

Notes to Consolidated Financial Statements Continued
 
4. Deferred Policy Acquisition Costs
The following reflects the policy acquisition costs deferred for amortization against future income and the related amortization charged to income for general and life insurance & retirement services operations:
 
                           
Years Ended December 31,            
(in millions)   2005   2004   2003
 
General Insurance operations:
                       
 
Balance at beginning of year
  $ 3,998     $ 3,619     $ 3,072  
 
 
Acquisition costs deferred
    7,480       6,617       5,223  
 
Amortization charged to Income
    (7,430 )     (6,238 )     (4,676 )
 
 
Balance at end of year
  $ 4,048     $ 3,998     $ 3,619  
 
Life Insurance & Retirement Services operations:
                       
 
Balance at beginning of year
  $ 25,819     $ 22,375     $ 18,850  
 
 
Value of business acquired
                1,538 *
 
Acquisition costs deferred
    6,777       6,504       5,052  
 
Amortization charged to Income
    (3,379 )     (3,551 )     (2,778 )
 
Change in net unrealized gains (losses) on securities
    1,127       (219 )     (813 )
 
Increase (decrease) due to foreign exchange
    (1,144 )     710       526  
 
Balance at end of year
  $ 29,200     $ 25,819     $ 22,375  
 
Total deferred policy acquisition costs
  $ 33,248     $ 29,817     $ 25,994  
 
Relates to the acquisition of AIG Edison Life in August 2003.
    Included in the above table is the value of business acquired (VOBA), an intangible asset recorded during purchase accounting, which is amortized in a manner similar to deferred acquisition costs. Amortization of VOBA was $291 million, $407 million and $326 million while the unamortized balance was $2.14 billion, $2.52 billion and $3.17 billion for 2005, 2004 and 2003, respectively. The percentage of the unamortized balance of VOBA at 2005 expected to be amortized for 2006 through 2011 by year is: 12.0 percent, 10.5 percent, 9.2 percent, 8.0 percent, and 6.7 percent, respectively, with 53.7 percent being amortized after five years. These projections are based on current estimates for investment, persistency, mortality, and morbidity assumptions. The DAC amortization charged to income includes the increase or decrease of amortization for FAS 97-related realized capital gains (losses), primarily in the domestic Retirement Services business. For 2005, 2004 and 2003, respectively, the rate of amortization expense has been decreased by $57 million, $44 million and $54 million.
5. Reinsurance
In the ordinary course of business, AIG’s General and Life Insurance companies place reinsurance with other insurance companies in order to provide greater diversification of AIG’s business and limit the potential for losses arising from large risks.
General Reinsurance: General reinsurance is effected under reinsurance treaties and by negotiation on individual risks. Certain of these reinsurance arrangements consist of excess of loss contracts which protect AIG against losses over stipulated amounts. Ceded premiums are considered prepaid reinsurance premiums and are amortized into income over the contract period in proportion to the protection received. Amounts recoverable from general reinsurers are estimated in a manner consistent with the claims liabilities associated with the reinsurance and presented as a component of reinsurance assets.
General Insurance premiums written and earned were comprised of the following:
                 
 
Years Ended December 31,    
(in millions)   Written   Earned
 
2005
               
Gross premiums
  $ 52,725     $ 51,715  
Ceded premiums
    (10,853 )     (10,906 )
 
Net premiums
  $ 41,872     $ 40,809  
 
2004
               
Gross premiums
  $ 52,046     $ 50,203  
Ceded premiums
    (11,423 )     (11,666 )
 
Net premiums
  $ 40,623     $ 38,537  
 
2003
               
Gross premiums
  $ 46,938     $ 42,745  
Ceded premiums
    (11,907 )     (11,439 )
 
Net premiums
  $ 35,031     $ 31,306  
 
    For the years ended December 31, 2005, 2004 and 2003, reinsurance recoveries, which reduced loss and loss expenses incurred, amounted to $20.71 billion, $12.14 billion and $10.09 billion, respectively.
Life Insurance: AIG Life Insurance companies generally limit exposure to loss on any single life. For ordinary insurance, AIG generally retains a maximum of approximately $1.7 million of coverage per individual life with respect to AIG’s overseas life operations and $10 million of coverage per individual life with respect to AIG’s domestic life operations. There are smaller retentions for other lines of business. Life reinsurance is effected principally under yearly renewable term treaties. The premiums with respect to these treaties are considered prepaid reinsurance premiums and are amortized into income over the contract period in proportion to the protection provided. Amounts recoverable from life reinsurers are estimated in a manner consistent with the assumptions used for the underlying policy benefits and are presented as a component of reinsurance assets.
96
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
5. Reinsurance
Continued
Life Insurance & Retirement Services GAAP premiums were comprised of the following:
                         
 
Years Ended December 31,    
(in millions)   2005   2004   2003
 
Gross GAAP premiums
  $ 30,717     $ 29,202     $ 24,448  
Ceded premiums
    (1,317 )     (1,114 )     (952 )
 
GAAP premiums
  $ 29,400     $ 28,088     $ 23,496  
 
    Life Insurance recoveries, which reduced death and other benefits, approximated $770 million, $779 million and $651 million, respectively, for the years ended December 31, 2005, 2004 and 2003.
Life Insurance in force ceded to other insurance companies was as follows:
                         
 
Years Ended December 31,
(in millions)   2005   2004   2003
 
Life Insurance in force
  $ 365,082     $ 344,036     $ 293,064  
 
    Life Insurance assumed represented 0.8 percent, 0.7 percent and 0.1 percent of gross Life Insurance in force at December 31, 2005, 2004 and 2003, respectively, and Life Insurance & Retirement Services GAAP premiums assumed represented 0.3 percent, 2.5 percent and 0.1 percent of gross GAAP premiums for the periods ended December 31, 2005, 2004 and 2003, respectively.
Supplemental information for gross loss and benefit reserves net of ceded reinsurance at December 31, 2005 and 2004 follows:
                 
 
    As   Net of
(in millions)   Reported   Reinsurance
 
2005
               
Reserve for losses and loss expenses
  $ (77,169 )   $ (57,476 )
Future policy benefits for life and accident and health insurance contracts
    (108,807 )     (107,420 )
Reserve for unearned premiums
    (24,243 )     (21,174 )
Reinsurance assets
    24,978        
 
2004
               
Reserve for losses and loss expenses
  $ (61,878 )   $ (47,254 )
Future policy benefits for life and accident and health insurance contracts
    (104,740 )     (103,348 )
Reserve for unearned premiums
    (23,400 )     (20,278 )
Reinsurance assets
    19,613        
 
    AIRCO acts primarily as an internal reinsurance company for AIG’s foreign life operations. This facilitates insurance risk management (retention, volatility, concentrations) and capital planning locally (branch and subsidiary). It also allows AIG to pool its insurance risks and purchase reinsurance more efficiently at a consolidated level, manage global counterparty risk and relationships and manage global life catastrophe risks.
    AIG’s domestic Life Insurance & Retirement Services operations utilize internal and third-party reinsurance relationships to manage insurance risks and to facilitate capital management strategies. Pools of highly-rated third-party reinsurers are utilized to manage net amounts at risk in excess of retention limits. AIG’s domestic life insurance companies also cede excess, non-economic reserves carried on a statutory-basis only on certain term and universal life insurance policies and certain fixed annuities to an offshore affiliate.
    AIG generally obtains letters of credit in order to obtain statutory recognition of these intercompany reinsurance transactions. For this purpose, AIG entered into a $2.5 billion syndicated letter of credit facility in December 2004. Letters of credit totaling $2.17 billion were outstanding as of December 31, 2004, and letters of credit for all $2.5 billion were outstanding as of December 31, 2005, all of which relate to life intercompany reinsurance transactions. The letter of credit facility has a ten-year term, but the facility can be reduced or terminated by the lenders beginning after seven years.
    In November 2005, AIG entered into a revolving credit facility for an aggregate amount of $3 billion. The facility can be drawn in the form of letters of credit with terms of up to ten years. As of December 31, 2005 and as of the date hereof, $1.86 billion principal amount of letters of credit are outstanding under this facility, of which approximately $494 million relates to life intercompany reinsurance transactions. AIG also obtained approximately $212 million letters of credit on a bilateral basis.
Reinsurance Security: AIG’s reinsurance arrangements do not relieve AIG from its direct obligation to its insureds. Thus, a credit exposure exists with respect to both general and life reinsurance ceded to the extent that any reinsurer is unable to meet the obligations assumed under the reinsurance agreements. AIG holds substantial collateral as security under related reinsurance agreements in the form of funds, securities, and/or letters of credit. A provision has been recorded for estimated unrecoverable reinsurance. AIG has been largely successful in prior recovery efforts.
    AIG evaluates the financial condition of its reinsurers and establishes limits per reinsurer through AIG’s Credit Risk Committee. AIG believes that no exposure to a single reinsurer represents an inappropriate concentration of risk to AIG, nor is AIG’s business substantially dependent upon any reinsurance contract.
AIG  -  Form 10-K/A
97


 

Notes to Consolidated Financial Statements Continued
 
6. Reserve for Losses and Loss Expenses and Future Life Policy Benefits and Policyholders’ Contract Deposits
(a) The following analysis provides a reconciliation of the activity in the reserve for losses and loss expenses:
                           
 
Years Ended December 31,
(in millions)   2005   2004   2003
 
At beginning of year:
                       
 
Reserve for losses and loss expenses
  $ 61,878     $ 51,871     $ 46,674  
 
Reinsurance recoverable
    (14,624 )     (15,643 )     (17,327 )
 
      47,254       36,228       29,347  
 
Foreign exchange effect
    (628 )     524       580  
Acquisitions
                391 (a)
 
Losses and loss expenses incurred:
                       
 
Current year
    28,426       26,793       20,509  
 
Prior years(b)
    4,665 (c)     3,564 (d)     2,363  
 
Total
    33,091       30,357       22,872  
 
Losses and loss expenses paid:
                       
 
Current year
    7,331       7,692       6,187  
 
Prior years
    14,910       12,163       10,775  
 
Total
    22,241       19,855       16,962  
 
At end of year:
                       
 
Net reserve for losses and loss expenses
    57,476       47,254       36,228  
 
Reinsurance recoverable
    19,693       14,624       15,643  
 
Total
  $ 77,169     $ 61,878     $ 51,871  
 
(a) Reflects the opening balances with respect to the GE U.S.-based auto and home insurance business acquired in 2003.
(b) Includes accretion of discount of $(15) million in 2005, including an increase of $375 million in the discount recorded in 2005; $377 million in 2004 and $296 million in 2003.
(c) Includes fourth quarter charge of $1.8 billion.
(d) Includes fourth quarter charge of $850 million attributable to the change in estimate for asbestos and environmental exposures.
(b) The analysis of the future policy benefits and policyholders’ contract deposits liabilities at December 31, 2005 and 2004 follows:
                   
 
(in millions)   2005   2004
 
Future policy benefits:
               
 
Long duration contracts
  $ 105,490     $ 101,584  
 
Short duration contracts
    3,317       3,156  
 
Total
  $ 108,807     $ 104,740  
 
Policyholders’ contract deposits:
               
 
Annuities
  $ 142,057     $ 130,524  
 
Guaranteed investment contracts (GICs)
    39,705       46,472  
 
Corporate life products
    2,077       2,042  
 
Universal life
    18,682       16,771  
 
Variable products
    7,799       5,960  
 
Variable investment contracts
    8,373       7,579  
 
Other investment contracts
    8,334       7,126  
 
Total
  $ 227,027     $ 216,474  
 
(c) Long duration contract liabilities included in future policy benefits, as presented in the preceding table, result from life products. Short duration contract liabilities are primarily accident and health products. The liability for future life policy benefits has been established based upon the following assumptions:
(i) Interest rates (exclusive of immediate/terminal funding annuities), which vary by territory, year of issuance and products, range from 1.0 percent to 12.0 percent within the first 20 years. Interest rates on immediate/terminal funding annuities are at a maximum of 11.5 percent and grade to not greater than 6.0 percent.
(ii) Mortality and surrender rates are based upon actual experience by geographical area modified to allow for variations in policy form. The weighted average lapse rate, including surrenders, for individual and group life approximated 7.9 percent.
(iii) The portions of current and prior net income and of current unrealized appreciation of investments that can inure to the benefit of AIG are restricted in some cases by the insurance contracts and by the local insurance regulations of the countries in which the policies are in force.
(iv) Participating life business represented approximately 22 percent of the gross insurance in force at December 31, 2005 and 36 percent of gross GAAP premiums in 2005. The amount of annual dividends to be paid is determined locally by the boards of directors. Provisions for future dividend payments are computed by jurisdiction, reflecting local regulations.
(d) The liability for policyholders’ contract deposits has been established based on the following assumptions:
(i) Interest rates credited on deferred annuities, which vary by territory and year of issuance, range from 1.0 percent to, including bonuses, 13.4 percent. Less than 1.0 percent of the liabilities are credited at a rate greater than 9.0 percent. Current declared interest rates are generally guaranteed to remain in effect for a period of one year though some are guaranteed for longer periods. Withdrawal charges generally range from zero percent to 14.0 percent grading to zero over a period of zero to 19 years.
(ii) Domestically, GICs have market value withdrawal provisions for any funds withdrawn other than benefit responsive payments. Interest rates credited generally range from 1.4 percent to 9.0 percent. The vast majority of these GICs mature within ten years. Overseas, interest rates credited on GICs generally range from 1.2 percent to 5.6 percent and maturities range from one to five years.
(iii) Interest rates on corporate life insurance products are guaranteed at 4.0 percent and the weighted average rate credited in 2005 was 5.4 percent.
(iv) The universal life funds have credited interest rates of 1.5 percent to 7.0 percent and guarantees ranging from 1.5 percent to 5.5 percent depending on the year of issue. Additionally, universal life funds are subject to surrender
98
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
6. Reserve for Losses and Loss Expenses and Future Life Policy Benefits and Policyholders’ Contract Deposits
Continued
charges that amount to 11.3 percent of the aggregate fund balance grading to zero over a period not longer than 20 years.
(v) For variable products and investment contracts, policy values are expressed in terms of investment units. Each unit is linked to an asset portfolio. The value of a unit increases or decreases based on the value of the linked asset portfolio. The current liability at any time is the sum of the current unit value of all investment units plus any liability for guaranteed minimum death or withdrawal benefits. A portion of these liabilities are classified in the GIC product line for segment reporting purposes.
(e) Certain products are subject to experience adjustments. These include group life and group medical products, credit life contracts, accident and health insurance contracts/riders attached to life policies and, to a limited extent, reinsurance agreements with other direct insurers. Ultimate premiums from these contracts are estimated and recognized as revenue, and the unearned portions of the premiums are held as reserves. Experience adjustments vary according to the type of contract and the territory in which the policy is in force and are subject to local regulatory guidance.
7. Statutory Financial Data
Statutory surplus and net income for General Insurance and Life Insurance & Retirement Services operations in accordance with regulatory accounting practices were as follows:
                           
 
Years Ended December 31,
(in millions)   2005   2004   2003
 
Statutory surplus(a):
                       
 
General Insurance
  $ 24,508     $ 20,632     $ 20,462  
 
Life Insurance & Retirement Services
    30,739       28,609       25,501  
Statutory net income(a)(b):
                       
 
General Insurance
    1,713       3,028 (c)     2,911  
 
Life Insurance & Retirement Services(a)
    4,762       4,474       3,453  
 
(a)  Statutory surplus and net income with respect to foreign operations are reported as of their respective fiscal year ends.
 
(b)  Includes realized capital gains and losses and taxes.
(c)  Includes catastrophe losses, net of tax of $660 million.
    AIG’s insurance subsidiaries file financial statements prepared in accordance with statutory accounting practices prescribed or permitted by domestic and foreign insurance regulatory authorities. The differences between statutory financial statements and financial statements prepared in accordance with U.S. GAAP vary between domestic and foreign by jurisdiction. The principal differences are that statutory financial statements do not reflect deferred policy acquisition costs, some bond portfolios may be carried at amortized cost, assets and liabilities are presented net of reinsurance, policyholder liabilities are valued using more conservative assumptions and certain assets are non-admitted.
    AIG also recently completed its 2005 unaudited statutory financial statements for all of its Domestic General Insurance subsidiaries, after reviewing and agreeing with the relevant state insurance regulators the statutory accounting treatment of various items. The state regulators have permitted the Domestic General Insurance companies to record a $724 million reduction to opening statutory surplus as of January 1, 2005 to reflect the effects of the Second Restatement.
    Statutory capital of each company continued to exceed minimum company action level requirements following the adjustments, but AIG nonetheless contributed an additional $750 million of capital into American Home Assurance Company (American Home) effective September 30, 2005 and contributed a further $2.25 billion of capital in February 2006 for a total of approximately $3 billion of capital into Domestic General Insurance subsidiaries effective December 31, 2005.
8. Investment Information
(a) Statutory Deposits: Cash and securities with carrying values of $11.8 billion and $9.6 billion were deposited by AIG’s insurance subsidiaries under requirements of regulatory authorities as of December 31, 2005 and 2004, respectively.
(b) Net Investment Income: An analysis of the net investment income from the General and Life Insurance & Retirement Services operations follows:
                         
 
Years Ended December 31,
(in millions)   2005   2004   2003
 
Fixed maturities
  $ 17,685     $ 15,884     $ 13,710  
Equity securities
    1,730       621       484  
Short-term investments
    494       177       94  
Interest on mortgage, policy and collateral loans
    1,177       1,096       1,047  
Other invested assets
    1,905       1,444       898  
 
Total investment income
    22,991       19,222       16,233  
Investment expenses
    826       757       725  
 
Net investment income
  $ 22,165     $ 18,465     $ 15,508  
 
AIG  -  Form 10-K/A
99


 

Notes to Consolidated Financial Statements Continued
 
8. Investment Information
Continued
(c) Investment Gains and Losses: The realized capital gains (losses) and increase (decrease) in unrealized appreciation of investments were as follows:
                           
 
Years Ended December 31,
(in millions)   2005   2004   2003
 
Realized capital gains (losses) on investments:
                       
 
Fixed maturities
  $ (108 )   $ 178     $ (222 )
 
Equity securities
    588       541       (495 )
 
Other invested assets
    (139 )     (675 )     275  
 
Realized capital gains (losses)
  $ 341     $ 44     $ (442 )
 
Increase (decrease) in unrealized appreciation of investments:
                       
 
Fixed maturities
  $ (4,656 )   $ 1,436     $ 2,493  
 
Equity securities
    850       445       1,354  
 
Other invested assets
    229       (13 )     312  
 
Increase (decrease) in unrealized appreciation
  $ (3,577 )   $ 1,868     $ 4,159  
 
The gross gains and gross losses realized on available for sale securities were as follows:
                 
 
    Gross   Gross
    Realized   Realized
(in millions)   Gains   Losses
 
2005
               
Bonds
  $ 1,586     $ 1,694  
Common stocks
    930       409  
Preferred stocks
    101       34  
 
Total
  $ 2,617     $ 2,137  
 
2004
               
Bonds
  $ 1,560     $ 1,382  
Common stocks
    774       379  
Preferred stocks
    173       27  
 
Total
  $ 2,507     $ 1,788  
 
2003
               
Bonds
  $ 2,470     $ 2,692  
Common stocks
    465       827  
Preferred stocks
    139       272  
 
Total
  $ 3,074     $ 3,791  
 
(d) Market Value of Fixed Maturities and Unrealized Appreciation of Investments: At December 31, 2005 and 2004, the balance of the unrealized appreciation of investments in equity securities (before applicable taxes) included gross gains of approximately $2.5 billion and $1.6 billion, and gross losses of approximately $257 million and $256 million, respectively.
The amortized cost and estimated market value of investments in fixed maturities held to maturity and carried at amortized cost at December 31, 2005 and December 31, 2004 follows:
                                   
 
    Gross   Gross   Estimated
    Amortized   Unrealized   Unrealized   Market
(in millions)   Cost   Gains   Losses   Value
 
2005
                               
Fixed maturities:
                               
 
Bonds – States*
  $ 21,528     $ 552     $ 33     $ 22,047  
 
Total
  $ 21,528     $ 552     $ 33     $ 22,047  
 
2004
                               
Fixed maturities:
                               
 
Bonds – States*
  $ 18,294     $ 510     $ 13     $ 18,791  
 
Total
  $ 18,294     $ 510     $ 13     $ 18,791  
 
Including municipalities and political subdivisions.
The amortized cost and estimated market value of bonds available for sale and carried at market value at December 31, 2005 and 2004 were as follows:
                                   
 
    Gross   Gross   Estimated
    Amortized   Unrealized   Unrealized   Market
(in millions)   Cost   Gains   Losses   Value
 
2005
                               
Bonds:
                               
 
U.S. government(a)
  $ 7,848     $ 124     $ 94     $ 7,878  
 
States(b)
    49,116       853       315       49,654  
 
Foreign governments
    57,509       4,881       665       61,725  
 
All other corporate
    235,139       7,770       2,650       240,259  
 
Total bonds
  $ 349,612     $ 13,628     $ 3,724     $ 359,516  
 
2004
                               
Bonds:
                               
 
U.S. government(a)
  $ 8,055     $ 156     $ 37     $ 8,174  
 
States(b)
    37,204       1,175       83       38,296  
 
Foreign governments
    64,374       3,715       446       67,643  
 
All other corporate
    220,205       11,089       1,008       230,286  
 
Total bonds
  $ 329,838     $ 16,135     $ 1,574     $ 344,399  
 
(a)  Including U.S. government agencies and authorities.
 
(b)  Including municipalities and political subdivisions.
The amortized cost and estimated market values of fixed maturities available for sale at December 31, 2005, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because certain borrowers have the right to call or prepay certain obligations with or without call or prepayment penalties.
                 
 
    Estimated
    Amortized   Market
(in millions)   Cost   Value
 
Fixed maturities available for sale:
               
Due in one year or less
  $ 10,417     $ 10,991  
Due after one year through five years
    68,520       70,108  
Due after five years through ten years
    128,353       130,446  
Due after ten years
    142,322       147,971  
 
Total available for sale
  $ 349,612     $ 359,516  
 
100
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
8. Investment Information
Continued
(e) Fixed Maturities Below Investment Grade: At December 31, 2005, fixed maturities held by AIG that were below investment grade or not rated totaled $20.54 billion.
(f) Non-Income Producing Invested Assets: At December 31, 2005, non-income producing invested assets were insignificant.
(g) Gross Unrealized Losses and Estimated Fair Values on Investments:
The following table summarizes the gross unrealized losses and cost basis on insurance and asset management investment securities, aggregated by major investment category and length of time that individual securities have been in a continuous unrealized loss position, at December 31, 2005 and December 31, 2004.
                                                 
 
    Less than 12 Months   12 Months or More   Total
             
        Unrealized       Unrealized       Unrealized
(in millions)   Cost(a)   Losses   Cost(a)   Losses   Cost(a)   Losses
 
2005
                                               
Bonds(b)
  $ 121,631     $ 2,715     $ 21,160     $ 1,009     $ 142,791     $ 3,724  
Equity securities
    3,894       246       97       11       3,991       257  
 
Total
  $ 125,525     $ 2,961     $ 21,257     $ 1,020     $ 146,782     $ 3,981  
 
2004
                                               
Bonds(b)
  $ 51,901     $ 758     $ 14,204     $ 816     $ 66,105     $ 1,574  
Equity securities
    2,435       256                   2,435       256  
 
Total
  $ 54,336     $ 1,014     $ 14,204     $ 816     $ 68,540     $ 1,830  
 
(a) For bonds, represents amortized cost.
 
(b) Primarily relates to the “All other corporate” category.
    As of December 31, 2005, AIG held 18,308 and 1,503 of individual bond and stock investments that were in an unrealized loss position, of which 3,074 individual investments were in an unrealized loss position continuously for 12 months or more.
    AIG recorded impairment losses net of taxes of approximately $389 million, $369 million and $1.0 billion in 2005, 2004 and 2003, respectively. See Note 1(c) herein for AIG’s other-than-temporary impairment accounting policy.
    The carrying value, which approximates market value, of other invested assets as of December 31, 2005 was $27.3 billion, consisting primarily of hedge funds and limited partnerships. Of the $27.3 billion, approximately $5.1 billion relates to investments accounted for on an available for sale basis, with almost all of the remaining investments being accounted for on the equity method of accounting. All of the investments are subject to impairment testing (refer to Note 1(c) herein). Of the investments accounted for as available for sale, the gross unrealized loss as of December 31, 2005 was $440 million, the majority of which represents investments that have been in a continuous unrealized loss position for less than 12 months.
(h) Hedging of Securities Available for Sale: AIGFP follows a policy of minimizing interest rate, currency, commodity, and equity risks associated with securities available for sale by entering into internal offsetting positions, on a security by security basis within its derivatives portfolio, thereby offsetting a significant portion of the unrealized appreciation and depreciation. In addition, to reduce its credit risk, AIGFP has entered into credit derivative transactions with respect to $125 million of securities available for sale to economically hedge its credit risk. As previously discussed these economic offsets do not meet the hedge accounting requirements of FAS 133 and, as such, are recorded in other revenue in the Consolidated Statement of Income.
AIG  -  Form 10-K/A
101


 

Notes to Consolidated Financial Statements Continued
 
8. Investment Information
Continued
The amortized cost and estimated market value of securities available for sale at December 31, 2005 and 2004 were as follows:
 
                                   
        Gross   Gross   Estimated
    Amortized   Unrealized   Unrealized   Market
(in millions)   Cost   Gains   Losses   Value
 
2005
                               
Securities available for sale:
                               
 
Corporate and bank debt
  $ 24,496     $ 373     $ 780     $ 24,089  
 
Foreign government obligations
    825       5       31       799  
 
Asset-backed and collateralized
    3,522       202       42       3,682  
 
Preferred stocks
    6,194       13       3       6,204  
 
U.S. government obligations
    2,535       209       7       2,737  
 
Total
  $ 37,572     $ 802     $ 863     $ 37,511  
 
2004
                               
Securities available for sale:
                               
 
Corporate and bank debt
  $ 15,067     $ 1,492     $ 81     $ 16,478  
 
Foreign government obligations
    1,239       134       2       1,371  
 
Asset-backed and collateralized
    4,132       424       1       4,555  
 
Preferred stocks
    6,651       38       23       6,666  
 
U.S. government obligations
    2,082       78       5       2,155  
 
Total
  $ 29,171     $ 2,166     $ 112     $ 31,225  
 
The amortized cost and estimated market values of securities available for sale at December 31, 2005, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because certain borrowers have the right to call or prepay certain obligations with or without call or prepayment penalties.
 
                 
        Estimated
    Amortized   Market
(in millions)   Cost   Value
 
Securities available for sale:
               
Due in one year or less
  $ 5,156     $ 5,066  
Due after one year through five years
    4,582       4,505  
Due after five years through ten years
    3,794       3,646  
Due after ten years
    20,518       20,612  
Asset-backed and collateralized
    3,522       3,682  
 
Total securities available for sale
  $ 37,572     $ 37,511  
 
    An insignificant amount of securities available for sale were below investment grade at December 31, 2005.
(i) Finance Receivables: Finance receivables, net of unearned finance charges, were as follows:
                     
 
Years Ended December 31,
(in millions)   2005   2004
 
Real estate loans
  $ 20,407     $ 17,069  
Non-real estate loans
    3,831       3,462  
Credit card loans
    1,498       1,226  
Retail sales finance
    2,522       2,254  
Other loans
    407       134  
 
 
Total finance receivables
    28,665       24,145  
 
Allowance for losses
    (670 )     (571 )
 
   
Finance receivables, net
  $ 27,995     $ 23,574  
 
9. Debt Outstanding
At December 31, 2005, AIG’s net borrowings were $10.43 billion after reflecting amounts not guaranteed by AIG, amounts that were matched borrowings under AIGFP’s obligations of guaranteed investment agreements (GIAs), matched notes and bonds payable, and liabilities connected to trust preferred stock. The following table summarizes borrowings outstanding at December 31, 2005:
           
 
(in millions)
 
AIG’s net borrowings
  $ 10,425  
Liabilities connected to trust preferred stock
    1,391  
Borrowings not guaranteed by AIG(a)
    52,272  
AIGFP:
       
 
GIAs
    20,811  
 
Matched notes and bonds payable
    24,950  
 
Total debt
    109,849  
Commercial paper
    (9,208 )
Variable interest entity (VIE) debt(b)
    (1,350 )
 
Total debt, excluding commercial paper and VIE
  $ 99,291  
 
(a) Includes commercial paper not guaranteed by AIG.
 
(b) Represents borrowings of VIEs required to be consolidated under the provisions of FIN 46R.
102
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
9. Debt Outstanding
Continued
Total debt, excluding commercial paper of $9.2 billion and VIE debt of $1.35 billion, at December 31, 2005 is shown below with year of payment due in each of the next five years and thereafter.
 
                                                               
(in millions)   Total   2006   2007   2008   2009   2010   Thereafter
 
Borrowings under obligations of GIAs
  $ 20,811     $ 7,577     $ 1,899     $ 1,208     $ 579     $ 562     $ 8,986  
 
Medium term notes:
                                                       
 
AGF(a)
    17,736       2,992       3,944       2,346       1,866       2,425       4,163  
 
ILFC(a)
    4,689       1,134       1,088       1,306       700       447       14  
 
AIG
    112       23       65                         24  
 
Total
    22,537       4,149       5,097       3,652       2,566       2,872       4,201  
 
Notes and bonds payable:
                                                       
 
AIGFP
    26,463       14,841       1,009       1,064       1,498       1,802       6,249  
 
 
ILFC(a):
                                                       
   
Notes
    15,011       1,727       2,204       2,548       2,282       2,482       3,768  
   
Export credit facility(b)
    2,616       432       432       432       381       267       672  
   
Bank financings
    1,399       725       75       25       471       103        
 
     
Total ILFC
    19,026       2,884       2,711       3,005       3,134       2,852       4,440  
 
 
AGF(a)
    983       387       75             399       122        
 
 
AIG:
                                                       
   
Term notes
    3,000                   500             500       2,000  
   
Zero coupon convertible debt
    1,060                                     1,060  
   
SAI
    435             100       73                   262  
 
     
Total AIG
    4,495             100       573             500       3,322  
 
 
AGC
    797                                     797  
 
Total
    51,764       18,112       3,895       4,642       5,031       5,276       14,808  
 
Loans and mortgages payable:
                                                       
 
AIGCFG(a)
    864       864                                
 
AIG
    814       600       121                         93  
 
AIG Finance (Hong Kong) Limited (a)
    183       37       7       139                    
 
Total
    1,861       1,501       128       139                   93  
 
Other subsidiaries(a)
    927       165       5       52                   705  
 
Liabilities connected to trust preferred stock
    1,391                                     1,391  
 
Total
  $ 99,291     $ 31,504     $ 11,024     $ 9,693     $ 8,176     $ 8,710     $ 30,184  
 
(a) AIG does not guarantee these borrowings.
 
(b) Reflects future minimum payment for ILFC’s borrowing under the Export Credit Facility.
AIG  -  Form 10-K/A
103


 

Notes to Consolidated Financial Statements Continued
 
9. Debt Outstanding
Continued
9. Debt Outstanding
Continued
    At December 31, 2005, long-term borrowings were $77.00 billion and short-term borrowings were $31.50 billion, excluding $1.35 billion with respect to debt of VIE’s required to be consolidated under the provisions of FIN 46R. Long-term borrowings include commercial paper and exclude that portion of long-term debt maturing in less than one year.
(a) Commercial Paper:
At December 31, 2005, the commercial paper issued and outstanding was as follows:
 
                                         
        Unamortized       Weighted   Weighted
    Net   Discount       Average   Average
    Book   and Accrued   Face   Interest   Maturity
(dollars in millions)   Value   Interest   Amount   Rate   in Days
 
ILFC
  $ 2,615     $ 10     $ 2,625       4.17 %     36  
AGF
    3,423       10       3,433       4.32       29  
AIG Funding
    2,694       7       2,701       4.32       32  
AIGCCC –
Taiwan*
    476       2       478       2.08       63  
 
Total
  $ 9,208     $ 29     $ 9,237              
 
Issued in Taiwan N.T. dollars at prevailing local interest rates.
    At December 31, 2005, AIG did not guarantee the commercial paper of any of its subsidiaries other than AIG Funding.
(b) Borrowings under Obligations of Guaranteed Investment Agreements: Borrowings under obligations of guaranteed investment agreements, which are guaranteed by AIG, are recorded at the amount outstanding under each contract. Obligations may be called at various times prior to maturity at the option of the counterparty. Interest rates on these borrowings are primarily fixed, vary by maturity, and range up to 9.8 percent.
    Funds received from GIA borrowings are invested in a diversified portfolio of securities and derivative transactions. At December 31, 2005, the market value of securities pledged as collateral with respect to these obligations approximated $7.0 billion.
(c) Medium Term Notes Payable:
(i) Medium Term Notes Payable Issued by AGF: AGF’s Medium Term Notes are unsecured obligations which generally may not be redeemed by AGF prior to maturity and bear interest at either fixed rates set by AGF at issuance or variable rates determined by reference to an interest rate or other formula.
    As of December 31, 2005, notes aggregating $17.74 billion were outstanding with maturity dates ranging from 2006 to 2015 at interest rates ranging from 1.65 percent to 7.50 percent. To the extent deemed appropriate, AGF may enter into swap transactions to manage its effective borrowing rates with respect to these notes.
(ii) Medium Term Notes Payable Issued by ILFC: ILFC’s Medium Term Notes are unsecured obligations which generally may not be redeemed by ILFC prior to maturity and bear interest at either fixed rates set by ILFC at issuance or variable rates determined by an interest rate or other formula.
    As of December 31, 2005, notes aggregating $4.69 billion were outstanding with maturity dates from 2006 to 2013 at interest rates ranging from 2.25 percent to 6.98 percent. To the extent deemed appropriate, ILFC may enter into swap transactions to manage its effective borrowing rates with respect to these notes.
(iii) Medium Term Notes Payable Issued by AIG: AIG’s Medium Term Notes are unsecured obligations which generally may not be redeemed by AIG prior to maturity and bear interest at either fixed rates set by AIG at issuance or variable rates determined by reference to an interest rate or other formula.
An analysis of AIG’s Medium Term Notes for the year ended December 31, 2005 was as follows:
 
                         
(in millions)   AIG   SAI   Total
 
Balance December 31, 2004
  $ 565     $ 102     $ 667  
Matured during year
    (500 )     (55 )     (555 )
 
Balance December 31, 2005
  $ 65     $ 47     $ 112  
 
    The interest rate on AIG’s Medium Term Note is 0.5 percent. To the extent deemed appropriate, AIG may enter into swap transactions to manage its effective borrowing rate with respect to this note.
    At December 31, 2005, Medium Term Notes originally issued by SunAmerica, Inc. (SAI), which was merged into AIG on January 1, 1999, aggregating $47 million had maturity dates ranging from 2006 to 2026 at interest rates ranging from 6.43 percent to 7.05 percent.
    During 2000, AIG issued $210 million of equity-linked Medium Term Notes due May 15, 2007. These notes accrue interest at the rate of 0.50 percent and the total return on these notes is linked to the appreciation in market value of AIG’s common stock. The notes may be redeemed, at the option of AIG, as a whole but not in part, at any time on or after May 15, 2003. In conjunction with the issuance of these notes, AIG entered into a series of swap transactions which effectively converted its interest expense to a fixed rate of 7.17 percent until May 15, 2003 and a floating rate of LIBOR minus 0.50 percent thereafter and transferred the equity appreciation exposure to a third party for the life of the notes. AIG is exposed to credit risk with respect to the counterparties to these swap transactions. During 2003 and 2004, $45 million and $100 million of these notes were redeemed, respectively.
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
(d) Notes and Bonds Payable:
(i) Notes and Bonds Payable Issued by AIGFP:
At December 31, 2005, AIGFP’s notes and bonds outstanding, the proceeds of which are invested in a diversified portfolio of securities and derivative transactions, were as follows:
 
                 
Range of           U.S. Dollar
Maturities       Range of   Carrying
(dollars in millions)   Currency   Interest Rates   Value
 
2006-2039
  U.S. dollar   0.09-8.60%   $ 18,514  
2006-2010
  United Kingdom pound   4.59-4.68     2,370  
2006-2024   Euro   0.29-9.25     2,922  
2005-2009
  New Zealand dollar   4.17-8.35     1,185  
2006-2035
  Japanese yen   0.01-4.00     1,050  
2006-2015
  Australian dollar   1.14-4.89     104  
2007-2024
  Swiss francs   0.25-1.38     247  
2007-2015
  Other   1.03-3.72     71  
 
Total
          $ 26,463  
 
    AIGFP economically hedges its notes and bonds. AIG guarantees all of AIGFP’s debt.
(ii) Notes and Bonds Payable Issued by ILFC: As of December 31, 2005, notes aggregating $15.01 billion were outstanding with maturity dates from 2006 to 2065 and interest rates ranging from 2.95 percent to 6.63 percent. Notes aggregating $3.52 billion are at floating interest rates and the remainder are at fixed rates.
    The foreign exchange adjustment for the foreign currency denominated debt was $197 million at December 31, 2005 and $1.2 billion at December 31, 2004. ILFC had $13.13 billion of debt securities registered for public sale at December 31, 2005. As of December 31, 2005, $8.66 billion of debt securities were issued. In addition, ILFC has a Euro Medium Term Note Program for $7.0 billion, under which $4.98 billion in notes were sold through December 31, 2005. ILFC has substantially eliminated the currency exposure arising from foreign currency denominated notes by economically hedging that portion of the note exposure not already offset by Euro denominated operating lease payments, although such hedges do not qualify for hedge accounting treatment under FAS 133. Notes issued under this program are included in Notes and Bonds Payable.
    ILFC had a $4.3 billion Export Credit Facility (ECA) for use in connection with the purchase of approximately 75 aircraft delivered through 2001. This facility was guaranteed by various European Export Credit Agencies. The interest rate varies from 5.75 percent to 5.90 percent on these amortizing ten-year borrowings depending on the delivery date of the aircraft. At December 31, 2005, ILFC had $1.2 billion outstanding under this facility. The debt is collateralized by a pledge of the shares of a subsidiary of ILFC, which holds title to the aircraft financed under the facility.
    In May 2004, ILFC entered into a similarly structured ECA for up to a maximum of $2.64 billion for Airbus aircraft to be delivered through May 31, 2005. The facility has since been extended to include aircraft to be delivered through May 31, 2006. The facility becomes available as the various European Export Credit Agencies provide their guarantees for aircraft based on a six-month forward-looking calendar, and the interest rate is determined through a bid process. At December 31, 2005, ILFC had $1.4 billion outstanding under this facility. Borrowings with respect to these facilities are included in Notes and Bonds Payable.
    In August 2004, ILFC received a commitment for an Ex-Im Bank comprehensive guarantee in the amount of $1.68 billion to support the financing of up to 30 new Boeing aircraft. The initial delivery period from September 1, 2004 through August 31, 2005 has been extended by ILFC to August 31, 2006. ILFC did not have any borrowings outstanding under this facility at December 31, 2005. From time to time, ILFC enters into various bank financings. As of December 31, 2005 the total funded amount was $1.4 billion. The financings mature through 2010. One tranche of one of the loans totaling $410 million was funded in Japanese yen and swapped to U.S. dollars.
    In December of 2005, ILFC entered into two tranches of junior subordinated debt totaling $1.0 billion. Both mature on December 21, 2065, but each tranche has a different call option. The $600 million tranche has a call date of December 21, 2010 and the $400 million tranche has a call date of December 21, 2015. The note with the 2010 call date has a fixed interest rate of 5.90 percent for the first five years. The note with the 2015 call date has a fixed interest rate of 6.25 percent for the first ten years. Both tranches have interest rate adjustments if the call option is not exercised. The new interest rate is a floating quarterly reset rate based on the initial credit spread plus the highest of (i) 3 month LIBOR, (ii) 10-year constant maturity treasury and (iii) 30-year constant maturity treasury.
    AIG does not guarantee any of the debt obligations of ILFC.
(iii) Notes and Bonds Payable Issued by AGF: As of December 31, 2005, AGF notes aggregating $983 million were outstanding with maturity dates ranging from 2006 to 2010 at interest rates ranging from 4.03 percent to 8.45 percent.
    In 2005, AGF increased its shelf registration statement by $10.0 billion. AGF had $11.1 billion of debt securities registered and available for issuance at December 31, 2005. AGF uses the proceeds from the issuance of notes and bonds for the funding of its finance receivables.
    AIG does not guarantee any of the debt obligations of AGF.
(iv) Notes, Bonds and Debentures Issued by AIG:
(A) Zero Coupon Convertible Senior Debentures: On November 9, 2001, AIG issued zero coupon convertible senior debentures in the aggregate principal amount at stated maturity of $1.52 billion. The notes were offered at 65.8 percent of principal amount at stated maturity, bear no interest unless contingent interest becomes payable under certain conditions and are due November 9, 2031. The net proceeds to AIG were $990 million. Commencing January 1, 2002, holders may
AIG  -  Form 10-K/A
105


 

Notes to Consolidated Financial Statements Continued
 
convert the debentures into shares of AIG common stock at a conversion rate of 6.0627 shares per $1,000 principal amount of debentures on any day if AIG’s common stock price exceeds 120 percent of the conversion price on the last trading day of the preceding fiscal quarter for a set period of time, and after September 30, 2031, on any day if AIG’s common stock price exceeds such amount for one day, subject to certain restrictions. The debentures are redeemable by AIG on or after November 9, 2006 at specified redemption prices. Holders may require AIG to repurchase the debentures at specified repurchase prices on November 9, 2006, 2011, 2016, 2021, and 2026. At December 31, 2005, the debentures outstanding had a face value of $1.52 billion, unamortized discount of $460 million and a net book value of $1.06 billion. The amortization of the original issue discount was recorded as a component of other operating expenses.
(B) Notes and Debentures Issued by SAI: As of December 31, 2005, notes and debentures originally issued by SAI aggregating $435 million (net of unamortized discount of $40 million) were outstanding with maturity dates from 2007 to 2097 at interest rates ranging from 5.60 percent to 9.95 percent.
(C) Term Notes: On September 30, 2005, AIG sold $1.5 billion principal amount of notes in a Rule 144A/ Regulation S offering, $500 million of which bear interest at a rate of 4.700 percent per annum and mature in 2010 and $1.0 billion of which bear interest at a rate of 5.050 percent per annum and mature in 2015. The notes are senior unsecured obligations of AIG and rank equally with all of AIG’s other senior debt outstanding. AIG has agreed to use commercially reasonable efforts to consummate an exchange offer for the notes pursuant to an effective registration statement within 360 days of the date on which the notes were issued.
    On May 15, 2003, AIG sold $1.5 billion principal amount of notes in a Rule 144A/Regulation S offering, $500 million of which bear interest at a rate of 2.875 percent per annum and mature in 2008 and $1.0 billion of which bear interest at a rate of 4.250 percent per annum and mature in 2013. The notes are senior unsecured obligations of AIG and rank equally with all of AIG’s other senior debt outstanding. AIG completed an exchange offer in April 2004 with respect to the Rule 144A/Regulation S Notes and issued in exchange substantially identical notes that are registered under the Securities Act.
(v) Notes and Bonds Payable Issued by AGC: As of December 31, 2005, AGC notes aggregating $797 million were outstanding with maturity dates ranging from 2010 to 2029 at interest rates ranging up to 7.75 percent.
    As of November 2001, AIG guaranteed the notes and bonds of AGC.
(e) Loans and Mortgages Payable:
Loans and mortgages payable at December 31, 2005, consisted of the following:
                 
 
    Uncollateralized   Collateralized
    Loans   Loans and
(in millions)   Payable   Mortgages Payable
 
AIG Finance (Hong Kong) Limited
  $ 183     $  
AIGCFG
    864        
AIG
    814        
Other subsidiaries
    618       309  
 
Total
  $ 2,479     $ 309  
 
(f) Liabilities Connected to Trust Preferred Stock: AGC issued Junior Subordinated Debentures (liabilities) to four trusts established by AGC, which represent the sole assets of the trusts. The trusts have no independent operations. The trusts issued mandatory redeemable preferred stock to investors. The interest terms and payment dates of the liabilities correspond to those of the preferred stock. AGC’s obligations with respect to the liabilities and related agreements, when taken together, constitute a full and unconditional guarantee by AGC of payments due on the preferred securities. The liabilities are redeemable, under certain conditions, at the option of AGC on a proportionate basis.
    The preferred stock consists of $300 million liquidation value of 8.5 percent preferred stock issued by American General Capital II in June 2000, $500 million liquidation value of 8.125 percent preferred stock issued by American General Institutional Capital B in March 1997, and $500 million liquidation value of 7.57 percent preferred stock issued by American General Institutional Capital A in December 1996.
    In December 2005, $100 million liquidation value of 8.05 percent preferred stock were redeemed by American General Capital III.
(g) Revolving Credit Facilities: AIG and AIG Funding, Inc. (AIG Funding) are parties to unsecured syndicated revolving credit facilities aggregating $2.75 billion, consisting of $1.375 billion in a 364-day revolving credit facility that expires in July of 2006 and $1.375 billion in a five-year revolving credit facility that expires in July of 2010. The 364-day facility allows for the conversion by AIG of any outstanding loans at expiration into one-year term loans. The facilities can be used for general corporate purposes and also to provide backup for AIG’s commercial paper programs administered by AIG Funding. AIG expects to replace or extend these credit facilities on or prior to their expiration. There are currently no borrowings outstanding under these facilities, nor were any borrowings outstanding as of December 31, 2005.
    In November 2005, AIG and AIG Funding entered into a 364-day revolving credit facility for an aggregate amount of $3 billion, which can be drawn in the form of loans or letters of credit. The credit facility expires in November 2006 but allows for the issuance of letters of credit with terms of up to ten years and provides for the conversion by AIG of any outstanding loans at expiration into one-year term loans. The facility can be used for general corporate purposes, including
106
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
providing backup for AIG’s commercial paper programs administered by AIG Funding and obtaining letters of credit to secure obligations under insurance and reinsurance transactions. There are currently no loans outstanding under the facility, nor were any loans outstanding as of December 31, 2005. As of such dates, $1.14 billion was available to be drawn under the facility, with the remainder having been drawn in the form of letters of credit.
    AIG is also a party to an unsecured inter-company revolving credit facility provided by certain of its subsidiaries aggregating $2 billion that expires in October of 2006. The facility allows for the conversion of any outstanding loans at expiration into one-year term loans. The facility can be used for general corporate purposes and also to provide backup for AIG’s commercial paper programs. AIG expects to replace or extend this credit facility on or prior to its expiration. There are currently no borrowings outstanding under the inter-company facility, nor were any borrowings outstanding as of December 31, 2005.
    AGF is a party to unsecured syndicated revolving credit facilities aggregating $4.25 billion, consisting of $2.125 billion in a 364-day revolving credit facility that expires in July 2006 and $2.125 billion in a five-year credit facility that expires in July 2010. The 364-day facility allows for the conversion by AGF of any outstanding loan at expiration into a one-year term loan. The facilities can be used for general corporate purposes and also to provide backup for AGF’s commercial paper programs. AGF expects to replace or extend these credit facilities on or prior to their expiration. There are currently no borrowings outstanding under these facilities, nor were any borrowings outstanding as of December 31, 2005.
    ILFC is a party to unsecured syndicated revolving credit facilities aggregating $6.0 billion. The facilities can be used for general corporate purposes and also to provide backup for ILFC’s commercial paper program. They consist of $2.0 billion in a 364-day revolving credit facility that expires in October 2006, with a one-year term out option, $2.0 billion in a five-year revolving credit facility that expires in October 2009 and $2.0 billion in a five-year revolving credit facility that expires in October 2010. ILFC expects to replace or extend these credit facilities on or prior to their expiration. There are currently no borrowings outstanding under these facilities, nor were any borrowings outstanding as of December 31, 2005.
    ILFC was a party to two 180-day revolving credit facilities aggregating to $1.0 billion, each of which expired in 2005.
(h) Interest Expense for All Indebtedness: Total interest expense for all indebtedness, net of capitalized interest, aggregated $5.67 billion in 2005, $4.43 billion in 2004 and $4.22 billion in 2003. Capitalized interest was $64 million in 2005, $59 million in 2004 and $52 million in 2003. Cash distributions on the preferred shareholders’ equity in subsidiary companies of ILFC and liabilities connected to trust preferred stock of AGC subsidiaries are accounted for as interest expense in the consolidated statement of income. The cash distributions for ILFC were approximately $5 million, $4 million, and $4 million for the years ended December 31, 2005, 2004, and 2003, respectively. The cash distributions for AGC subsidiaries were approximately $112 million, $123 million and $128 million for the years ended December 31, 2005, 2004 and 2003, respectively.
10. Preferred Shareholders’ Equity in Subsidiary Companies
As of December 31, 2005, preferred shareholders’ equity in subsidiary companies represents preferred stocks issued by ILFC, a wholly owned subsidiary of AIG.
    At December 31, 2005, the preferred stock consists of 1,000 shares of market auction preferred stock (MAPS) in two series (Series A and B) of 500 shares each. Each of the MAPS shares has a liquidation value of $100,000 per share and is not convertible. The dividend rate, other than the initial rate, for each dividend period for each series is reset approximately every seven weeks (49 days) on the basis of orders placed in an auction. During 2001, ILFC extended the term of the Series A to five years at a dividend rate of 5.90 percent. At December 31, 2005, the dividend rate for Series B was 4.51 percent.
11.  Shareholders’ Equity
(a) AIG parent depends on its subsidiaries for cash flow in the form of loans, advances, reimbursement for shared expenses, and dividends. AIG’s insurance subsidiaries are subject to regulatory restrictions on the amount of dividends which can be remitted to AIG parent. These restrictions vary by state. For example, unless permitted by the New York Superintendent of Insurance, general insurance companies domiciled in New York may not pay dividends to shareholders which in any twelve month period exceed the lesser of ten percent of the company’s statutory policyholders’ surplus or 100 percent of its “adjusted net investment income,” as defined. Generally, less severe restrictions applicable to both General and Life Insurance companies exist in most of the other states in which AIG’s insurance subsidiaries are domiciled. Certain foreign jurisdictions have restrictions which could delay or limit the remittance of dividends. There are also various local restrictions limiting cash loans and advances to AIG by its subsidiaries. Largely as a result of the restrictions, approximately 89 percent of consolidated shareholders’ equity was restricted from immediate transfer to AIG parent at December 31, 2005.
(b) At December 31, 2005, there were 6,000,000 shares of AIG’s $5 par value serial preferred stock authorized, issuable in series, none of which were outstanding.
AIG  -  Form 10-K/A
107


 

Notes to Consolidated Financial Statements Continued
 
11. Shareholders’ Equity
Continued
(c) The common share activity for the three years ended December 31, 2005 was as follows:
                         
 
    2005   2004   2003
 
Shares outstanding at beginning of year
    2,596,423,190       2,608,447,046       2,609,600,831  
Acquired during the year
    (2,654,272 )     (16,426,114 )     (3,899,991 )
Issued pursuant to performance stock unit obligations
    15,757       24,025        
Issued under stock plans
    2,625,227       4,310,733       2,699,584  
Issued under contractual obligations
    236,870       67,500       46,622  
 
Shares outstanding at end of year
    2,596,646,772       2,596,423,190       2,608,447,046  
 
12.  Commitments and Contingent Liabilities
In the normal course of business, various commitments and contingent liabilities are entered into by AIG and certain of its subsidiaries. In addition, AIG guarantees various obligations of certain subsidiaries.
(a) AIG and certain of its subsidiaries become parties to derivative financial instruments with market risk resulting from both dealer and end user activities and to reduce currency, interest rate, equity, and commodity exposures. These instruments are carried at their estimated fair values in the consolidated balance sheet. The vast majority of AIG’s derivative activity is transacted by AIGFP. See also Note 20 herein.
(b) Securities sold, but not yet purchased and spot commodities sold but not yet purchased represent obligations of AIGFP to deliver specified securities and spot commodities at their contracted prices. AIGFP records a liability to repurchase the securities and spot commodities in the market at prevailing prices.
    AIG has issued unconditional guarantees with respect to the prompt payment, when due, of all present and future payment obligations and liabilities of AIGFP arising from transactions entered into by AIGFP. Net revenues for the twelve months ended December 31, 2005, 2004 and 2003 from Capital Markets operations were $3.26 billion, $1.28 billion and $595 million, respectively.
(c) At December 31, 2005, ILFC had committed to purchase 338 new and used aircraft deliverable from 2006 through 2015 at an estimated aggregate price of $23.3 billion and had options to purchase 16 new aircraft at an estimated aggregate purchase price of $1.5 billion. ILFC will be required to find customers for any aircraft acquired, and it anticipates that it will be required to arrange financing for portions of the purchase price of such equipment.
(d) AIG and its subsidiaries, in common with the insurance industry in general, are subject to litigation, including claims for punitive damages, in the normal course of their business. The recent trend of increasing jury awards and settlements makes it difficult to assess the ultimate outcome of such litigation.
    Although AIG annually reviews the adequacy of the established reserve for losses and loss expenses, there can be no assurance that AIG’s ultimate loss reserves will not develop adversely and materially exceed AIG’s current loss reserves. Estimation of ultimate net losses, loss expenses and loss reserves is a complex process for long-tail casualty lines of business, which include excess and umbrella liability, directors and officers liability (D&O), professional liability, medical malpractice, workers compensation, general liability, products liability and related classes, as well as for asbestos and environmental exposures. Generally, actual historical loss development factors are used to project future loss development. However, there can be no assurance that future loss development patterns will be the same as in the past. Moreover, any deviation in loss cost trends or in loss development factors might not be discernible for an extended period of time subsequent to the recording of the initial loss reserve estimates for any accident year. Thus, there is the potential for reserves with respect to a number of years to be significantly affected by changes in loss cost trends or loss development factors that were relied upon in setting the reserves. These changes in loss trends or loss development factors could be attributable to changes in inflation in labor and material costs or in the judicial environment, or in other social or economic phenomena affecting claims.
(e) SAI Deferred Compensation Holdings, Inc., a wholly-owned subsidiary of AIG, has established a deferred compensation plan for registered representatives of certain AIG subsidiaries, pursuant to which participants have the opportunity to invest deferred commissions and fees on a notional basis. The value of the deferred compensation fluctuates with the value of the deferred investment alternatives chosen. AIG has provided a full and unconditional guarantee of the obligations of SAI Deferred Compensation Holdings, Inc. to pay the deferred compensation under the plan.
(f) On June 27, 2005, AIG entered into agreements pursuant to which AIG agrees, subject to certain conditions, to (i) make any payment that is not promptly paid with respect to the benefits accrued by certain employees of AIG and its subsidiaries under the SICO Plans (as defined in Note 16) and (ii) make any payment to the extent not promptly paid by Starr with respect to amounts that become payable to certain employees of AIG and its subsidiaries who are also stockholders of Starr after the giving of a notice of repurchase or redemption under Starr’s organizational documents. In January 2006, Starr announced that it had completed its tender offer to
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
12. Commitments and Contingent Liabilities
Continued
purchase interests in Starr and that all eligible shareholders had tendered their shares. As a result of completion of the tender offer, no executive currently holds any Starr interests.
(g) AIG and certain of its subsidiaries have been named defendants in two putative class actions in state court in Alabama that arise out of the 1999 settlement of class and derivative litigation involving Caremark Rx, Inc. (Caremark). An excess policy issued by a subsidiary of AIG with respect to the 1999 litigation was expressly stated to be without limit of liability. In the current actions, plaintiffs allege that the judge approving the 1999 settlement was misled as to the extent of available insurance coverage and would not have approved the settlement had he known of the existence and/or unlimited nature of the excess policy. They further allege that AIG, its subsidiaries, and Caremark are liable for fraud and suppression for misrepresenting and/or concealing the nature and extent of coverage. In their complaint, plaintiffs request compensatory damages for the 1999 class in the amount of $3.2 billion, plus punitive damages. AIG and its subsidiaries deny the allegations of fraud and suppression and have asserted, inter alia, that information concerning the excess policy was publicly disclosed months prior to the approval of the settlement. AIG and its subsidiaries further assert that the current claims are barred by the statute of limitations and that plaintiffs’ assertions that the statute was tolled cannot stand against the public disclosure of the excess coverage. Plaintiffs, in turn, have asserted that the disclosure was insufficient to inform them of the nature of the coverage and did not start the running of the statute of limitations. On January 28, 2005, the Alabama trial court determined that one of the current actions may proceed as a class action on behalf of the 1999 classes that were allegedly defrauded by the settlement. AIG, its subsidiaries, and Caremark are seeking appellate relief from the Alabama Supreme Court. AIG cannot now estimate either the likelihood of its prevailing in these actions or the potential damages in the event liability is determined.
(h) On December 30, 2004, an arbitration panel issued its ruling in connection with a 1998 workers compensation quota share reinsurance agreement under which Superior National Insurance Company, among others, was reinsured by USLIFE, a subsidiary of American General Corporation. In its 2-1 ruling the arbitration panel refused to rescind the contract as requested by USLIFE. Instead, the panel reformed the contract to reduce USLIFE’s participation by ten percent. USLIFE disagrees with the ruling and is pursuing all appropriate legal remedies. USLIFE has certain reinsurance recoverables in connection with the contract and the arbitration ruling established a second phase of arbitration in which USLIFE will present its challenges to cessions to the contract.
    AIG recorded a $178 million pre-tax charge in the fourth quarter of 2004 related to this matter and holds a reserve of approximately $364 million as of December 31, 2005.
(i) Regulators from several states have commenced investigations into insurance brokerage practices related to contingent commissions and other broker-related conduct, such as alleged bid rigging. Various parties, including insureds and shareholders, have also asserted putative class action and other claims against AIG or its subsidiaries alleging, among other things, violations of the antitrust and federal securities laws, and AIG expects that additional claims may be made.
    In February 2006, AIG reached a resolution of claims and matters under investigation with the United States Department of Justice (DOJ), the Securities and Exchange Commission (SEC), the Office of the New York Attorney General (NYAG) and the New York State Department of Insurance (DOI). The settlements resolved outstanding litigation filed by the SEC, NYAG and DOI against AIG and concluded negotiations with these authorities and the DOJ in connection with the accounting, financial reporting and insurance brokerage practices of AIG and its subsidiaries, as well as claims relating to the underpayment of certain workers compensation premium taxes and other assessments. The 2005 financial statements include a fourth quarter after-tax charge of $1.15 billion to record the settlements.
    As a result of these settlements, AIG made payments totaling approximately $1.64 billion, $225 million of which represented fines and penalties. A substantial portion of the money will be available to resolve claims asserted in various regulatory and civil proceedings, including shareholder lawsuits.
    Also, as part of the settlements, AIG has agreed to retain for a period of three years an independent consultant who will conduct a review that will include the adequacy of AIG’s internal control over financial reporting and the remediation plan that AIG has implemented as a result of its own internal review.
    Various federal and state regulatory agencies are reviewing certain other transactions and practices of AIG and its subsidiaries in connection with industry-wide and other inquiries. AIG has cooperated, and will continue to cooperate, in producing documents and other information in response to the subpoenas.
    A number of lawsuits have been filed regarding the subject matter of the investigations of insurance brokerage practices, including derivative actions, individual actions and class actions under the federal securities laws, Racketeer Influenced and Corrupt Organizations Act (RICO), Employee Retirement Income Security Act (ERISA) and state common and corporate laws in both federal and state courts, including the United States District Court for the Southern District of New York (Southern District of New York), in the Commonwealth of Massachusetts Superior Court and in Delaware Chancery Court. All of these actions generally allege that AIG and its subsidiaries violated the law by allegedly concealing a scheme to “rig bids” and “steer” business between insurance companies and insurance brokers.
    Since October 19, 2004, AIG or its subsidiaries have been named as a defendant in fifteen complaints that were filed in federal court and two that were originally filed in state court (Massachusetts and Florida) and removed to federal court. These cases generally allege that AIG and its subsidiaries
AIG  -  Form 10-K/A
109


 

Notes to Consolidated Financial Statements Continued
 
12. Commitments and Contingent Liabilities
Continued
violated federal and various state antitrust laws, as well as federal RICO laws, various state deceptive and unfair practice laws and certain state laws governing fiduciary duties. The alleged basis of these claims is that there was a conspiracy between insurance companies and insurance brokers with regard to the use of contingent commission agreements, bidding practices, and other broker-related conduct concerning coverage in certain sectors of the insurance industry. The Judicial Panel on Multidistrict Litigation entered an order on February 17, 2005, consolidating most of these cases and transferring them to the United States District Court for the District of New Jersey (District of New Jersey). The remainder of these cases have been transferred to the District of New Jersey. On August 15, 2005, the plaintiffs in the multidistrict litigation filed a Corrected First Consolidated Amended Commercial Class Action Complaint, which, in addition to the previously named AIG defendants, names new AIG subsidiaries as defendants. Also on August 15, 2005, AIG and two subsidiaries were named as defendants in a Corrected First Consolidated Amended Employee Benefits Class Action Complaint filed in the District of New Jersey, which asserts similar claims with respect to employee benefits insurance and a claim under ERISA on behalf of putative classes of employers and employees. On November 29, 2005, the AIG defendants, along with other insurer defendants and the broker defendants filed motions to dismiss both the Commercial and Employee Benefits Complaints. Plaintiffs have filed a motion for class certification in the consolidated action. In addition, complaints were filed against AIG and several of its subsidiaries in Massachusetts and Florida state courts, which have both been stayed. In the Florida action, the plaintiff has filed a petition for a writ of certiorari with the District Court of Appeals of the State of Florida, Fourth District with respect to the stay order. On February 9, 2006, a complaint against AIG and several of its subsidiaries was filed in Texas state court, making claims similar to those in the federal cases above.
    In April and May 2005, amended complaints were filed in the consolidated derivative and securities cases, as well as in one of the ERISA lawsuits, pending in the Southern District of New York adding allegations concerning AIG’s accounting treatment for non-traditional insurance products. In September 2005, a second amended complaint was filed in the consolidated securities cases adding allegations concerning AIG’s First Restatement. Also in September 2005, a new securities action complaint was filed in the Southern District of New York, asserting claims premised on the same allegations made in the consolidated cases. Motions to dismiss have been filed in the securities actions. In September 2005, a consolidated complaint was filed in the ERISA case pending in the Southern District of New York. Motions to dismiss have been filed in that ERISA case. Also in April 2005, new derivative actions were filed in Delaware Chancery Court, and in July and August 2005, two new derivative actions were filed in the Southern District of New York asserting claims duplicative of the claims made in the consolidated derivative action.
    In July 2005, a second amended complaint was filed in the consolidated derivative case in the Southern District of New York, expanding upon accounting-related allegations, based upon the First Restatement and, in August 2005, an amended consolidated complaint was filed. In June 2005, the derivative cases in Delaware were consolidated. AIG’s Board of Directors has appointed a special committee of independent directors to review the matters asserted in the derivative complaints. The courts have approved agreements staying the derivative cases pending in the Southern District of New York and in Delaware Chancery Court while the special committee of independent directors performs its work. In September 2005, a shareholder filed suit in Delaware Chancery Court seeking documents relating to some of the allegations made in the derivative suits. AIG filed a motion to dismiss in October 2005.
    In late 2002, a derivative action was filed in Delaware Chancery Court in connection with AIG’s transactions with certain entities affiliated with Starr and Starr International Company, Inc. (SICO). In May 2005, the plaintiff filed an amended complaint which adds additional claims premised on allegations relating to insurance brokerage practices and AIG’s non-traditional insurance products. Plaintiffs in that case have agreed to dismiss newly added allegations unrelated to transactions with entities affiliated with Starr and SICO without prejudice to pursuit of these claims in the separate derivative actions described above. On February 16, 2006, the Delaware Chancery Court entered an order dismissing the litigation with prejudice with respect to AIG’s outside directors and dismissing the claims against the remaining AIG defendants without prejudice.
    AIG cannot predict the outcome of the matters described above or estimate the potential costs related to these matters and, accordingly, no reserve is being established in AIG’s financial statements at this time. In the opinion of AIG management, AIG’s ultimate liability for the unresolved matters referred to above is not likely to have a material adverse effect on AIG’s consolidated financial condition, although it is possible that the effect would be material to AIG’s consolidated results of operations for an individual reporting period.
(j) On July 8, 2005, SICO filed a complaint against AIG in the Southern District of New York. The complaint alleges that AIG is in the possession of items, including artwork, which SICO claims it owns, and seeks an order causing AIG to release those items as well as actual, consequential, punitive and exemplary damages. On September 27, 2005, AIG filed its answer to SICO’s complaint denying SICO’s allegations and asserting counter-claims for breach of contract, unjust enrichment, conversion and breach of fiduciary duty relating to SICO’s breach of its commitment to use its AIG shares for the benefit of AIG and its employees. On October 17, 2005, SICO replied to AIG’s counter-claims and additionally sought a judgment declaring that SICO is neither a control person nor an affiliate of AIG for purposes of Schedule 13D under the Securities Exchange Act of 1934, as amended (the Exchange Act), and Rule 144 under the Securities Act of 1933, as
110
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
12. Commitments and Contingent Liabilities
Continued
amended (the Securities Act), respectively. AIG responded to the SICO claims on November 7, 2005.
(k) AIG subsidiaries own interests in certain limited liability companies (LLCs) which invested in six coal synthetic fuel production facilities. The sale of coal synthetic fuel produced by these six facilities generates income tax credits. Since acquiring the facilities, AIG has recognized approximately $1.0 billion of synfuel tax credits through December 31, 2005. One of the conditions a taxpayer must meet to qualify for coal synfuel tax credits is that the synfuel production facility must have been “placed in service” before July 1, 1998. On July 1, 2005 IRS field agents issued notices of proposed adjustment to the LLCs proposing to disallow all of the credits taken by the LLCs during the years 2001 through 2003. The IRS field agents subsequently conceded that one of the facilities was timely placed in service, but contended that none of the other underlying production facilities were placed in service by the statutory deadline. On October 3, 2005, IRS field agents issued 60-day letters to the LLCs proposing to disallow the tax credits taken with respect to synfuel sales by the remaining five production facilities. By letters dated February 17, 2006, the IRS field agents have advised the LLCs that they have, after further review, concluded that all six production facilities were placed in service before July 1, 1998 and that they will withdraw the 60-day letters issued to the LLCs.
    Tax credits generated from the production and sale of synthetic fuel under section 29 of the Internal Revenue Code are subject to an annual phase-out provision that is based on the average wellhead price of domestic crude oil. The price range within which the tax credits are phased-out was originally established in 1980 and is adjusted annually for inflation. Depending on the price of domestic crude oil for a particular year, all or a portion of the tax credits generated in that year might be eliminated. Although AIG cannot predict the future price of domestic crude oil for the years 2006 and 2007 (the final year the tax credits are available), AIG does not expect the phase-out provision to affect tax credits generated in 2005. AIG has also entered into hedges designed to mitigate a portion of its future exposure to a sustained high price of oil. However, no assurance can be given as to the effectiveness of the hedging in actually reducing such exposure or whether such hedging will continue.
(l) AIG understands that some of its employees have received Wells notices in connection with previously disclosed SEC investigations of certain of AIG’s transactions or accounting practices. Under SEC procedures, a Wells notice is an indication that the SEC staff has made a preliminary decision to recommend enforcement action that provides recipients with an opportunity to respond to the SEC staff before a formal recommendation is finalized. AIG anticipates that additional current and former employees could receive similar notices in the future as the regulatory investigations proceed.
(m) In August 2005, the Bureau of Labor Insurance in Taiwan began to levy a monthly administrative penalty against Nan Shan for not providing its agency leaders a choice between alternative government pension plans. Nan Shan has reached an agreement with the agency union and the ultimate liability is not material to AIG’s consolidated financial condition or results of operations.
13.  Fair Value of Financial Instruments
Statement of Financial Accounting Standards No. 107, “Disclosures about Fair Value of Financial Instruments” (FAS 107), requires disclosure of fair value information about financial instruments, as defined therein, for which it is practicable to estimate such fair value. In the measurement of the fair value of certain financial instruments, where quoted market prices are not available, other valuation techniques are utilized. These fair value estimates are derived using internally developed valuation methodologies based on available and observable market information. FAS 107 excludes certain financial instruments, including those related to insurance contracts.
    The following methods and assumptions were used by AIG in estimating the fair value of the financial instruments presented:
Cash and short-term investments: The carrying amounts approximate fair values.
Fixed maturity securities: Fair values were generally based upon quoted market prices. For certain fixed maturity securities for which market prices were not readily available, fair values were estimated using values obtained from independent pricing services.
Equity securities: Fair values were based upon quoted market prices.
Mortgage loans on real estate, policy and collateral loans: Where practical, the fair values of loans on real estate and collateral loans were estimated using discounted cash flow calculations based upon AIG’s current incremental lending rates for similar type loans. The fair values of the policy loans were not calculated as AIG believes it would have to expend excessive costs for the benefits derived.
Trading assets and trading liabilities: Fair values approximate the carrying values.
Finance receivables: Fair values were estimated using discounted cash flow calculations based upon the weighted average rates currently being offered for similar finance receivables.
Securities available for sale: Fair values were based on quoted market prices. Where market prices were not readily available, fair values were estimated using quoted market prices of comparable investments.
Securities lending collateral and securities lending payable: The contract values of these financial instruments approximate fair value.
Trading securities: Fair values were based on current market value where available. For securities for which market values
AIG  -  Form 10-K/A
111


 

Notes to Consolidated Financial Statements Continued
 
13. Fair Value of Financial Instruments
Continued
were not readily available, fair values were estimated using quoted market prices of comparable investments.
Spot commodities: Fair values are based on current market prices.
Unrealized gains and losses on swaps, options and forward transactions: Fair values were based on the use of valuation models that utilize, among other things, current interest, foreign exchange commodity, equity and volatility rates, as applicable.
Securities purchased (sold) under agreements to resell (repurchase), at contract value: As these securities (obligations) are short-term in nature, the contract values approximate fair values.
Other invested assets: Consisting principally of hedge funds and limited partnerships. Fair values are provided by the general partner or manager of each investment.
Policyholders’ contract deposits: Fair values were estimated using discounted cash flow calculations based upon interest rates currently being offered for similar contracts with maturities consistent with those remaining for the contracts being valued.
GIAs: Fair values of AIG’s obligations under investment type agreements were estimated using discounted cash flow calculations based on interest rates currently being offered for similar agreements with maturities consistent with those remaining for the agreements being valued.
Securities and spot commodities sold but not yet purchased: The carrying amounts for the securities and spot commodities sold but not yet purchased approximate fair values. Fair values for spot commodities sold short were based on current market prices.
Trust deposits and deposits due to banks and other depositors: To the extent certain amounts are not demand deposits or certificates of deposit which mature in more than one year, fair values were not calculated as AIG believes it would have to expend excessive costs for the benefits derived.
Commercial paper: The carrying amount approximates fair value.
Notes, bonds, loans and mortgages: Where practical, the fair values of these obligations were estimated using discounted cash flow calculations based upon AIG’s current incremental borrowing rates for similar types of borrowings with maturities consistent with those remaining for the debt being valued.
112
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
13. Fair Value of Financial Instruments
Continued
The carrying values and fair values of AIG’s financial instruments at December 31, 2005 and 2004 were as follows:
                                   
 
    2005   2004
         
    Carrying   Fair   Carrying   Fair
(in millions)   Value*   Value   Value*   Value
 
Assets:
                               
 
Fixed maturities
  $ 385,680     $ 386,199     $ 365,677     $ 366,174  
 
Equity securities
    23,588       23,588       17,706       17,706  
 
Mortgage loans on real estate, policy and collateral loans
    24,909       26,352       23,484       23,980  
 
Securities available for sale
    37,511       37,511       31,225       31,225  
 
Trading securities
    6,499       6,499       2,746       2,746  
 
Spot commodities
    92       96       534       534  
 
Unrealized gain on swaps, options and forward transactions
    18,695       18,695       22,670       22,670  
 
Trading assets
    1,204       1,204       3,433       3,433  
 
Securities purchased under agreements to resell
    14,547       14,547       26,272       26,272  
 
Finance receivables, net of allowance
    27,995       27,528       23,574       24,133  
 
Securities lending collateral
    59,471       59,471       49,169       49,169  
 
Other invested assets
    27,267       27,267       23,559       23,559  
 
Short-term investments
    15,342       15,342       16,102       16,102  
 
Cash
    1,897       1,897       2,009       2,009  
Liabilities:
                               
 
Policyholders’ contract deposits
    227,027       223,244       216,474       212,543  
 
Borrowings under obligations of guaranteed investment agreements
    20,811       22,373       18,919       20,897  
 
Securities sold under agreements to repurchase
    11,047       11,047       23,581       23,581  
 
Trading liabilities
    2,546       2,546       2,503       2,503  
 
Securities and spot commodities sold but not yet purchased
    5,975       5,975       5,404       5,404  
 
Unrealized loss on swaps, options and forward transactions
    12,740       12,740       15,985       15,985  
 
Trust deposits and deposits due to banks and other depositors
    4,877       5,032       4,248       4,553  
 
Commercial paper
    9,208       9,208       9,693       9,693  
 
Notes, bonds, loans and mortgages payable
    78,439       79,518       66,798       68,700  
 
Securities lending payable
    60,409       60,409       49,972       49,972  
 
* The carrying value of all other financial instruments approximates fair value.
14. Stock Compensation Plans
At December 31, 2005, AIG had five types of stock-based compensation plans: (i) a stock option plan; (ii) an incentive stock plan under which restricted stock units had been issued; (iii) an employee stock purchase plan; (iv) SICO’s Deferred Compensation Profit Participation Plan (SICO DCPPP) (consistent with SICO’s change to equity settlement of selected awards); and (v) AIG’s Deferred Compensation Profit Participation Plan (AIG DCPPP) which is the replacement for the SICO DCPPP.
    Effective January 1, 2003, AIG adopted the recognition provision of Statement of Financial Accounting Standards No. 123, “Accounting for Stock-Based Compensation” (FAS 123). This statement establishes the financial accounting and reporting standards for stock-based employee compensation plans, such as AIG’s stock purchase plan, stock option plan, stock incentive plan, SICO DCPPP, and AIG DCPPP. Under the recognition provisions of FAS 123, costs with respect to stock compensation are measured using the fair value of the shares subscribed or granted as at the date of grant recognized ratably over the vesting period. Such fair value is derived through an option pricing model or the fair value of AIG’s common stock, as applicable. See Note 1(gg) herein for discussion of prospective change to AIG’s accounting for retiree eligibility provisions.
    Statement of Financial Accounting Standards No. 148, “Accounting for Stock-Based Compensation – Transition and Disclosure, an amendment to FASB Statement No. 123” (FAS 148), was issued in 2002. This statement amended FAS 123 and provides alternative methods of transition for a voluntary change to the recognition provisions of FAS 123. Also, FAS 148 amended certain of the disclosure requirements of FAS 123.
    AIG elected the “Prospective Method” in the application of the recognition provisions as prescribed by FAS 123. Such method provides for the recognition of the fair value with respect to stock-based compensation for shares subscribed for or granted on or after January 1, 2003.
    Prior to adoption of the recognition provisions of FAS 123, as amended, AIG recognized stock compensation in accordance with the provisions of APB Opinion No. 25 “Accounting for Stock Issued to Employees.” Shares subscribed for or granted prior to January 1, 2003 continue to be accounted for pursuant to APB Opinion No. 25. See Note 1(gg) herein for discussion of AIG’s accounting for the unvested portion of its APB 25 awards according to the requirements of FAS 123R.
AIG  -  Form 10-K/A
113


 

Notes to Consolidated Financial Statements Continued
 
14. Stock Compensation Plans
Continued
With respect to net income for December 31, 2005, 2004, and 2003, the following table provides a pro forma reconciliation as if AIG had adopted the recognition provisions of FAS 123 at the awards inception:
                           
 
(in millions, except per share data)   2005   2004   2003
 
Net income, as reported
  $ 10,477     $ 9,839     $ 8,108  
Add back interest on contingently convertible bonds, net of tax
    11       11       11  
 
      10,488       9,850       8,119  
 
Actual stock-based compensation recognized, net of tax
    53       40       16  
 
      10,541       9,890       8,135  
 
Fair Value for Grants
Issued prior to January 1, 2003, net of tax
    39       49       56  
Actual stock-based compensation recognized, net of tax
    53       40       16  
 
Net income, pro forma
  $ 10,449     $ 9,801     $ 8,063  
 
Earnings per common share:
                       
 
Basic:
                       
 
Net income, as reported
  $ 4.03     $ 3.77     $ 3.10  
 
Stock-based compensation, net of tax
    (0.01 )     (0.02 )     (0.02 )
 
Net income, pro forma
  $ 4.02     $ 3.75     $ 3.08  
 
 
Diluted:
                       
 
Net income, as reported
  $ 3.99     $ 3.73     $ 3.07  
 
Stock-based compensation, net of tax
    (0.01 )     (0.02 )     (0.02 )
 
Net income, pro forma
  $ 3.98     $ 3.71     $ 3.05  
 
Average shares outstanding:
                       
 
Basic
    2,597       2,606       2,610  
 
Diluted
    2,627       2,637       2,637  
 
    AIG uses a binomial model to calculate the fair value of stock option grants. The model uses ten years of historical exercise behavior to account for the early exercise of employee options and five years of historical stock price data to infer the implied volatility. The fair-value model has been refined from time to time since AIG adopted FAS 123 on January 1, 2003, but valuation results have been consistent from one reporting period to the next.
    The fair values of stock options granted during the three years ended December 31, 2005, 2004, and 2003 were approximately $100 million, $80 million and $180 million, respectively.
    The following weighted average assumptions were used for stock options granted in 2005, 2004 and 2003, respectively: dividend yields of 0.71 percent, 0.36 percent and 0.32 percent; expected volatility of 27.3 percent, 34.4 percent and 34.0 percent; risk-free interest rates of 4.17 percent, 3.87 percent and 3.57 percent; and expected terms of seven years in each year.
    Also included in the above table is the compensation expense with respect to AIG’s employee stock purchase plan. The fair value calculated was derived by using the Black-Scholes model. The pro forma recognition of such fair value had an insignificant effect on the pro forma amounts disclosed above.
    The fair values of purchase privileges granted during the years ended December 31, 2005, 2004 and 2003 were $13 million, $12 million and $12 million, respectively. The weighted average fair values per share of those purchase rights granted in 2005, 2004, and 2003 were $12.24, $14.82, and $11.64, respectively. The fair value of each purchase right was derived at the date of the subscription using the AIG model.
    The following weighted average assumptions were used for purchase privileges granted in 2005, 2004 and 2003, respectively: dividend yields of 0.71 percent, 0.36 percent and 0.32 percent; expected volatilities of 27.3 percent, 34.4 percent and 34.0 percent; risk-free interest rates of 3.37 percent, 1.60 percent and 1.10 percent; and terms of one year.
(a) Stock Option Plan: The AIG 1999 Stock Option Plan, as amended (the 1999 Plan), provides that options to purchase a maximum of 45,000,000 shares of common stock can be granted to certain key employees and members of the Board of Directors at prices not less than fair market value at the date of grant. The 1999 Plan limits the maximum number of shares as to which stock options may be granted to any employee in any one year to 900,000 shares. Options granted under this Plan expire not more than ten years from the date of the grant. Options with respect to 32,500 shares, 25,000 shares, 25,000 shares, and 25,000 shares were granted to nonemployee members of the Board of Directors on August 11, 2005, May 19, 2004, May 14, 2003 and February 10, 2003, respectively. These options become exercisable on the first anniversary of the date of grant, expire ten years from the date of grant, and do not qualify for Incentive Stock Option Treatment under the Section 422 of the Internal Revenue Code (ISO Treatment). The 1999 Plan, and the options previously granted thereunder, were approved by the shareholders at the 2000 Annual Meeting of Shareholders, and certain amendments were approved at the 2003 Annual Meeting of Shareholders. At December 31, 2005, 20,130,562 shares were reserved for future grants under the 1999 Plan. The 1999 Plan superseded the 1991 employee stock option plan (the 1991 Plan) and the previously superseded 1987 employee stock option plan, although outstanding options granted under the 1991 Plan continue in force until exercise or expiration. At December 31, 2005, there were 29,524,565 shares reserved for issuance under the 1999 Plan and the 1991 Plan.
    During 2003, AIG granted options with respect to 137,300 shares which become exercisable on the fifth anniversary of the date of grant and expire ten years from the date of grant. These options do not qualify for ISO Treatment. The agreements with respect to all other options granted to employees under these plans in 2004 and 2003 provide that 25 percent of the options granted become exercisable on the anniversary of the date of grant in each of the four years following that grant and expire 10 years from the date of the grant. As of December 31, 2005, outstanding options granted with respect to 12,009,898 shares qualified for ISO Treatment.
114
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AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
14. Stock Compensation Plans
Continued
    At January 1, 1999, the date of the AIG/SAI merger, SAI had five stock-based compensation plans pursuant to which options, restricted stock, and deferred share and share unit obligations had been issued and remained outstanding. Options granted under these plans had an exercise price equal to the market price on the date of grant, had a maximum term of ten years, and generally became exercisable ratably over a five-year period. Substantially all of the SAI options outstanding at the merger date became fully vested on that date and were converted into options to purchase AIG common stock at the exchange ratio of 0.855 shares of AIG common stock for each share of SAI common stock. No further options can be granted under the SAI plans, but outstanding options so converted continue in force until exercise or expiration. At December 31, 2005, there were 11,526,992 shares of AIG common stock reserved for issuance on exercise of options under these plans. None of these options qualified for ISO Treatment as of December 31, 2005.
    During 2005, 2004 and 2003, deferred share and share unit obligations with respect to 1,895 shares, 1,895 shares and 1,895 shares, respectively, of AIG common stock vested and were issued. No additional deferred share or share unit obligations may be granted under the SAI plans. As of December 31, 2005, deferred share and share unit obligations with respect to 59,972 shares remained outstanding under the SAI plans.
    The AIG Board of Directors has construed the AIG stock option plans to allow, at the request of an optionee, the deferral of delivery of AIG shares otherwise deliverable upon the exercise of an option to a date or dates specified by the optionee. During 2005, options with respect to 1,731,471 shares were exercised with delivery deferred. At December 31, 2005, optionees had made valid elections to defer delivery of 2,067,643 shares of AIG common stock upon exercise of options expiring during 2006. In addition, nonemployee directors of AIG made valid elections to defer delivery of 21,093 shares of AIG common stock upon exercise of options expiring during 2006.
    As a result of the acquisition of the Hartford Steam Boiler Inspection and Insurance Company (HSB) in November 2000, HSB options outstanding at the acquisition date were fully vested and were converted into options to purchase AIG common stock at the exchange ratio of 0.4178 shares of AIG common stock for each share of HSB common stock. No further options can be granted under the HSB option plans, but outstanding options so converted continue in force until exercise or expiration. At December 31, 2005, there were 688,648 shares of AIG common stock reserved for issuance under the HSB option plans, none of which qualified for ISO Treatment.
    At August 29, 2001, AGC had stock-based compensation plans pursuant to which options and restricted share units had been issued and remained outstanding. Options granted under these plans had an exercise price equal to the market price on the date of the grant, had a maximum term of ten years, and generally became exercisable ratably over a three-year period. All of the AGC options outstanding at the acquisition date became fully vested on that date and were converted into options to purchase AIG common stock at an exchange ratio of 0.5790 shares of AIG common stock for each share of AGC common stock. No further options can be granted under the AGC plans, but outstanding options so converted continue in force until exercise or expiration. At December 31, 2005, there were 10,805,219 shares of AIG common stock reserved for issuance on exercise of options under these plans. Options with respect to 1,250,221 of these shares qualified for ISO Treatment as of December 31, 2005.
Additional information with respect to AIG’s plans at December 31, 2005, and changes for the three years then ended, were as follows:
 
                                                   
    2005   2004   2003
             
        Weighted       Weighted       Weighted
        Average       Average       Average
    Shares   Exercise Price   Shares   Exercise Price   Shares   Exercise Price
 
Shares Under Option:
                                               
 
Outstanding at beginning of year
    54,463,003     $ 51.94       59,253,166     $ 48.00       54,214,016     $ 45.63  
 
Granted
    4,397,500       62.69       3,474,100       64.65       8,602,909       56.15  
 
Exercised
    (2,263,377 )     27.22       (3,387,734 )     34.02       (2,182,680 )     22.69  
 
Exercised, delivery deferred
    (1,731,471 )     11.29       (3,397,999 )     5.98       (495,787 )     8.46  
 
Forfeited
    (2,320,230 )     60.97       (1,478,530 )     70.69       (885,292 )     66.37  
 
Outstanding at end of year
    52,545,425     $ 54.84       54,463,003     $ 51.94       59,253,166     $ 48.00  
 
Options exercisable at year-end
    39,952,281     $ 52.47       40,211,710     $ 47.80       43,397,566     $ 42.17  
 
Weighted average fair value per share of options granted
          $ 21.84             $ 25.61             $ 20.86  
 
AIG  -  Form 10-K/A
115


 

Notes to Consolidated Financial Statements Continued
 
14. Stock Compensation Plans
Continued
In addition, at December 31, 2005, options to purchase 92,241 shares at a weighted average exercise price of $25.14 had been previously granted to AIG nonemployee directors and remained outstanding.
Information about stock options outstanding at December 31, 2005, is summarized as follows:
                                     
 
    Options Outstanding   Options Exercisable
         
        Weighted   Weighted       Weighted
        Average   Average       Average
    Number   Remaining   Exercise   Number   Exercise
    Outstanding   Contractual Life   Price   Exercisable   Price
 

Range of Exercise Prices:
                                   
$11.28 – 27.14
  6,900,520     1.3 years     $ 21.38       6,900,520     $ 21.38  
30.44 – 41.51
  5,560,658     2.5 years       36.75       5,560,658       36.75  
43.31 – 53.41
  7,163,076     4.9 years       48.54       5,476,932       49.01  
54.11 – 59.99
  8,516,644     5.2 years       57.84       6,328,084       57.33  
60.13 – 63.95
  9,382,325     6.9 years       62.33       6,193,792       61.92  
64.01 – 69.63
  8,397,522     7.8 years       65.44       3,876,532       65.66  
70.35 – 98.00
  6,624,680     5.3 years       83.82       5,615,763       84.63  
 
    52,545,425           $ 54.84       39,952,281     $ 52.47  
 
(b) 2002 Stock Incentive Plan: AIG’s 2002 Stock Incentive Plan was adopted at its 2002 shareholders’ meeting and amended and restated by the AIG Board of Directors on September 18, 2002. This plan provides that equity-based or equity-related awards with respect to shares of common stock can be issued to officers, employees or members of the Board of Directors of AIG in any year up to a maximum of that number of shares equal to (a) 1,000,000 shares plus (b) the number of shares available but not issued in the prior calendar year. Under the Plan, no grantee may receive awards covering more than 250,000 shares of common stock. During 2005 and 2004, AIG granted restricted stock units (RSUs) relating to 3,055,835 shares and 992,481 shares of common stock to employees, respectively. These RSUs will vest on the fourth anniversary of the date of grant assuming continued employment through such date. See Note 1(gg) herein for discussion of prospective change in AIG’s accounting for retiree eligibility provisions. AIG reserves the right to make payment for the RSUs in shares of common stock or the cash equivalent on the date of vesting. AIG shares delivered under the AIG DCPPP will be issued pursuant to the 2002 Stock Incentive Plan. At December 31, 2005, there were 14,675,635 shares of common stock reserved for issuance in connection with future grants of awards under the Plan.
(c) Employee Stock Purchase Plan: AIG’s 1996 Employee Stock Purchase Plan, as amended and approved by AIG shareholders in 2003 (the 1996 Plan), provides that eligible employees (those employed at least one year) may receive privileges to purchase up to an aggregate of 10,000,000 shares of AIG common stock, at a price equal to 85 percent of the fair market value on the date of the grant of the purchase privilege. Purchase privileges are granted annually and are limited to the number of whole shares that can be purchased by an amount equal to 10 percent of an employee’s annual salary or $10,000, whichever is less. There were 359,750 shares, 922,999 shares and 516,904 shares issued under the 1996 plan at weighted average prices of $57.06, $46.41 and $48.03 for the years ended December 31, 2005, 2004 and 2003, respectively. The excess or deficit of the proceeds over the par value or cost of the common stock issued was credited or charged to additional paid-in capital.
    As of December 31, 2005, there were 1,045,329 shares of common stock subscribed to at a weighted average price of $50.91 per share pursuant to grants of privileges under the 1996 plan. There were 3,689,063 shares available for the grant of future purchase privileges under the 1996 Plan at December 31, 2005.
    As a result of its changing relationship with Starr and SICO, AIG is establishing new executive compensation plans which replace existing investment opportunities and deferred compensation plans provided by Starr and SICO. The replacement plans include both share-based plans as well as cash-based plans. The share-based plans generally include performance as well as service conditions.
15. Employee Benefits
(a) Pension Plans: Employees of AIG, its subsidiaries and certain affiliated companies, including employees in foreign countries, are generally covered under various funded, unfunded and insured pension plans. Eligibility for participation in the various plans is based on either completion of a specified period of continuous service or date of hire, subject to age limitations. Some AIG subsidiaries provide retirement benefits through defined benefit plans, others employ defined contribution plans and some use both.
116
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
15. Employee Benefits
Continued
    AIG’s U.S. retirement plan is a qualified, noncontributory defined benefit plan which is subject to the provisions of ERISA. All employees of AIG and most of its subsidiaries and affiliates who are regularly employed in the United States, including certain U.S. citizens employed abroad on a U.S. dollar payroll, and who have attained age 21 and completed twelve months of continuous service are eligible to participate in this plan. An employee with 5 or more years of plan participation is entitled to pension benefits beginning at normal retirement at age 65. Benefits are based upon a percentage of average final compensation multiplied by years of credited service limited to 44 years of credited service. The average final compensation is subject to certain limitations. Employees may elect certain options with respect to receipt of their pension benefits including a joint and survivor annuity. An employee with 10 or more years of plan participation may retire early from age 55 to 64. An early retirement factor is applied resulting in a reduced benefit. If an employee terminates with less than five years of plan participation, the employee forfeits the right to receive any pension benefits accumulated to that time. Annual funding requirements are determined based on the “projected unit credit” cost method, which attributes a pro rata portion of the total projected benefit payable at normal retirement to each year of credited service.
    The HSB retirement plan was merged into the AIG U.S. retirement plan effective April 1, 2001. Benefits for HSB participants were changed effective January 1, 2005 to be substantially similar to the AIG U.S. retirement plan benefit subject to a grandfathering agreement. The AGC retirement plan was merged into the AIG U.S. retirement plan effective January 1, 2002. Benefits for AGC participants were changed effective January 1, 2003 to be substantially similar to the AIG U.S. retirement plan benefits subject to grandfathering requirements.
    AIG SunAmerica employees began participation and accruing benefits in the AIG plan on January 1, 2003. Vesting with respect to AIG SunAmerica employees in the AIG plan begins on the later of January 1, 1999, the date of acquisition or the date of hire.
    21st Century sponsors its own benefit plans for its eligible employees. Assets, obligations and costs with respect to 21st Century’s plans are included herein. The assumptions used in its plans were not significantly different from those used by AIG in AIG’s U.S. plans.
    The AIG Excess Retirement Income Plan provides a benefit equal to the reduction in benefits payable under the AIG U.S. retirement plan as a result of federal tax limitations on compensation and benefits payable thereunder. AIG has adopted a Supplemental Executive Retirement Plan (Supplemental Plan) to provide additional retirement benefits to designated executives. Under the Supplemental Plan, an annual benefit accrues at a percentage of final average pay multiplied by each year of credited service, not greater than 60 percent of final average pay, reduced by any benefits from the current and any predecessor retirement plans (including the AIG Excess Retirement Income Plan and any comparable plans), Social Security, if any, and from any qualified pension plan of prior employers. Currently, each of these plans is unfunded. AGC and HSB have adopted similar supplemental type plans. These plans are also unfunded.
    Where non-U.S. retirement plans are defined benefit plans, they are generally either based on the employees’ years of credited service and compensation in the years preceding retirement, or on points accumulated based on the employee’s job grade and other factors during each year of service.
(b) Postretirement Plans: In addition to AIG’s defined benefit pension plan, AIG and its subsidiaries provide a postretirement benefit program for medical care and life insurance domestically and in certain foreign countries. Eligibility in the various plans is generally based upon completion of a specified period of eligible service and attaining a specified age. Overseas, benefits vary by geographic location.
    AIG’s U.S. postretirement medical and life insurance benefits are based upon the employee electing immediate retirement and having a minimum of ten years of service. Retirees who were age 65 by May 1, 1989 and their dependents participate in the medical plan at no cost. Employees who retired after May 1, 1989 and prior to January 1, 1993 pay 50 percent of the active employee premium. Retiree contributions are subject to adjustment annually. Other cost sharing features of the medical plan include deductibles, coinsurance and Medicare coordination and a lifetime maximum benefit of $2.0 million. The maximum life insurance benefit prior to age 70 is $32,500, with a maximum of $25,000 thereafter.
    Effective January 1, 1993, both plans’ provisions were amended. Employees who retire after January 1, 1993 are required to pay the actual cost of the medical benefits premium reduced by a credit of a certain amount, based on years of service at retirement. The life insurance benefit varies by age at retirement from $5,000 for retirement at ages 55 through 59; $10,000 for retirement at ages 60 through 64 and $15,000 for retirement at ages 65 and over.
(c) Voluntary Savings Plans: AIG sponsors a voluntary savings plan for domestic employees (the AIG Incentive Savings plan), which, during the three years ended December 31, 2005, provided for salary reduction contributions by employees and matching contributions by AIG of up to seven percent of annual salary depending on the employees’ years of service. Contributions are funded currently.
    AGC sponsored a voluntary savings plan for its employees, which was merged into the AIG Incentive Savings plan on January 1, 2003.
    HSB sponsored a voluntary savings plan for its employees, which was merged into the AIG Incentive Savings plan on January 1, 2002.
    AIG SunAmerica sponsored a voluntary savings plan for its employees, which was merged into the AIG Incentive Savings plan on January 1, 2003. Under an AIG SunAmerica Executive Savings Plan, designated AIG SunAmerica executives also could defer up to 90 percent of cash compensation
AIG  -  Form 10-K/A
117


 

Notes to Consolidated Financial Statements Continued
 
15. Employee Benefits
Continued
and AIG SunAmerica matched four percent of the participants’ base salaries deferred. The Plan was frozen to new contributions on March 31, 2003.
(d) Post Employment Benefits: AIG provides certain benefits to inactive employees who are not retirees. Certain of these benefits are insured and expensed currently; other expenses are provided for currently. Such uninsured expenses include medical and life insurance continuation, and COBRA medical subsidies.
(e) Benefit Obligations: Accumulated benefit obligations represent the present value of pension benefits earned as of December 31, 2005 based on service and compensation as of December 31, 2005. Projected benefit obligations for defined benefit plans represent the present value of pension benefits earned as of December 31, 2005 projected for estimated salary increases to an assumed date with respect to retirement, termination, disability or death. Projected benefit obligations for postretirement plans represent the present value of postretirement medical and life insurance benefits deemed earned as of December 31, 2005 projected for estimated salary and medical claim rate increases to an assumed date with respect to retirement, termination, disability, or death.
The accumulated benefit obligations with respect to both non-U.S. and U.S. pension benefit plans as of December 31, 2005 and 2004 were as follows:
                 
 
(in millions)   2005   2004
 
Non-U.S. pension benefit plans
  $ 1,210     $ 1,260  
U.S. pension benefit plans
  $ 2,704     $ 2,367  
 
The following table sets forth the change in the projected benefit obligation of the defined benefit pension plans, including the supplemental plans, and postretirement benefit plans as of December 31, 2005 and 2004:
                                                   
 
    Pension   Postretirement
         
    Non-       Non-    
    U.S.   U.S.       U.S.   U.S.    
(in millions)   Plans   Plans(a)   Total   Plans   Plans   Total
 
2005
                                               
Change in projected benefit obligation:
                                               
 
Benefit obligation at beginning of year
  $ 1,376     $ 2,750     $ 4,126     $ 35     $ 243     $ 278  
 
Service cost
    71       111       182       4       5       9  
 
Interest cost
    32       153       185       2       11       13  
 
Participant contributions
    1             1                    
 
Actuarial loss
    77       241       318       3       (38 )     (35 )
 
Plan amendments, mergers and new material plans
    43       (29 )     14                    
 
Benefits paid:
                                               
 
  AIG assets
    (28 )     (11 )     (39 )     (1 )     (16 )     (17 )
 
  Plan assets
    (29 )     (84 )     (113 )                  
 
Effect of foreign currency fluctuation
    (184 )           (184 )     1             1  
 
Other
    (8 )           (8 )     (1 )           (1 )
 
Benefit obligation at end of year
  $ 1,351     $ 3,131     $ 4,482     $ 43     $ 205     $ 248  
 
2004
                                               
Change in projected benefit obligation:
                                               
 
Benefit obligation at beginning of year
  $ 1,348     $ 2,602     $ 3,950     $ 16     $ 247     $ 263  
 
Service cost
    59       101       160       3       6       9  
 
Interest cost
    33       147       180       2       14       16  
 
Participant contributions
    2             2                    
 
Actuarial loss
    133       59       192       11       (6 )     5  
 
Plan amendments and mergers
    (92 )     (42 )     (134 )                  
 
Benefits paid:
                                               
 
  AIG assets
    (48 )     (8 )     (56 )     (1 )     (16 )     (17 )
 
  Plan assets
    (27 )     (71 )     (98 )                  
 
Effect of foreign currency fluctuation
    67             67       1             1  
 
Other(b)
    (99 )     (38 )     (137 )     3       (2 )     1  
 
Benefit obligation at end of year
  $ 1,376     $ 2,750     $ 4,126     $ 35     $ 243     $ 278  
 
(a) Includes excess retirement income type plans and supplemental executive type plans.
 
(b) With respect to AIG’s non-U.S. plans obligations, the reduction resulted from transferring to the Japanese government certain Japanese plan obligations approximating $50 million. Additionally, the Japanese government also provided a subsidy with respect to certain Japanese plan obligations approximating $50 million.
118
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
15. Employee Benefits
Continued
The weighted average assumptions used to determine the benefit obligations at December 31, 2005 and 2004 were as follows:
                                   
 
    Pension   Postretirement
         
    Non-U.S.   U.S.   Non-U.S.   U.S.
    Plans   Plans   Plans   Plans
 
2005
                               
 
Discount rate
    1.75 - 12.00%       5.50%       4.50 - 5.50%       5.50 %
 
Rate of compensation increase
    1.50 - 10.00%       4.25%       2.50 - 3.00%       4.25 %
 
2004
                               
 
Discount rate
    1.75 - 12.00%       5.75%       4.50 - 6.00%       5.75 %
 
Rate of compensation increase
    1.50 - 10.00%       4.25%       3.00%       4.25 %
 
    The benefit obligations outside the United States reflect those assumptions that were most appropriate for the local economic environments of each of the subsidiaries providing such benefits.
    To measure the obligations at December 31, 2004, a 9.0 percent annual rate of increase in the per capita cost of covered healthcare benefits for AIG’s U.S. plans was used for 2005. This rate was assumed to decrease gradually to 5.0 percent in 2009 and remain at that level thereafter. To measure the obligations at December 31, 2005 for AIG’s U.S. plans, a 9.0 percent annual rate of increase in the per capita cost of covered medical benefits for pre-age-65 retirees, a 7.0 percent annual rate of increase in the per capita cost of covered medical benefits for post-age-65 retirees and an 11.0 percent annual rate of increase in the per capita cost of retiree prescription drug coverage was used for 2006. These rates were assumed to decrease gradually to 5.0 percent in 2013 and remain at that level thereafter.
    The assumed range for 2006 with respect to the annual rates of increase in the per capita cost of covered healthcare benefits of AIG’s non-U.S. plans is 7.0 to 9.0 percent. These rates are assumed to decrease gradually to 4.0 to 5.0 percent after three to four years and remain at that level thereafter.
A one percent point change in the assumed healthcare cost trend rate would have the following effect on AIG’s postretirement benefit obligations at December 31, 2005:
                 
 
    One Percentage Point
     
(in millions)   Increase   Decrease
 
Non-U.S. plans
  $ 8     $ (6 )
U.S. plans
  $ (2 )   $ 2  
 
Discount Rate Methodology
    The projected benefit cash flows under the AIG Retirement Plan (the main US plan) were discounted using the spot rates derived from the Citigroup Pension Discount Curve as of December 31, 2005 and an equivalent single discount rate was derived resulting in the same liability. This single discount rate was rounded to the nearest 25 basis points, namely 5.5 percent, and applied to all U.S. plans.
    Prior to using the Citigroup Pension Discount Curve in 2005, the discount rate assumptions were based on the yield of the Moody’s Investor Service (Moody’s) Aa long-term corporate bond index.
    Japan represents over 70 percent of the liabilities of the non-U.S. pension plans. The discount rate for Japan was selected by reference to the published Moody’s/S&P AA Corporate Bond Universe at the measurement date having regard to the duration of the plans’ liabilities.
    The mortality assumption for AIG’s U.S. plans has been revised for the December 31, 2005 obligations. The 2004 and 2005 expense and the obligations at December 31, 2004 were based on the 1983 Group Annuity Mortality Table. The December 31, 2005 obligations were based on the RP2000 White Collar Combined Mortality Table projected to 2006. Due to continued improvements in life expectancy, the updated table is expected to better represent AIG’s anticipated future experience under the plans. The mortality assumptions for AIG’s non-U.S. plans vary by country. No changes have been made for the December 31, 2005 obligations. The assumptions used are expected to reasonably anticipate future mortality experience.
(f) Funded Status: The funded status of the AIG defined benefit plans is a comparison of the pension benefit obligations to the assets related to the respective plan, if any. The difference between the two represents amounts that have been appropriately recognized as expenses in prior periods or represent amounts that will be recognized as expenses in the future.
AIG  -  Form 10-K/A
119


 

Notes to Consolidated Financial Statements Continued
 
15. Employee Benefits
Continued
The following table sets forth the funded status of the plans, reconciled to the amount reported on the consolidated balance sheet at December 31, 2005 and 2004:
                                                   
 
    Pension   Postretirement(b)
         
    Non-U.S.   U.S.       Non-U.S.   U.S.    
(in millions)   Plans(a)   Plans   Total   Plans   Plans   Total
 
2005
                                               
Fair value of plan assets
  $ 699     $ 2,561     $ 3,260     $     $     $  
Less projected benefit obligations
    1,351       3,130       4,481       43       205       248  
 
 
Funded status
    (652 )     (569 )     (1,221 )     (43 )     (205 )     (248 )
Amounts not yet recognized:
                                               
 
Actuarial (gains)/losses(c)
    303       1,093       1,396       3       5       8  
 
Prior service cost
    (79 )     (23 )     (102 )           (32 )     (32 )
 
Transition obligations
    1             1                    
 
Net amount recognized
  $ (427 )   $ 501     $ 74     $ (40 )   $ (232 )   $ (272 )
 
Composition of net amount recognized:
                                               
 
Prepaid benefit cost
  $ 24     $ 670     $ 694     $     $     $  
 
Accrued benefit cost
    (590 )     (217 )     (807 )     (40 )     (232 )     (272 )
 
Intangible asset
    3       6       9                    
 
Accumulated other comprehensive income
    136       42       178                    
 
Net amount recognized
  $ (427 )   $ 501     $ 74     $ (40 )   $ (232 )   $ (272 )
 
2004
                                               
Fair value of plan assets
  $ 624     $ 2,247     $ 2,871     $     $     $  
Less projected benefit obligations
    1,376       2,750       4,126       35       243       278  
 
 
Funded status
    (752 )     (503 )     (1,255 )     (35 )     (243 )     (278 )
Amounts not yet recognized:
                                               
 
Actuarial (gains)/losses(c)
    380       840       1,220             44       44  
 
Prior service cost
    (101 )     3       (98 )           (39 )     (39 )
 
Transition obligations
    2             2                    
 
Net amount recognized
  $ (471 )   $ 340     $ (131 )   $ (35 )   $ (238 )   $ (273 )
 
Composition of net amount recognized:
                                               
 
Prepaid benefit cost
  $ 13     $ 499     $ 512     $     $     $  
 
Accrued benefit cost
    (697 )     (191 )     (888 )     (35 )     (238 )     (273 )
 
Intangible asset
    5       6       11                    
 
Accumulated other comprehensive income
    208       26       234                    
 
Net amount recognized
  $ (471 )   $ 340     $ (131 )   $ (35 )   $ (238 )   $ (273 )
 
(a) A significant portion of these plans, particularly those in Japan, are not required by local regulation to be funded currently. With respect to the funded status of these Japanese plans, the projected benefit obligation amounts to approximately $410 million and $480 million and approximately $360 million and $400 million has been recognized at December 31, 2005 and December 31, 2004, respectively.
 
(b) AIG does not currently fund postretirement benefits.
(c) Actuarial (gains)/losses are amounts included in the projected benefit obligations but not yet recognized in the financial statements.
Defined benefit pension plan obligations where the projected benefit obligation was in excess of the related plan assets at December 31, 2005 and 2004 were as follows:
                                 
 
    2005   2004
         
    Non-U.S.   U.S.   Non-U.S.   U.S.
(in millions)   Plans   Plans   Plans   Plans
 
Projected benefit obligation
  $ 1,284     $ 3,130     $ 1,344     $ 2,750  
Accumulated benefit obligation
    1,163       2,704       1,240       2,367  
Fair value of plan assets
    610       2,561       576       2,247  
 
120
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
15. Employee Benefits
Continued
Defined benefit pension plan obligations where the accumulated benefit obligation was in excess of the related plan assets at December 31, 2005 and 2004 were as follows:
                                 
 
    2005   2004
         
    Non-U.S.   U.S.   Non-U.S.   U.S.
(in millions)   Plans   Plans   Plans   Plans
 
Projected benefit obligation
  $ 1,281     $ 268     $ 1,324     $ 232  
Accumulated benefit obligation
    1,161       224       1,226       194  
Fair value of plan assets
    607       9       558       9  
 
(g) Plan Assets:
The following table sets forth the change in plan assets as at December 31, 2005 and 2004:
                                                   
 
    Pension   Postretirement
         
    Non-U.S.   U.S.       Non-U.S.   U.S.    
(in millions)   Plans   Plans   Total   Plans   Plans   Total
 
2005
                                               
Change in plan assets:
                                               
 
Fair value of plan assets at beginning of year
  $ 624     $ 2,247     $ 2,871     $     $     $  
 
Actual return on plan assets net of expenses
    101       113       214                    
 
AIG contributions
    95       298       393       1       16       17  
 
Participant contributions
    1             1                    
 
Benefits paid:
                                               
 
  AIG assets
    (28 )     (11 )     (39 )     (1 )     (16 )     (17 )
 
  Plan assets
    (29 )     (84 )     (113 )                  
 
Effect of foreign currency fluctuation
    (85 )           (85 )                  
 
Other
    20       (2 )     18                    
 
Fair value of plan assets at end of year
  $ 699     $ 2,561     $ 3,260     $     $     $  
 
2004
                                               
Change in plan assets:                                                
 
Fair value of plan assets at beginning of year
  $ 591     $ 2,124     $ 2,715     $     $     $  
 
Actual return on plan assets net of expenses
    40       151       191                    
 
AIG contributions
    81       61       142       1       16       17  
 
Participant contributions
    2             2                    
 
Benefits paid:
                                               
 
  AIG assets
    (48 )     (8 )     (56 )     (1 )     (16 )     (17 )
 
  Plan assets
    (27 )     (71 )     (98 )                  
 
Effect of foreign currency fluctuation
    30             30                    
 
Other*
    (45 )     (10 )     (55 )                  
 
Fair value of plan assets at end of year
  $ 624     $ 2,247     $ 2,871     $     $     $  
 
Approximately $50 million was disbursed as a result of the settlement of certain Japanese plan obligations with the Japanese government.
AIG  -  Form 10-K/A
121


 

Notes to Consolidated Financial Statements Continued
 
15. Employee Benefits
Continued
The asset allocation percentage by major asset class for AIG’s U.S. plans at December 31, 2005 and 2004, and the target allocation for 2006 follows:
                           
 
    Allocation
     
    Target   Actual   Actual
    2006   2005   2004
 
Asset class:
                       
 
Equity securities
    0-70 %     59 %     63 %
 
Debt securities
    0-100       34       32  
 
Other
    0-40       7       5  
 
Total
    100 %     100 %     100 %
 
The asset allocation percentage by major asset class for AIG’s non-U.S. plans at December 31, 2005 and 2004, and the target allocation for 2006 follows:
                           
 
    Allocation
     
    Target   Actual   Actual
    2006   2005   2004
 
Asset class:
                       
 
Equity securities
    0-75 %     46 %     32 %
 
Debt securities
    0-100       27       14  
 
Other
    0-100       27       54  
 
Total
    100 %     100 %     100 %
 
    The “Other” includes alternative asset classes.
    Included in equity securities at December 31, 2005 and 2004 were 0.6 million and 1.2 million shares of AIG common stock, with values of $41.1 million and $79.3 million, respectively.
    The investment strategy with respect to AIG’s pension plan assets is to preserve capital and to seek investment returns with a goal of fully funding the plan.
    The expected rate of return with respect to AIG’s domestic pension plan was 8.0 percent and 8.25 percent for the twelve months ended December 31, 2005 and 2004, respectively. These rates of return are an aggregation of expected returns within each asset category. The return with respect to each asset class considers both historical returns and the future expectations for such returns.
(h) Expected Cash Flows: With respect to AIG’s U.S. pension plan, the actuarially prepared funding amount ranges from the minimum amount AIG would be required to contribute to the maximum amount that would be deductible for U.S. tax purposes. This range is generally not determined until the fourth quarter with respect to the contribution year. Contributed amounts in excess of the minimum amounts are deemed voluntary. Amounts in excess of the maximum amount would be subject to an excise tax and may not be deductible under the Internal Revenue Code. Supplemental and excess plans’ payments and postretirement plan payments are deductible when paid.
    AIG contributed $393 million during 2005 to its U.S. and non-U.S. pension plans. The annual pension contribution for 2006 is expected to be approximately $70 million for U.S. and non-U.S. plans.
The expected future benefit payments, net of participants’ contributions with respect to the defined benefit pension plans and other postretirement benefit plans, are as follows:
                                 
 
    Pension   Postretirement
         
    Non-U.S.   U.S.   Non-U.S.   U.S.
(in millions)   Plans   Plans   Plans   Plans
 
2006
  $ 61     $ 102     $ 1     $ 16  
2007
    63       111       1       17  
2008
    68       119       1       17  
2009
    76       128       1       18  
2010
    73       137       1       18  
2011-2015
    401       885       6       98  
 
122
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
15. Employee Benefits
Continued
(i) Net Periodic Benefit Costs:
The following table presents the components of the net periodic benefit costs with respect to pensions and other benefits for the years ended December 31, 2005, 2004 and 2003:
                                                   
 
    Pensions   Postretirement
         
    Non-U.S.   U.S.       Non-U.S.   U.S.    
(in millions)   Plans   Plans   Total   Plans   Plans   Total
 
2005
                                               
 
Components of net periodic benefit cost:
                                               
 
Service cost
  $ 71     $ 111     $ 182     $ 4     $ 5     $ 9  
 
Interest cost
    32       153       185       2       11       13  
 
Expected return on assets
    (21 )     (180 )     (201 )                  
 
Amortization of prior service cost
    (10 )     (3 )     (13 )           (6 )     (6 )
 
Amortization of transitional liability
    1             1                    
 
Recognition of net actuarial (gains)/losses
    21       55       76                    
 
Other
    7       1       8                    
 
Net periodic benefit cost
  $ 101     $ 137     $ 238     $ 6     $ 10     $ 16  
 
2004
                                               
 
Components of net periodic benefit cost:
                                               
 
Service cost
  $ 59     $ 101     $ 160     $ 3     $ 6     $ 9  
 
Interest cost
    33       147       180       2       14       16  
 
Expected return on assets
    (22 )     (170 )     (192 )                  
 
Amortization of prior service cost
    (8 )           (8 )           (7 )     (7 )
 
Amortization of transitional liability
    2             2                    
 
Recognition of net actuarial (gains)/losses
    15       53       68       11       2       13  
 
Other*
    (24 )           (24 )     3             3  
 
Net periodic benefit cost
  $ 55     $ 131     $ 186     $ 19     $ 15     $ 34  
 
2003
                                               
 
Components of net periodic benefit cost:
                                               
 
Service cost
  $ 52     $ 79     $ 131     $ 1     $ 4     $ 5  
 
Interest cost
    33       151       184       1       15       16  
 
Expected return on assets
    (18 )     (145 )     (163 )                  
 
Amortization of prior service cost
    (3 )     4       1             (6 )     (6 )
 
Amortization of transitional liability
    2       1       3                    
 
Recognition of net actuarial (gains)/losses
    19       61       80             1       1  
 
Other
    (26 )           (26 )                  
 
Net periodic benefit cost
  $ 59     $ 151     $ 210     $ 2     $ 14     $ 16  
 
The reduction resulted from transferring to the Japanese government certain Japanese plan obligations approximating $50 million reduced by approximately $26 million loss incurred with respect to the settlement of those obligations.
AIG  -  Form 10-K/A
123


 

Notes to Consolidated Financial Statements Continued
 
15. Employee Benefits
Continued
The weighted average assumptions used to determine the net periodic benefit costs for the years ended December 31, 2005, 2004, and 2003 were as follows:
                                   
 
    Pension   Postretirement
         
    Non-U.S.   U.S.   Non-U.S.   U.S.
    Plans*   Plans   Plans*   Plans
     
2005
                               
 
Discount rate
    1.75 -  12.00%       5.75%       4.50 -  6.00%       5.75%  
 
Rate of compensation increase
    1.50 -  10.00%       4.25%       3.00%       4.25%  
 
Expected return on assets
    2.15 -  13.50%       8.00%       N/A       N/A  
2004
                               
 
Discount rate
    2.00 -  8.00%       6.00%       5.50 - 6.00%       6.00%  
 
Rate of compensation increase
    1.50 -  7.00%       4.25%       5.50%       4.25%  
 
Expected return on assets
    2.50 - 10.00%       8.25%       N/A       N/A  
2003
                               
 
Discount rate
    2.00 -  8.00%       6.75%       5.50 - 6.00%       6.75%  
 
Rate of compensation increase
    1.50 -  7.00%       4.50%       5.50%       4.50%  
 
Expected return on assets
    3.00 - 10.00%       8.75%       N/A       N/A  
 
The benefit obligations outside the United States reflect those assumptions that were most appropriate for each local economic environment of the subsidiaries providing such benefits.
    AIG’s postretirement plans provide benefits primarily in the form of defined employer contributions as opposed to defined employer benefits. As such, a change in the assumed healthcare cost trend rate has little effect on postretirement expense.
16. Benefits Provided by Starr International Company, Inc.
SICO has provided a series of two-year Deferred Compensation Profit Participation Plans (SICO Plans) to certain AIG employees. The SICO Plans came into being in 1975 when the voting shareholders and Board of Directors of SICO, a private holding company whose principal asset is AIG common stock, decided that a portion of the capital value of SICO should be used to provide an incentive plan for the current and succeeding managements of all American International companies, including AIG.
    None of the costs of the various benefits provided under the SICO Plans has been paid by AIG, although AIG has recorded a charge to reported earnings for the deferred compensation amounts paid to AIG employees by SICO, with an offsetting entry to additional paid-in capital reflecting amounts deemed contributed by SICO. The SICO Plans provide that shares currently owned by SICO may be set aside by SICO for the benefit of the participant and distributed upon retirement. The SICO Board of Directors currently may permit an early payout of units under certain circumstances. Prior to payout, the participant is not entitled to vote, dispose of or receive dividends with respect to such shares, and shares are subject to forfeiture under certain conditions, including but not limited to the participant’s voluntary termination of employment with AIG prior to normal retirement age. Under the SICO Plans, SICO’s Board of Directors may elect to pay a participant cash in lieu of shares of AIG common stock. Following notification from SICO to participants in the SICO Plans that it will settle specific future awards under the SICO Plans with shares rather than cash, AIG modified its accounting for the SICO Plans from variable to fixed measurement accounting. AIG gave effect to this change in settlement method beginning on December 9, 2005, the date of SICO’s notice to the SICO Plans’ participants. See also Note 12(f) herein.
    Prior to 2005, SICO also provided certain personal benefits to AIG employees. The cost of such benefits, primarily attributable to personal use of corporate aircraft, has not been included in compensation expense.
    Compensation expense with respect to the SICO Plans aggregated $205 million, $62 million and $280 million for 2005, 2004 and 2003, respectively.
    As a result of its changing relationship with Starr and SICO, AIG is establishing new executive compensation plans to replace the SICO plans and investment opportunities previously provided by Starr. The replacement plans include both share-based plans and cash-based plans. In addition, these replacement plans generally include performance as well as service conditions.
124
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
17.  Leases
(a) AIG and its subsidiaries occupy leased space in many locations under various long-term leases and have entered into various leases covering the long-term use of data processing equipment.
At December 31, 2005, the future minimum lease payments under operating leases were as follows:
         
 
(in millions)
 
2006
  $ 573  
2007
    436  
2008
    325  
2009
    253  
2010
    215  
Remaining years after 2010
    932  
 
Total
  $ 2,734  
 
    Rent expense approximated $597 million, $568 million, and $524 million for the years ended December 31, 2005, 2004, and 2003 respectively.
(b) Minimum future rental income on noncancelable operating leases of flight equipment which have been delivered at December 31, 2005 was as follows:
         
 
(in millions)
 
2006
  $ 3,227  
2007
    2,813  
2008
    2,296  
2009
    1,820  
2010
    1,490  
Remaining years after 2010
    3,740  
 
Total
  $ 15,386  
 
    Flight equipment is leased, under operating leases, with remaining terms ranging from 1 to 16 years.
18.  Ownership and Transactions With Related Parties
(a) Ownership: According to the Schedule 13D filed on March 7, 2006 by Starr, SICO, Edward E. Matthews, Maurice R. Greenberg, the Maurice R. and Corinne P. Greenberg Family Foundation, Inc. and the Universal Foundation, Inc., these reporting persons may be deemed to beneficially own 396,124,637 shares of common stock. Based on the shares of common stock outstanding as of December 31, 2005, this ownership represents approximately 15 percent of the voting stock of AIG.
(b) Transactions with Related Parties: During the ordinary course of business during 2005, AIG and its subsidiaries paid commissions to Starr and its subsidiaries for the production and management of insurance business. There are no significant receivables from/payables to related parties at December 31, 2005. Payment for the production of insurance business to Starr aggregated approximately $214 million in 2005, $205 million in 2004, and $173 million in 2003, from which Starr generally is required to pay commissions due to originating brokers and its operating expenses. AIG also received approximately $23 million in 2005, $24 million in 2004, and $24 million in 2003 from Starr and paid approximately $20,000 in 2005, $39,000 in 2004, and $114,000 in 2003 to Starr in rental fees and for services none in 2005, $262,000 in 2004 and 2003. AIG also received approximately $2 million in 2005, $1 million in 2004, and $2 million in 2003, respectively, from SICO and paid approximately $1 million in each of the years 2005, 2004 and 2003 to SICO as reimbursement for services rendered at cost. AIG also paid to SICO $3 million in 2005, $4 million in 2004, and $4 million in 2003 in rental fees.
19. Variable Interest Entities
In January 2003, FASB issued FIN46. FIN46 changed the method of determining whether certain entities should be consolidated in AIG’s consolidated financial statements. An entity is subject to FIN46 and is called a Variable Interest Entity (VIE) if it has (i) equity that is insufficient to permit the entity to finance its activities without additional subordinated financial support from other parties, or (ii) equity investors that cannot make significant decisions about the entity’s operations, or that do not absorb the expected losses or receive the expected returns of the entity. A VIE is consolidated by its primary beneficiary, which is the party that has a majority of the expected losses or a majority of the expected residual returns of the VIE, or both. All other entities not considered VIEs are evaluated for consolidation under other guidance. In December 2003, FASB issued a revision to Interpretation No. 46 (FIN46R).
    The provisions of FIN46R had to be applied immediately to VIEs created after January 31, 2003, and to VIEs in which AIG obtains an interest after that date. For VIEs in which AIG held a variable interest that it acquired before February 1, 2003, FIN46R was applied as of December 31, 2003. For any VIEs that were consolidated under FIN46R that were created before February 1, 2003, the assets, liabilities and noncontrolling interest of the VIEs were initially measured at their fair values with any difference between the net amount added to the balance sheet and any previously recognized interest being recognized as the cumulative effect of an accounting change. In accordance with the transition provisions of FIN46R, AIG recorded a gain of $9 million ($14 million before tax) reported as a cumulative effect of an accounting change for the fourth
AIG  -  Form 10-K/A
125


 

Notes to Consolidated Financial Statements Continued
 
19. Variable Interest Entities
Continued
quarter of 2003 and added approximately $4.7 billion of assets and liabilities to its consolidated balance sheet at December 31, 2003.
    Of the $4.7 billion, approximately $4.2 billion relates to assets and liabilities arising from AIG’s real estate partnerships, principally affordable housing transactions involving AIG SunAmerica subsidiaries, and private equity partnerships managed by AIG Global Investment Group and AIG Capital Partners.
    SunAmerica Affordable Housing Partners, Inc. (SAAHP) organizes limited partnerships that are considered to be VIEs, and that are consolidated by AIG. The partnerships invest as limited partners in operating partnerships that develop and operate low income housing and a smaller number of market rate properties across the United States. The general partners in the operating partnerships are almost exclusively unaffiliated third-party developers. AIG does not generally consolidate an operating partnership if the general partner is an unaffiliated person. Through approximately 1,000 partnerships, SAAHP has invested in developments with approximately 147,000 apartment units nationwide, and has syndicated over $5 billion in partnership equity since 1991 to other investors who will receive, among other benefits, tax credits under certain sections of the Internal Revenue Code. AIG Retirement Services, Inc. functions as the general partner in certain limited partnerships and acts as both a credit enhancer in certain transactions, through differing structures with respect to funding development costs for the operating partnerships, and as guarantor that investors will receive the tax benefits projected at the time of syndication. As part of their incentive compensation, certain key SAAHP employees have been awarded residual cash flow interests in the partnerships, subject to certain vesting requirements. The operating income of SAAHP is reported, along with other SunAmerica partnership income, as a component of AIG’s Asset Management segment.
    The remaining approximately $500 million involves ILFC, and arises principally from a sale-leaseback transaction which expired during 2004.
    AIGFP is involved with various special purpose vehicles in the ordinary course of business that may be deemed VIEs and may hold variable interests therein. The variable interests that AIGFP may hold include debt securities, equity interests, loans, derivative instruments and other credit support arrangements. Transactions associated with these entities include an asset-backed commercial paper conduit, asset securitizations, collateralized debt obligations, investment vehicles and other structured financial transactions. AIGFP engages in these transactions to facilitate client needs, for investment purposes and to obtain attractive funding.
    As of December 31, 2005, AIGFP was the primary beneficiary in the following VIEs:
-   An asset-backed commercial paper conduit, with which it entered into several total return swaps covering all the conduit’s assets that absorb the majority of the expected losses of the entity. The total assets of the conduit that serve as collateral to the conduit’s obligations that are reflected in AIG’s consolidated balance sheet at December 31, 2005 were $5.9 billion.
-   Several structured financing transactions in which AIGFP held the first loss position either by investing in the equity of the entity or implicitly through a lending or derivative arrangement. The total assets of these entities that are reflected in AIG’s consolidated balance sheet at December 31, 2005 were $1.6 billion. The obligations of these entities are paid solely from the cash flows of the assets held by the VIEs.
    As of December 31, 2005 and 2004, AIG’s consolidated balance sheet included approximately $11.8 billion and $8.1 billion of assets and liabilities connected to entities consolidated under FIN46R.
    The following VIE activities are not consolidated by AIG under FIN46R:
-   AIG uses VIEs primarily in connection with certain guaranteed investment contract programs (GIC Programs) written by its Life Insurance & Retirement Services subsidiaries. In the GIC Programs, AIG’s Life Insurance subsidiaries (principally SunAmerica Life Insurance Company) provide guaranteed investment contracts to VIEs which are not controlled by AIG, and in which AIG does not have a direct variable interest, as defined under FIN46R, in the entity. The VIE issues notes or bonds which are sold to third-party institutional investors. Neither AIG nor the insurance company issuing the GICs has any obligation to the investors in the notes or bonds. The proceeds from the securities issued by the VIE are invested by the VIE in the GICs. The insurance company subsidiaries use the proceeds to invest in a diversified portfolio of securities, primarily investment grade bonds. Both the assets and the liabilities of the insurance companies arising from these GIC Programs are presented in AIG’s consolidated balance sheet. Thus, at December 31, 2005, approximately $37 billion of policyholders’ contract deposits represented liabilities from issuances of GICs included in these GIC Programs, the proceeds of which are used to invest in insurance invested assets.
-   AIG manages Collateralized Bond and Loan Obligation trusts (collectively, Collateralized Debt Obligation trusts or CDO trusts). As asset manager, AIG receives fees for management of the assets held in the CDO trust, which support the issuance of securities sold by the CDO trust. AIG may take minority equity and/or fixed-income security interests in the CDO trust. AIG has entered into such arrangements to expand its asset management activities. Third-party investors have recourse only to the CDO trust and have no recourse to AIG.
-   AIG’s insurance operations also invest in obligations of VIEs. These VIEs are established by unrelated third parties. Investments include collateralized mortgage backed securities and similar securities backed by pools of mortgages, consumer receivables, or other assets. The investment in these VIEs allows AIG’s insurance entities to purchase assets permitted by insurance regulations while maximizing their return on these assets.
126
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
19. Variable Interest Entities
Continued
    AIGFP has significant variable interests in various transactions where AIGFP is not the primary beneficiary. These transactions consist principally of structured financings, in which AIGFP owns an investment interest or is a lender, financial derivatives or credit support provider. At December 31, 2005 and 2004, the total assets of these entities were $29.9 billion and $18.1 billion, respectively. AIGFP’s maximum exposure to loss in these transactions, at December 31, 2005, was $15.1 billion in the aggregate.
20.  Derivatives
Derivatives are financial arrangements among two or more parties with returns linked to or “derived” from some underlying equity, debt, commodity or other asset, liability, or index. Derivative payments may be based on interest rates and exchange rates and/or prices of certain securities, commodities, or financial or commodity indices or other variables. These instruments are carried at fair value in the consolidated balance sheet. Collateral is required, at the discretion of AIG, on certain transactions based on the creditworthiness of the counterparty.
    The overwhelming majority of AIG’s derivatives activities are conducted by the Capital Markets operations. AIGFP becomes a party to derivative financial instruments in the normal course of business and to reduce currency, interest rate, commodity, and equity exposures. Interest rate, currency, commodity, and equity risks related to such instruments are reflected in the consolidated financial statements and are carried at a market or a fair value, whichever is appropriate. The recorded estimated fair values of such instruments may be different from the values that might be realized if AIGFP was required to sell or close out the transactions prior to maturity.
    AIGFP, in the ordinary course of operations and as principal, structures and enters into derivative transactions to meet the needs of counterparties who may be seeking to hedge certain aspects of such counterparties’ operations or obtain a desired financial exposure. AIGFP also enters into derivative transactions to hedge the financial exposures arising from its counterparty transactions. Such derivative transactions include interest rate, currency, commodity, credit and equity swaps, swaptions, and forward commitments. Interest rate swap transactions generally involve the exchange of fixed and floating rate interest payment obligations without the exchange of the underlying principal amounts. AIGFP typically becomes a principal in the exchange of interest payments between the parties and, therefore, is exposed to counterparty credit risk and may be exposed to loss, if counterparties default. Currency, commodity, and equity swaps are similar to interest rate swaps, but involve the exchange of specific currencies or cashflows based on the underlying commodity, equity securities or indices. Also, they may involve the exchange of principal amounts at the beginning and end of the transaction. Swaptions are options where the holder has the right but not the obligation to enter into a swap transaction or cancel an existing swap transaction. At December 31, 2005, the aggregate notional principal amount of AIGFP’s outstanding swap transactions approximated $1,224 billion, primarily related to interest rate swaps of approximately $837.4 billion.
    Notional amount represents a standard of measurement of the volume of swaps business of Capital Markets operations. Notional amount is not a quantification of market risk or credit risk and is not recorded on the consolidated balance sheet. Notional amounts generally represent those amounts used to calculate contractual cash flows to be exchanged and are not paid or received, except for certain contracts such as currency swaps.
    The timing and the amount of cash flows relating to Capital Markets foreign exchange forwards and exchange traded futures and options contracts are determined by each of the respective contractual agreements.
The following table presents the contractual and notional amounts by maturity and type of derivative of Capital Markets derivatives portfolio at December 31, 2005 and 2004:
                                                   
 
    Remaining Life of Notional Amount*    
             
    One   Two Through   Six Through   After Ten   Total   Total
(in millions)   Year   Five Years   Ten Years   Years   2005   2004
 
Capital Markets interest rate, currency and equity swaps and swaptions:
                                               
Notional amount:
                                               
 
Interest rate swaps
  $ 235,255     $ 440,686     $ 141,482     $ 19,966     $ 837,389     $ 858,733  
 
Currency swaps
    57,555       103,483       35,886       14,595       211,519       275,466  
 
Swaptions, equity and commodity swaps
    84,960       52,566       22,148       15,423       175,097       151,789  
 
Total
  $ 377,770     $ 596,735     $ 199,516     $ 49,984     $ 1,224,005     $ 1,285,988  
 
Notional amount is not representative of either market risk or credit risk and is not recorded on the consolidated balance sheet.
    Futures and forward contracts are contracts that obligate the holder to sell or purchase foreign currencies, commodities or financial indices in which the seller/ purchaser agrees to make/ take delivery at a specified future date of a specified instrument, at a specified price or yield. Options are contracts that allow the holder of the option to purchase or sell the underlying commodity, currency or index at a specified price and within, or at, a specified period of time. As a writer of
AIG  -  Form 10-K/A
127


 

Notes to Consolidated Financial Statements Continued
 
20. Derivatives
Continued
options, AIGFP generally receives an option premium and then manages the risk of any unfavorable change in the value of the underlying commodity, currency or index by entering into offsetting transactions with third-party market participants.
Risks arise as a result of movements in current market prices from contracted prices, and the potential inability of the counterparties to meet their obligations under the contracts. At December 31, 2005, the contractual amount of Capital Markets futures, forward and option contracts approximated $321.1 billion.
The following table presents Capital Markets futures, forward and option contracts portfolio by maturity and type of derivative at December 31, 2005 and 2004:
                                                   
 
    Remaining Life    
             
    One   Two Through   Six Through   After Ten   Total   Total
(in millions)   Year   Five Years   Ten Years   Years   2005   2004
 
Futures, forward and options contracts:
                                               
 
Exchange traded futures and options contracts contractual amount
  $ 19,182     $ 4,768     $ 1,287     $ 61     $ 25,298     $ 27,456  
 
Over the counter forward contracts contractual amount
    287,894       7,017       867             295,778       277,935  
 
Total
  $ 307,076     $ 11,785     $ 2,154     $ 61     $ 321,076     $ 305,391  
 
    AIGFP enters into credit derivative transactions in the ordinary course of its business. The majority of AIGFP’s credit derivatives require AIGFP to provide credit protection on a designated portfolio of loans or debt securities. AIGFP provides such credit protection on a “second loss” basis, under which AIGFP’s payment obligations arise only after credit losses in the designated portfolio exceed a specified threshold amount or level of “first losses.” The threshold amount of credit losses that must be realized before AIGFP has any payment obligation is negotiated by AIGFP for each transaction to provide that the likelihood of any payment obligation by AIGFP under each transaction is remote, even in severe recessionary market scenarios.
    In certain cases, the credit risk associated with a designated portfolio is tranched into different layers of risk, which are then analyzed and rated by the credit rating agencies. Typically, there will be an equity layer covering the first credit losses in respect of the portfolio up to a specified percentage of the total portfolio, and then successive layers that are rated, generally a BBB-rated layer, an A-rated layer, an AA-rated layer, and an AAA-rated layer. In transactions that are rated, the risk layer or tranche that is immediately junior to the threshold level above which AIGFP’s payment obligation would generally arise is rated AAA by the rating agencies. In transactions that are not rated, AIGFP applies the same risk criteria for setting the threshold level for its payment obligations. Therefore the risk layer assumed by AIGFP with respect to the designated portfolio in these transactions is often called the “super senior” risk layer, defined as the layer of credit risk senior to a risk layer that has been rated AAA by the credit rating agencies or if the transaction is not rated, equivalent thereto. For example, in a transaction with an equity layer covering credit losses from zero to two percent of the total portfolio, a BBB-rated layer covering credit losses from two to four percent, an A-rated layer from four to six percent, an AA-rated layer from six to eight percent, and a AAA-rated layer from eight to 11 percent. AIGFP would cover credit losses arising in respect of the portfolio that exceeded an 11 percent first loss threshold amount and thereby bear risk that is senior to the AAA-rated risk layer.
    AIGFP continually monitors the underlying portfolios to determine whether the credit loss experience for any particular portfolio has caused the likelihood of AIGFP having a payment obligation under the transaction to be greater than super senior risk. AIGFP maintains the ability opportunistically to economically hedge specific securities in a portfolio and thereby further limit its exposure to loss and has hedged outstanding transactions in this manner on occasion. AIGFP has never had a payment obligation under these credit derivatives transactions where AIGFP is providing credit protection on the super senior risk. Furthermore, based on portfolio credit losses experienced as of December 31, 2005 under all such outstanding transactions, no transaction has experienced credit losses in an amount that has made the likelihood of AIGFP having to make a payment, in AIGFP’s view, to be greater than remote, even in severe recessionary market scenarios. At December 31, 2005, the notional amount with respect to the Capital Markets credit derivative portfolio (including the super senior transactions) was $387.2 billion.
    AIGFP utilizes various credit enhancements, including letters of credit, guarantees, collateral, credit triggers, credit derivatives, and margin agreements to reduce the credit exposure relating to derivative financial instruments. AIGFP requires credit enhancements in connection with specific transactions based on, among other things, the creditworthiness of the counterparties, and the transaction’s size and maturity. In addition, Capital Markets derivative transactions are generally documented under ISDA Master Agreements. Management believes that such agreements provide for legally enforceable set-off and close-out netting of exposures to specific counterparties. Under such agreements, in connection with an early termination of a transaction, AIGFP is permitted to set-off its receivables from a counterparty against its payables to the same counterparty arising out of all included transactions. As a result, the fair value represents the net sum of estimated positive fair values after the application of such strategies and
128
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
20. Derivatives
Continued
agreements. After consideration of these credit enhancements, the fair value of AIGFP’s interest rate, currency, commodity and equity swaps, options, swaptions, and forward commitments, futures, and forward contracts approximated $18.70 billion at December 31, 2005 and $22.67 billion at December 31, 2004. These amounts have been determined in accordance with the respective close-out netting provisions under the applicable ISDA Master Agreements. The fair value represents the maximum potential loss to AIGFP.
    AIGFP independently evaluates the creditworthiness of its counterparties, taking into account credit ratings assigned by recognized statistical rating organizations. In addition, AIGFP’s credit approval process involves pre-set counterparty and country credit exposure limits and, for particularly credit intensive transactions, obtaining approval from AIG’s Credit Risk Committee. AIGFP estimates that the average credit rating of Capital Markets derivatives counterparties, measured by reference to the fair value of its derivative portfolio as a whole, is equivalent to the AA rating category. The maximum potential loss will increase or decrease during the life of the derivative commitments as a function of maturity and market conditions.
Capital Markets determines counterparty credit quality by reference to ratings from independent rating agencies or, where such ratings are not available, by internal analysis. At December 31, 2005 and 2004, the counterparty credit quality with respect to the fair value of Capital Markets derivatives portfolios were as follows:
                   
 
    Fair Value
     
    Total   Total
(in millions)   2005   2004
 
Counterparty credit quality:
               
 
AAA
  $ 4,568     $ 9,185  
 
AA
    8,057       7,244  
 
A
    3,838       4,448  
 
BBB
    1,709       1,193  
 
Below investment grade
    523       600  
 
Total
  $ 18,695     $ 22,670  
 
At December 31, 2005 and 2004, the counterparty breakdown by industry with respect to the fair value of Capital Markets derivatives portfolio was as follows:
                 
 
    Fair Value
     
    Total   Total
(in millions)   2005   2004
 
Non-U.S. banks
  $ 6,182     $ 7,163  
Insured municipalities
    387       543  
U.S. industrials
    1,434       2,139  
Governmental
    2,158       1,387  
Non-U.S. financial service companies
    873       1,511  
Non-U.S. industrials
    2,287       2,377  
Special purpose
    2,529       4,937  
U.S. banks
    1,147       773  
U.S. financial service companies
    1,618       1,726  
Supranationals
    51       114  
Utility
    29        
 
Total
  $ 18,695     $ 22,670  
 
    FAS 133 requires that third-party derivatives used for hedging must be specifically matched with the underlying exposures to an outside third party and documented contemporaneously to qualify for hedge accounting treatment. In many cases, AIG did not meet these hedging requirements with respect to certain hedging transactions. Not meeting the requirements of FAS 133 does not result in any changes in AIG’s liquidity or its overall financial condition even though inter-period volatility of earnings is increased.
    AIG and its subsidiaries also use derivatives and other instruments as part of its financial risk management programs. Interest rate derivatives (such as interest rate swaps) are used to manage interest rate risk associated with its investments in fixed income securities, commercial paper issuances, medium and long-term note offerings, and other interest rate sensitive assets and liabilities. In addition, foreign exchange derivatives (principally cross currency swaps, forwards and options) are used to economically hedge non-U.S. dollar denominated debt, net capital exposures and foreign exchange transactions. The derivatives are effective economic hedges of the exposures they are meant to offset. For accounting purposes, a limited number of these derivatives have been designated as hedging instruments under FAS 133. The effect on earnings from those derivatives that have been designated as hedges is insignificant for 2005 and 2004.
21.  Variable Life and Annuity Contracts
In July 2003, the American Institute of Certified Public Accountants issued Statement of Position 03-1, “Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts” (SOP 03-1). This Statement was effective January 1, 2004, and requires AIG to recognize a liability for guaranteed minimum death benefits and other living benefits related to its variable annuity and variable life contracts and modifies certain disclosures and financial statement presentations for these products. AIG reported for the first quarter of 2004 a one-time
AIG  -  Form 10-K/A
129


 

Notes to Consolidated Financial Statements Continued
 
21.  Variable Life and Annuity Contracts
Continued
cumulative accounting charge upon adoption of $144 million to reflect the liability as of January 1, 2004.
    As of January 1, 2004, approximately $11 billion of assets and liabilities representing most of the non-U.S. portion of AIG’s separate and variable account assets and liabilities were reclassified in accordance with SOP 03-1 to several invested asset captions and to the Policyholders’ contract deposits liability caption, respectively. Approximately $11 billion of separate and variable account assets were reclassified as follows: $4 billion to Short-term investments; $4 billion to Equity securities – common stocks trading; $2 billion to Fixed maturities – bond trading securities; and $1 billion to various other asset captions.
    Except as noted above, AIG reports variable contracts through separate and variable accounts when investment income and investment gains and losses accrue directly to, and investment risk is borne by, the contract holder (traditional variable annuities). AIG also reports variable annuity and life contracts through separate and variable accounts where AIG contractually guarantees to the contract holder (variable contracts with guarantees) either (a) total deposits made to the contract less any partial withdrawals plus a minimum return (and in minor instances, no minimum returns) (Net Deposits Plus a Minimum Return) or (b) the highest contract value attained, typically on any anniversary date minus any subsequent withdrawals following the contract anniversary (Highest Contract Value Attained). These guarantees include benefits that are payable in the event of death, annuitization, or, in other instances, at specified dates during the accumulation period. Such benefits are referred to as guaranteed minimum death benefits (GMDB), guaranteed minimum income benefits (GMIB), and guaranteed minimum withdrawal benefit (GMWB), or guaranteed minimum account value benefits (GMAV), respectively. For AIG, GMDB is by far the most widely offered benefit.
    The assets supporting the variable portion of both traditional variable annuities and variable contracts with guarantees are carried at fair value and reported as summary total separate and variable account assets with an equivalent summary total reported for liabilities. Amounts assessed against the contract holders for mortality, administrative, and other services are included in revenue and changes in liabilities for minimum guarantees are included in policyholder benefits in the Consolidated Statement of Income. Separate and variable account net investment income, net investment gains and losses, and the related liability changes are offset within the same line item in the Consolidated Statement of Income.
The vast majority of AIG’s exposure on guarantees made to variable contract holders arises from GMDB. Details concerning AIG’s GMDB exposures as of December 31, 2005 and 2004 are as follows:
                 
 
    Net Deposits    
    Plus a Minimum   Highest Contract
(dollars in billions)   Return   Value Attained
 
2005
               
Account Value(a)
    $59       $13  
Amount at Risk(b)
    7       1  
Average Attained Age of Contract Holders by Product
    51-70 years       57-70 years  
 
Range of Guaranteed Minimum Return Rates
    0-10%          
 
2004
               
Account Value(a)
    $57       $12  
Amount at Risk(b)
    8       2  
Average Attained Age of Contract Holders by Product
    49-70 years       52-68 years  
 
Range of Guaranteed Minimum Return Rates
    0-10%          
 
(a) Included in Policyholders’ Contract Deposits in the Consolidated Balance Sheet.
 
(b) Represents the amount of death benefit currently in excess of Account Value.
The following summarizes GMDB liabilities for guarantees on variable contracts reflected in the general account.
                 
 
(in millions)   2005   2004
 
Balance at January 1
  $ 485     $ 479 *
Reserve increase
    33       86  
Benefits paid
    (76 )     (80 )
 
Balance at December 31
  $ 442     $ 485  
 
Includes amounts from the one-time cumulative accounting charge resulting from the adoption of SOP 03-1.
    The GMDB liability is determined each period end by estimating the expected value of death benefits in excess of the projected account balance and recognizing the excess ratably over the accumulation period based on total expected assessments. AIG regularly evaluates estimates used and adjusts the additional liability balance, with a related charge or credit to benefit expense, if actual experience or other evidence suggests that earlier assumptions should be revised.
    The following assumptions and methodology were used to determine the domestic and foreign GMDB liability as of December 31, 2005:
-   Data used was up to 5,000 stochastically generated investment performance scenarios.
-   Mean investment performance assumptions ranged from approximately three percent to ten percent depending on the block of business.
-   Volatility assumptions ranged from 10 percent to 30 percent depending on the block of business.
-   Mortality was assumed at between 60 percent and 103 percent of various life and annuity mortality tables.
130
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
21.  Variable Life and Annuity Contracts
Continued
-   For domestic contracts, lapse rates vary by contract type and duration and ranged from zero percent to 40 percent. For Japan, lapse rates ranged from zero percent to 20 percent depending on the type of contract.
-   For domestic contracts, the discount rate ranged from 3.25 percent to 11 percent. For Japan, the discount rate ranged from zero percent to seven percent.
    In addition to GMDB, AIG’s contracts currently include to a lesser extent GMIB. The GMIB liability is determined each period end by estimating the expected value of the annuitization benefits in excess of the projected account balance at the date of annuitization and recognizing the excess ratably over the accumulation period based on total expected assessments. AIG regularly evaluates estimates used and adjusts the additional liability balance, with a related charge or credit to benefit expense, if actual experience or other evidence suggests that earlier assumptions should be revised. As of December 31, 2005, most of AIG’s GMIB exposure was transferred via reinsurance agreements. Contracts with GMIB not reinsured have account values of $2.8 billion with a corresponding reserve of less than $1 million.
    AIG contracts currently include a minimal amount of GMAV and GMWB. GMAV and GMWB are considered to be derivatives and are recognized at fair value through earnings. AIG enters into derivative contracts to partially hedge the economic exposure that arises from GMAV and GMWB.
AIG  -  Form 10-K/A
131


 

Notes to Consolidated Financial Statements Continued
 
22. Restated Quarterly Financial Information (Unaudited)
The following quarterly financial information for each of the three months ended March 31, June 30, September 30 and December 31, 2005 and 2004 is unaudited and was restated as described in Note 2(b) of Notes to Consolidated Financial Statements in AIG’s Annual Report on Form 10-K/ A for the year ended December 31, 2004 and Note 1(hh) herein. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to present fairly the results of operations for such periods, have been made for a fair presentation of the results shown.
CONSOLIDATED STATEMENTS OF INCOME
                                                                                           
 
    Three Months Ended
     
    March 31,   June 30,   September 30,   December 31,
                 
    2005       2005       2005        
(in millions, except per share   Previously   2005       Previously   2005       Previously   2005        
data)   Reported   Restated   2004   Reported   Restated   2004   Reported   Restated   2004   2005   2004
Revenues:
                                                                                       
 
Premiums and other considerations
  $ 17,682     $ 17,680     $ 15,979     $ 17,541     $ 17,536     $ 16,175     $ 17,244     $ 17,243     $ 17,281     $ 17,750     $ 17,190  
 
Net investment income
    5,292       5,332       4,600       5,198       5,227       4,541       5,629       5,654       4,509       5,952       4,815  
 
Realized capital gains (losses)
    88       137       (86 )     245       (125 )     89       79       77       (78 )     252       119  
 
Other revenues
    4,050       4,053       2,729       3,877       5,265       3,284       3,409       3,434       3,602       3,438       2,917  
 
 
Total revenues
    27,112       27,202       23,222       26,861       27,903       24,089       26,361       26,408       25,314       27,392       25,041  
 
Benefits and expenses:
                                                                                       
 
Incurred policy losses and benefits
    14,865       14,873       13,590       14,336       14,283       13,480       16,503       16,501       15,217       18,054       16,073  
 
Insurance acquisition & other operating expenses
    6,804       6,680       5,790       6,730       6,919       5,960       7,381       7,360       6,041       9,022       6,670  
 
 
Total benefits and expenses
    21,669       21,553       19,380       21,066       21,202       19,440       23,884       23,861       21,258       27,076       22,743  
 
Income before income taxes, minority interest and cumulative effect of an accounting change
    5,443       5,649       3,842       5,795       6,701       4,649       2,477       2,547       4,056       316       2,298  
 
Income taxes:
                                                                                       
 
Current
    987       968       1,345       790       1,015       1,092       372       372       201       214       (45 )
 
Deferred
    626       738       (215 )     884       1,068       372       334       376       1,064       (493 )     593  
 
      1,613       1,706       1,130       1,674       2,083       1,464       706       748       1,265       (279 )     548  
 
Income before minority interest and cumulative effect of an accounting change
    3,830       3,943       2,712       4,121       4,618       3,185       1,771       1,799       2,791       595       1,750  
 
Minority interest
    (146 )     (144 )     (70 )     (129 )     (129 )     (105 )     (54 )     (54 )     (142 )     (151 )     (138 )
 
Income before cumulative effect of an accounting change
    3,684       3,799       2,642       3,992       4,489       3,080       1,717       1,745       2,649       444       1,612  
 
Cumulative effect of an accounting change, net of tax
    -       -       (144 )     -       -       -       -       -       -       -       -  
 
Net income
  $ 3,684     $ 3,799     $ 2,498     $ 3,992     $ 4,489     $ 3,080     $ 1,717     $ 1,745     $ 2,649     $ 444     $ 1,612  
 
Earnings per common share:
                                                                                       
 
Basic
                                                                                       
 
Income before cumulative effect of an accounting change
  $ 1.42     $ 1.46     $ 1.01     $ 1.54     $ 1.73     $ 1.19     $ 0.66     $ 0.67     $ 1.01     $ 0.17     $ 0.62  
 
Cumulative effect of an accounting change, net of tax
    -       -       (0.06 )     -       -       -       -       -       -       -       -  
 
Net income
    1.42       1.46       0.95       1.54       1.73       1.19       0.66       0.67       1.01       0.17       0.62  
 
 
Diluted
                                                                                       
 
Income before cumulative effect of an accounting change
  $ 1.40     $ 1.45     $ 1.00     $ 1.53     $ 1.71     $ 1.17     $ 0.65     $ 0.66     $ 1.00     $ 0.17     $ 0.62  
 
Cumulative effect of an accounting change, net of tax
    -       -       (0.06 )     -       -       -       -       -       -       -       -  
 
Net income
    1.40       1.45       0.94       1.53       1.71       1.17       0.65       0.66       1.00       0.17       0.62  
 
Average shares outstanding:
                                                                                       
 
Basic
    2,597       2,597       2,610       2,596       2,596       2,608       2,597       2,597       2,606       2,597       2,601  
 
Diluted
    2,624       2,624       2,642       2,623       2,623       2,640       2,624       2,624       2,638       2,626       2,632  
 
132
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
23.  Information Provided in Connection With Outstanding Debt
The following condensed consolidating financial statements are provided in compliance with Regulation S-X of the SEC.
(a) AGC is a holding company and a wholly owned subsidiary of AIG. AIG provides a full and unconditional guarantee of all outstanding debt of AGC.
AMERICAN GENERAL CORPORATION (AGC):
CONDENSED CONSOLIDATING BALANCE SHEET
                                           
 
    American    
    International    
    Group, Inc.   AGC   Other       Consolidated
(in millions)   Guarantor   Issuer   Subsidiaries   Eliminations   AIG
 
December 31, 2005
                                       
Assets:
                                       
 
Invested assets
  $ 1,392     $     $ 691,349     $ (13,696 )   $ 679,045  
 
Cash
    190             1,707             1,897  
 
Carrying value of subsidiaries and partially owned companies, at equity
    90,723       27,027       15,577       (132,169 )     1,158  
 
Other assets
    2,768       2,577       167,252       (1,327 )     171,270  
 
Total assets
  $ 95,073     $ 29,604     $ 875,885     $ (147,192 )   $ 853,370  
 
Liabilities:
                                       
 
Insurance liabilities
  $ 408     $     $ 460,271     $ (56 )   $ 460,623  
 
Debt
    4,607       2,087       115,212       (12,057 )     109,849  
 
Other liabilities
    3,741       4,110       191,598       (3,054 )     196,395  
 
Total liabilities
    8,756       6,197       767,081       (15,167 )     766,867  
 
Preferred shareholders’ equity in subsidiary companies
                186             186  
Total shareholders’ equity
    86,317       23,407       108,618       (132,025 )     86,317  
 
Total liabilities, preferred shareholders’ equity in subsidiary companies and shareholders’ equity
  $ 95,073     $ 29,604     $ 875,885     $ (147,192 )   $ 853,370  
 
December 31, 2004
                                       
Assets:
                                       
 
Invested assets
  $ 1,027     $     $ 650,238     $ (12,984 )   $ 638,281  
 
Cash
    17             1,992             2,009  
 
Carrying value of subsidiaries and partially owned companies, at equity
    80,966       26,179       12,763       (118,413 )     1,495  
 
Other assets
    2,786       2,546       154,417       (389 )     159,360  
 
Total assets
  $ 84,796     $ 28,725     $ 819,410     $ (131,786 )   $ 801,145  
 
Liabilities:
                                       
 
Insurance liabilities
  $ 405     $     $ 428,130     $ (69 )   $ 428,466  
 
Debt
    3,647       2,482       103,027       (12,257 )     96,899  
 
Other liabilities
    1,071       4,076       191,967       (1,206 )     195,908  
 
Total liabilities
    5,123       6,558       723,124       (13,532 )     721,273  
 
Preferred shareholders’ equity in subsidiary companies
                199             199  
Total shareholders’ equity
    79,673       22,167       96,087       (118,254 )     79,673  
 
Total liabilities, preferred shareholders’ equity in subsidiary companies and shareholders’ equity
  $ 84,796     $ 28,725     $ 819,410     $ (131,786 )   $ 801,145  
 
AIG  -  Form 10-K/A
133


 

23. Information Provided in Connection With Outstanding Debt
Continued
CONDENSED CONSOLIDATING STATEMENT OF INCOME
                                         
 
    American    
    International    
    Group, Inc.   AGC   Other       Consolidated
(in millions)   Guarantor   Issuer   Subsidiaries   Eliminations   AIG
 
Year Ended December 31, 2005
                                       
Operating income
  $ (1,569)     $ (200 )   $ 16,982     $     $ 15,213  
Equity in undistributed net income of consolidated subsidiaries
    10,368       2,530             (12,898 )      
Dividend income from consolidated subsidiaries
    1,746                   (1,746 )      
Income taxes (benefits)
    68       (92 )     4,282             4,258  
Minority interest
                (478 )           (478 )
 
Net income (loss)
  $ 10,477     $ 2,422     $ 12,222     $ (14,644 )   $ 10,477  
 
Year Ended December 31, 2004
                                       
Operating income
  $ 161     $ 90     $ 14,594     $     $ 14,845  
Equity in undistributed net income of consolidated subsidiaries
    8,705       2,048             (10,753 )      
Dividend income from consolidated subsidiaries
    1,836       65             (1,901 )      
Income taxes (benefits)
    863       31       3,513             4,407  
Minority interest
                (455 )           (455 )
Cumulative effect of an accounting change
                (144 )           (144 )
 
Net income (loss)
  $ 9,839     $ 2,172     $ 10,482     $ (12,654 )   $ 9,839  
 
Year Ended December 31, 2003
                                       
Operating income
  $ (708 )   $ (98 )   $ 12,713     $     $ 11,907  
Equity in undistributed net income of consolidated subsidiaries
    7,708       1,804             (9,512 )      
Dividend income from consolidated subsidiaries
    1,471       196             (1,667 )      
Income taxes (benefits)
    363       (23 )     3,216             3,556  
Minority interest
                (252 )           (252 )
Cumulative effect of an accounting change
                9             9  
 
Net income (loss)
  $ 8,108     $ 1,925     $ 9,254     $ (11,179 )   $ 8,108  
 
134
AIG  -  Form 10-K/A


 

23. Information Provided in Connection With Outstanding Debt
Continued
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOW
                                   
 
    American    
    International    
    Group, Inc.   AGC   Other   Consolidated
(in millions)   Guarantor   Issuer   Subsidiaries   AIG
     
Year Ended December 31, 2005
                               
Net cash provided by operating activities
  $ 1,673     $ 805     $ 22,660     $ 25,138  
 
Cash flows from investing activities:
                               
 
Invested assets disposed
                218,825       218,825  
 
Invested assets acquired
    (598 )           (273,530 )     (274,128 )
 
Other
    (1,294 )     (247 )     (477 )     (2,018 )
 
Net cash used in investing activities
    (1,892 )     (247 )     (55,182 )     (57,321 )
 
Cash flows from financing activities:
                               
 
Change in debts
    1,493       (398 )     11,939       13,034  
 
Other
    (1,176 )     (160 )     21,301       19,965  
 
Net cash (used in) provided by financing activities
    317       (558 )     33,240       32,999  
 
Effect of exchange rate changes on cash
    75             (1,003 )     (928 )
 
Change in cash
    173             (285 )     (112 )
Cash at beginning of year
    17             1,992       2,009  
 
Cash at end of year
  $ 190     $     $ 1,707     $ 1,897  
 
Year Ended December 31, 2004
                               
Net cash provided by operating activities
  $ 2,732     $ 839     $ 27,145     $ 30,716  
 
Cash flows from investing activities:
                               
 
Invested assets disposed
    502             151,163       151,665  
 
Invested assets acquired
    (107 )           (247,723 )     (247,830 )
 
Other
    (1,039 )     (408 )     497       (950 )
 
Net cash used in investing activities
    (644 )     (408 )     (96,063 )     (97,115 )
 
Cash flows from financing activities:
                               
 
Change in debts
    (400 )     (349 )     17,250       16,501  
 
Other
    (1,515 )     (82 )     51,590       49,993  
 
Net cash (used in) provided by financing activities
    (1,915 )     (431 )     68,840       66,494  
 
Effect of exchange rate changes on cash
    (175 )           1,167       992  
 
Change in cash
    (2 )           1,089       1,087  
Cash at beginning of year
    19             903       922  
 
Cash at end of year
  $ 17     $     $ 1,992     $ 2,009  
 
Year Ended December 31, 2003
                               
Net cash provided by operating activities
  $ 625     $ 1,376     $ 31,240     $ 33,241  
 
Cash flows from investing activities:
                               
 
Invested assets disposed
    186             152,054       152,240  
 
Invested assets acquired
    (830 )           (215,092 )     (215,922 )
 
Acquisitions, net of cash acquired
                (2,091 )     (2,091 )
 
Other
    (842 )     (926 )     637       (1,131 )
 
Net cash used in investing activities
    (1,486 )     (926 )     (64,492 )     (66,904 )
 
Cash flows from financing activities:
                               
 
Change in debts
    1,288       (376 )     5,658       6,570  
 
Other
    (411 )     (75 )     26,986       26,500  
 
Net cash provided by (used in) financing activities
    877       (451 )     32,644       33,070  
 
Effect of exchange rate changes on cash
    (15 )           365       350  
 
Change in cash
    1       (1 )     (243 )     (243 )
Cash at beginning of year
    18       1       1,146       1,165  
 
Cash at end of year
  $ 19     $     $ 903     $ 922  
 
AIG  -  Form 10-K/A
135


 

23. Information Provided in Connection With Outstanding Debt
Continued
(b) AIG Liquidity Corp. is a wholly owned subsidiary of AIG. AIG provides a full and unconditional guarantee of all obligations of AIG Liquidity Corp., which commenced operations in 2003.
AIG LIQUIDITY CORP.:
CONDENSED CONSOLIDATING BALANCE SHEET
 
                                           
    American                
    International   AIG            
    Group, Inc.   Liquidity   Other       Consolidated
(in millions)   Guarantor   Corp.   Subsidiaries   Eliminations   AIG
 
December 31, 2005
                                       
Assets:
                                       
 
Invested assets
  $ 1,392     $   *   $ 691,349     $ (13,696 )   $ 679,045  
 
Cash
    190         *     1,707             1,897  
 
Carrying value of subsidiaries and partially owned companies, at equity
    90,723             42,604       (132,169 )     1,158  
 
Other assets
    2,768         *     169,829       (1,327 )     171,270  
 
Total assets
  $ 95,073     $   *   $ 905,489     $ (147,192 )   $ 853,370  
 
Liabilities:
                                       
 
Insurance liabilities
  $ 408     $     $ 460,271     $ (56 )   $ 460,623  
 
Debt
    4,607         *     117,299       (12,057 )     109,849  
 
Other liabilities
    3,741         *     195,708       (3,054 )     196,395  
 
Total liabilities
    8,756         *     773,278       (15,167 )     766,867  
 
Preferred shareholders’ equity in subsidiary companies
                186             186  
Total shareholders’ equity
    86,317         *     132,025       (132,025 )     86,317  
 
Total liabilities, preferred shareholders’ equity in subsidiary companies and shareholders’ equity
  $ 95,073     $   *   $ 905,489     $ (147,192 )   $ 853,370  
 
December 31, 2004
                                       
Assets:
                                       
 
Invested assets
  $ 1,027     $   *   $ 650,238     $ (12,984 )   $ 638,281  
 
Cash
    17         *     1,992             2,009  
 
Carrying value of subsidiaries and partially owned companies, at equity
    80,966             38,942       (118,413 )     1,495  
 
Other assets
    2,786         *     156,963       (389 )     159,360  
 
Total assets
  $ 84,796     $   *   $ 848,135     $ (131,786 )   $ 801,145  
 
Liabilities:
                                       
 
Insurance liabilities
  $ 405     $     $ 428,130     $ (69 )   $ 428,466  
 
Debt
    3,647         *     105,509       (12,257 )     96,899  
 
Other liabilities
    1,071         *     196,043       (1,206 )     195,908  
 
Total liabilities
    5,123         *     729,682       (13,532 )     721,273  
 
Preferred shareholders’ equity in subsidiary companies
                199             199  
Total shareholders’ equity
    79,673         *     118,254       (118,254 )     79,673  
 
Total liabilities, preferred shareholders’ equity in subsidiary companies and shareholders’ equity
  $ 84,796     $   *   $ 848,135     $ (131,786 )   $ 801,145  
 
Amounts significantly less than $1 million.
136
AIG  -  Form 10-K/A


 

23. Information Provided in Connection With Outstanding Debt
Continued
CONDENSED CONSOLIDATING STATEMENT OF INCOME
 
                                         
    American                
    International   AIG            
    Group, Inc.   Liquidity   Other       Consolidated
(in millions)   Guarantor   Corp.   Subsidiaries   Eliminations   AIG
 
Year Ended December 31, 2005
                                       
Operating Income
  $ (1,569 )   $   *   $ 16,782     $     $ 15,213  
Equity in undistributed net income of consolidated subsidiaries
    10,368             2,530       (12,898 )      
Dividend income from consolidated subsidiaries
    1,746         *           (1,746 )      
Income taxes (benefits)
    68             4,190             4,258  
Minority interest
                (478 )           (478 )
Cumulative effect of an accounting change
                             
 
Net income (loss)
  $ 10,477     $   *   $ 14,644     $ (14,644 )   $ 10,477  
 
Year Ended December 31, 2004
                                       
Operating Income
  $ 161     $   *   $ 14,684     $     $ 14,845  
Equity in undistributed net income of consolidated subsidiaries
    8,705             2,048       (10,753 )      
Dividend income from consolidated subsidiaries
    1,836             65       (1,901 )      
Income taxes (benefits)
    863         *     3,544             4,407  
Minority interest
                (455 )           (455 )
Cumulative effect of an accounting change
                (144 )           (144 )
 
Net income (loss)
  $ 9,839     $   *   $ 12,654     $ (12,654 )   $ 9,839  
 
Year Ended December 31, 2003
                                       
Operating Income
  $ (708 )   $   *   $ 12,615     $     $ 11,907  
Equity in undistributed net income of consolidated subsidiaries
    7,708             1,804       (9,512 )      
Dividend income from consolidated subsidiaries
    1,471             196       (1,667 )      
Income taxes (benefits)
    363         *     3,193             3,556  
Minority interest
                (252 )           (252 )
Cumulative effect of an accounting change
                9             9  
 
Net income (loss)
  $ 8,108     $   *   $ 11,179     $ (11,179 )   $ 8,108  
 
* Amounts significantly less than $1 million.
AIG  -  Form 10-K/A
137


 

23. Information Provided in Connection With Outstanding Debt
Continued
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOW
 
                                   
    American            
    International   AIG        
    Group, Inc.   Liquidity   Other   Consolidated
(in millions)   Guarantor   Corp.   Subsidiaries   AIG
 
Year Ended December 31, 2005
                               
Net cash provided by operating activities
  $ 1,673     $   *   $ 23,465     $ 25,138  
 
Cash flows from investing activities:
                               
 
Invested assets disposed
                218,825       218,825  
 
Invested assets acquired
    (598 )           (273,530 )     (274,128 )
 
Other
    (1,294 )       *     (724 )     (2,018 )
 
Net cash used in investing activities
    (1,892 )       *     (55,429 )     (57,321 )
 
Cash flows from financing activities:
                               
 
Change in debts
    1,493             11,541       13,034  
 
Other
    (1,176 )       *     21,141       19,965  
 
Net cash provided by financing activities
    317         *     32,682       32,999  
 
Effect of exchange rate changes on cash
    75             (1,003 )     (928 )
 
Change in cash
    173         *     (285 )     (112 )
Cash at beginning of year
    17             1,992       2,009  
 
Cash at end of year
  $ 190     $   *   $ 1,707     $ 1,897  
 
Year Ended December 31, 2004
                               
Net cash provided by operating activities
  $ 2,732     $   *   $ 27,984     $ 30,716  
 
Cash flows from investing activities:
                               
 
Invested assets disposed
    502             151,163       151,665  
 
Invested assets acquired
    (107 )           (247,723 )     (247,830 )
 
Other
    (1,039 )       *     89       (950 )
 
Net cash used in investing activities
    (644 )       *     (96,471 )     (97,115 )
 
Cash flows from financing activities:
                               
 
Change in debts
    (400 )           16,901       16,501  
 
Other
    (1,515 )       *     51,508       49,993  
 
Net cash (used in) provided by financing activities
    (1,915 )       *     68,409       66,494  
 
Effect of exchange rate changes on cash
    (175 )           1,167       992  
 
Change in cash
    (2 )       *     1,089       1,087  
Cash at beginning of year
    19             903       922  
 
Cash at end of year
  $ 17     $   *   $ 1,992     $ 2,009  
 
Year Ended December 31, 2003
                               
Net cash provided by operating activities
  $ 625     $   *   $ 32,616     $ 33,241  
 
Cash flows from investing activities:
                               
 
Invested assets disposed
    186             152,054       152,240  
 
Invested assets acquired
    (830 )           (215,092 )     (215,922 )
 
Acquisitions, net of cash acquired
                (2,091 )     (2,091 )
 
Other
    (842 )       *     (289 )     (1,131 )
 
Net cash used in investing activities
    (1,486 )       *     (65,418 )     (66,904 )
 
Cash flows from financing activities:
                               
 
Change in debts
    1,288             5,282       6,570  
 
Other
    (411 )       *     26,911       26,500  
 
Net cash provided by financing activities
    877         *     32,193       33,070  
 
Effect of exchange rate changes on cash
    (15 )           365       350  
 
Change in cash
    1         *     (244 )     (243 )
Cash at beginning of year
    18             1,147       1,165  
 
Cash at end of year
  $ 19     $   *   $ 903     $ 922  
 
* Amounts significantly less than $1 million.
138
AIG  -  Form 10-K/A


 

AMERICAN INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
 
PART IV
 
ITEM 15.
Exhibits and Financial Statement Schedules
  All Exhibits and Financial Statement Schedules were unaffected by this amendment and therefore have been omitted, except for Exhibits 23, 31 and 32, which are filed herewith. For all other Exhibits and Financial Statement Schedules please refer to AIG’s 2005 Annual Report on Form 10-K.
AIG  -  Form 10-K/A
139


 

 
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Annual Report on Form 10-K/A to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York and State of New York, on the 19th of June, 2006.
  AMERICAN INTERNATIONAL GROUP, INC.
  By  /s/ Steven J. Bensinger
 
 
  (Steven J. Bensinger, Executive Vice President
  and Chief Financial Officer)
     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Annual Report on Form 10-K/A has been signed below by the following persons in the capacities indicated on the 19th of June, 2006.
         
Signature   Title
     
 
 
/s/ Martin J. Sullivan
 
(Martin J. Sullivan)
 
President, Chief Executive Officer and Director
(Principal Executive Officer)
 
 
 
/s/ Steven J. Bensinger
 
(Steven J. Bensinger)
 
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
 
 
/s/ David L. Herzog
 
(David L. Herzog)
 
Senior Vice President and Comptroller
(Principal Accounting Officer)
 
*
 
(Pei-yuan Chia)
 
Director
 
*
 
(Marshall A. Cohen)
 
Director
 
*
 
(Martin S. Feldstein)
 
Director
 
*
 
(Ellen V. Futter)
 
Director
 
*
 
(Stephen L. Hammerman)
 
Director
 
*
 
(Richard C. Holbrooke)
 
Director
 
*
 
(Fred H. Langhammer)
 
Director
 
*
 
(George L. Miles, Jr.)
 
Director
140
AIG  -  Form 10-K/A


 

 
         
Signature   Title
     
 
*
 
(Morris W. Offit)
 
Director
 

 
(James F. Orr III)
 
Director
 
*
 
(Michael H. Sutton)
 
Director
 
*
 
(Edmund S.W. Tse)
 
Director
 
*
 
(Robert B. Willumstad)
 
Director
 
*
 
(Frank G. Zarb)
 
Director
 
*By:   /s/ Steven J. Bensinger
 
Steven J. Bensinger
Attorney-in-fact
June 19, 2006
   
AIG  -  Form 10-K/A
141
EX-23
 

 
Consent of Independent Registered Public Accounting Firm
Exhibit 23
 
We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 2-45346, No. 2-75875, No. 2-78291, No. 2-91945, No. 33-18073, No. 33-57250, No. 333-48639, No. 333-58095, No. 333-70069, No. 333-83813, No. 333-31346, No. 333-39976, No. 333-45828, No. 333-50198, No. 333-52938, No. 333-68640, No. 333-101640, No. 333-101967, No. 333-108466, No. 333-111737 and No. 333-115911) of American International Group, Inc. of our report dated March 16, 2006, relating to the financial statements, financial statement schedules, management’s assessment of the effectiveness of internal control over financial reporting and the effectiveness of internal control over financial reporting, which appears in this Annual Report on Form 10-K/ A.
PricewaterhouseCoopers LLP
New York, New York
June 19, 2006
142
AIG  -  Form 10-K/A
EX-31
 

 
Exhibit 31
 
CERTIFICATIONS
    I, Martin J. Sullivan, certify that:
    1. I have reviewed this Annual Report on Form 10-K/A of American International Group, Inc.;
    2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
    3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
    4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
      (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
      (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
      (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
      (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
    5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
      (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
      (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
  /s/ Martin J. Sullivan
 
 
  Martin J. Sullivan
  President and Chief Executive Officer
Date: June 19, 2006
AIG  -  Form 10-K/A
143


 

 
 
CERTIFICATIONS
I, Steven J. Bensinger, certify that:
    1. I have reviewed this Annual Report on Form 10-K/A of American International Group, Inc.;
    2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
    3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
    4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
      (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
      (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
      (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
      (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
    5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
    (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
    (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
  /s/ Steven J. Bensinger
 
 
  Steven J. Bensinger
  Executive Vice President and Chief Financial Officer
Date: June 19, 2006
144
AIG  -  Form 10-K/A
EX-32
 

 
Exhibit 32
 
CERTIFICATION
In connection with this Annual Report on Form 10-K/A of American International Group, Inc. (the “Company”) for the year ended December 31, 2005, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Martin J. Sullivan, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, that to my knowledge:
    (1) The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
    (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
  /s/ Martin J. Sullivan
 
 
  Martin J. Sullivan
  President and Chief Executive Officer
Date: June 19, 2006
The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.
AIG  -  Form 10-K/A
145


 

 
 
CERTIFICATION
In connection with this Annual Report on Form 10-K/A of American International Group, Inc. (the “Company”) for the year ended December 31, 2005, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Steven J. Bensinger, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, that to my knowledge:
    (1) The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
    (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
  /s/ Steven J. Bensinger
 
 
  Steven J. Bensinger
  Executive Vice President and Chief Financial Officer
Date: June 19, 2006
The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.
146
AIG  -  Form 10-K/A