AIG Form 10-Q Q3 2011
AIG Form 10-Q Q3 2011
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2011
29JUL201116480924
Delaware 13-2592361
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
180 Maiden Lane, New York, New York 10038
(Address of principal executive offices) (Zip Code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes ፼ No អ
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate
Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of
Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes ፼ No អ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of ‘‘large accelerated filer,’’
‘‘accelerated filer’’ and ‘‘smaller reporting company’’ in Rule 12b-2 of the Exchange Act.
Large accelerated filer ፼ Accelerated filer អ Non-accelerated filer អ Smaller reporting company អ
(Do not check if a smaller
reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes អ No ፼
As of October 31, 2011, there were 1,899,224,304 shares outstanding of the registrant’s common stock.
American International Group, Inc.
Table of Contents
Signatures 203
2
American International Group, Inc.
3
American International Group, Inc.
4
American International Group, Inc.
5
American International Group, Inc.
6
American International Group, Inc.
7
American International Group, Inc.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires the application of accounting policies
that often involve a significant degree of judgment. AIG considers that its accounting policies that are most
dependent on the application of estimates and assumptions are those relating to items considered by management
in the determination of:
• insurance liabilities, including general insurance unpaid claims and claims adjustment expenses and future
policy benefits for life and accident and health contracts;
• recoverability of assets, including deferred policy acquisition costs (DAC) and flight equipment;
• estimated gross profits for investment-oriented products;
• impairment charges, including other-than-temporary impairments on financial instruments and goodwill
impairments;
• estimates of overhaul rental revenue amounts that will be returned to lessees under the terms of certain
operating leases;
• liabilities for legal contingencies;
• estimates with respect to income taxes, including the recoverability of deferred tax assets;
• fair value measurements of certain financial assets and liabilities, including credit default swaps (CDS) and
AIG’s economic interest in Maiden Lane II LLC (ML II) and equity interest in Maiden Lane III LLC
(ML III) (together, the Maiden Lane Interests); and
• classification of entities as held for sale or as discontinued operations.
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 consolidated
financial condition, results of operations and cash flows could be materially affected.
8
American International Group, Inc.
Segment Changes
In order to align financial reporting with changes made during 2011 to the manner in which AIG’s chief
operating decision makers review the businesses to assess performance and make decisions about resources to be
allocated, AIG changed its segments in the third quarter of 2011. See Note 3 herein for additional information on
AIG’s segment changes.
Prior period amounts were reclassified to conform to the current period presentation for the above items.
Additionally, certain other reclassifications have been made to prior period amounts in the Consolidated
Statement of Operations and Consolidated Balance Sheet to conform to the current period presentation.
Significant Events
In 2011, AIG completed the Recapitalization (described below), executed transactions in the debt and equity
capital markets and substantially completed its asset disposition plan.
Recapitalization
On January 14, 2011 (the Closing), AIG completed a series of integrated transactions to recapitalize AIG (the
Recapitalization) with the United States Department of the Treasury (the Department of the Treasury), the
Federal Reserve Bank of New York (the FRBNY) and the AIG Credit Facility Trust (the Trust), including the
repayment of all amounts owed under the Credit Agreement, dated as of September 22, 2008 (as amended, the
FRBNY Credit Facility). AIG recognized a loss on extinguishment of debt in the first quarter of 2011,
representing primarily accelerated amortization of the prepaid commitment fee asset resulting from the
termination of the FRBNY Credit Facility at Closing.
9
American International Group, Inc.
Finance Corporation (ILFC or the Designated Entity). Proceeds from the sales of the remaining ordinary shares
of AIA held by the AIA SPV will be used to pay down the liquidation preference of the Department of the
Treasury’s AIA SPV Preferred Interests. Until their respective sales on February 1, 2011 and August 18, 2011, as
further discussed in Sales of Divested Businesses below, AIG’s Japan-based life insurance subsidiaries, AIG Star
Life Insurance Company Ltd. (AIG Star) and AIG Edison Life Insurance Company (AIG Edison), and Nan Shan
Life Insurance Company, Ltd. (Nan Shan) were also Designated Entities.
Exchange of AIG’s Series C, E and F Preferred Stock for AIG Common Stock and Series G Preferred Stock
At the Closing:
• the shares of AIG’s Series C Perpetual, Convertible, Participating Preferred Stock, par value $5.00 per share
(the Series C Preferred Stock), held by the Trust were exchanged for 562,868,096 shares of newly issued AIG
Common Stock which were subsequently transferred by the Trust to the Department of the Treasury;
10
American International Group, Inc.
• the shares of AIG’s Series E Fixed Rate Non-Cumulative Perpetual Preferred Stock, par value $5.00 per
share (the Series E Preferred Stock), held by the Department of the Treasury were exchanged for
924,546,133 newly issued shares of AIG Common Stock; and
• the shares of the Series F Preferred Stock held by the Department of the Treasury were exchanged for
(a) the SPV Preferred Interests, (b) 20,000 shares of the Series G Preferred Stock (subsequently cancelled)
and (c) 167,623,733 shares of newly issued AIG Common Stock.
The issuance of AIG Common Stock to the Department of the Treasury as described above significantly
affected the determination of net income attributable to common shareholders and the weighted average shares
outstanding, both of which are used to compute earnings per share. See Note 12 herein for further discussion.
AIG entered into a registration rights agreement (the Registration Rights Agreement) with the Department of
the Treasury that granted the Department of the Treasury registration rights with respect to the shares of AIG
Common Stock issued at the Closing. The May Common Stock Offering was conducted in accordance with the
right of AIG under the Registration Rights Agreement to complete a registered primary offering of AIG Common
Stock. Current rights of the Department of the Treasury under the Registration Rights Agreement include:
• the right to participate in any future registered offering of AIG Common Stock by AIG;
• the right to demand no more than twice in any 12-month period that AIG effect a registered market
offering of its shares;
• the right to engage in at-the-market offerings; and
• subject to certain exceptions, the right to approve the terms, conditions and pricing of any registered offering
in which it participates until its ownership falls below 33 percent of AIG’s voting securities.
AIG has the right to raise the greater of $2 billion and the amount of the projected deficit if the AIG Board of
Directors determines, after consultation with the Department of the Treasury, that due to events affecting AIG’s
insurance subsidiaries, AIG Parent’s reasonably projected aggregate liquidity (cash and cash equivalents and
commitments of credit) will fall below $8 billion within 12 months of the date of such determination.
Until the Department of the Treasury’s ownership of AIG’s voting securities falls below 33 percent, the
Department of the Treasury will, subject to certain exceptions, have complete control over the terms, conditions
and pricing of any offering in which it participates, including any primary offering by AIG. As a result, if AIG
seeks to conduct an offering of its equity securities the Department of the Treasury may decide to participate in
the offering, and to prevent AIG from selling any equity securities.
11
American International Group, Inc.
was reduced from approximately 92 percent to approximately 77 percent of the AIG Common Stock outstanding
after the completion of the offering.
Sales of Businesses
On February 1, 2011, AIG completed the sale of AIG Star and AIG Edison to Prudential Financial, Inc., for
$4.8 billion, consisting of $4.2 billion in cash and $0.6 billion in the assumption of third-party debt. Of the
$4.2 billion in cash, AIG retained $2 billion to support the capital of Chartis, Inc. and its subsidiaries pursuant to
an agreement with the Department of the Treasury, and caused the remaining amount to be applied to pay down
a portion of liquidation preference of the Department of the Treasury’s AIA SPV Preferred Interests. AIG
recognized a pre-tax gain of $2.0 billion on the date of the sale which is reflected in Income (loss) from
discontinued operations in the Consolidated Statement of Operations.
On January 12, 2011, AIG entered into an agreement to sell its 97.57 percent interest in Nan Shan to a Taiwan-
based consortium. The transaction closed on August 18, 2011 for net proceeds of $2.15 billion in cash. The net
proceeds from the transaction were used to pay down a portion of the liquidation preference of the Department
of the Treasury’s AIA SPV Preferred Interests.
See Note 4 herein for additional information on these transactions and Note 11 for discussion of
indemnification provisions.
12
American International Group, Inc.
Liquidity Assessment
In assessing AIG’s current financial flexibility and developing operating plans for the future, management has
made significant judgments and estimates with respect to the potential financial and liquidity effects of AIG’s risks
and uncertainties, including but not limited to:
• the potential effect on contingent liquidity requirements from changes in bond, equity and foreign exchange
markets;
• the potential effect on AIG if the capital levels of its regulated and unregulated subsidiaries prove
inadequate to support current business plans;
• AIG’s continued ability to generate cash flow from operations;
• the potential adverse effects on AIG’s businesses that could result if there are further downgrades by rating
agencies; and
• the potential for regulatory limitations on AIG’s business in one or more countries.
AIG believes that it has sufficient liquidity to meet future liquidity requirements, including reasonably
foreseeable contingencies and events.
13
American International Group, Inc.
AIG is currently assessing the effect of adoption of this new standard on its consolidated financial condition and
results of operations. If this standard is adopted retrospectively on January 1, 2012, the range of the pre-tax effect
of the reduction of deferred acquisition costs is expected to be between $4.6 billion and $5.1 billion.
Common Fair Value Measurements and Disclosure Requirements in GAAP and IFRS
In May 2011, the FASB issued an accounting standard update that amends certain aspects of the fair value
measurement guidance in GAAP, primarily to achieve the FASB’s objective of a converged definition of fair value
and substantially converged measurement and disclosure guidance with International Financial Reporting
Standards (IFRS). Consequently, when the new standard becomes effective on January 1, 2012, GAAP and IFRS
will be consistent, with certain exceptions including the accounting for day one gains and losses, measuring the fair
value of alternative investments measured on a net asset value basis and certain disclosure requirements.
The new standard’s fair value guidance applies to all companies that measure assets, liabilities, or instruments
classified in shareholders’ equity at fair value or provide fair value disclosures for items not recorded at fair value.
While many of the amendments to GAAP are not expected to significantly affect current practice, the guidance
clarifies how a principal market is determined, addresses the fair value measurement of financial instruments with
offsetting market or counterparty credit risks and the concept of valuation premise (i.e., in-use or in exchange)
and highest and best use, extends the prohibition on blockage factors to all three levels of the fair value hierarchy,
and requires additional disclosures.
The new standard is effective for AIG for interim and annual periods beginning on January 1, 2012. If different
fair value measurements result from applying the new standard, AIG will recognize the difference in the period of
adoption as a change in estimate. The new disclosure requirements must be applied prospectively. In the period of
adoption, AIG will disclose any changes in valuation techniques and related inputs resulting from application of
the amendments and quantify the total effect, if material. AIG is assessing the effect of the new standard on its
consolidated statements of financial condition, results of operations and cash flows.
14
American International Group, Inc.
3. Segment Information
AIG reports the results of its operations through three reportable segments: Chartis, SunAmerica Financial
Group (SunAmerica) and Aircraft Leasing. AIG evaluates performance based on pre-tax income (loss), excluding
results from discontinued operations and net (gains) losses on sales of divested businesses, because AIG believes
this provides more meaningful information on how its operations are performing.
In order to align financial reporting with changes made during 2011 to the manner in which AIG’s chief
operating decision makers review the businesses to assess performance and make decisions about resources to be
allocated, the following changes were made to AIG’s segment information:
• During the third quarter of 2011, Chartis completed the previously announced reorganization of its
operations. Under the new structure, Chartis now presents its financial information in two operating
segments — Commercial Insurance and Consumer Insurance, as well as a Chartis Other operations category.
15
American International Group, Inc.
Prior to the third quarter of 2011, Chartis presented its financial information in two primary operating
segments, Chartis U.S. and Chartis International.
• Aircraft Leasing is now being presented as a standalone reportable segment. It was previously reported as a
component of the Financial Services reportable segment.
• The derivatives portfolio of AIG Financial Products Corp. and AIG Trading Group Inc. and their respective
subsidiaries (collectively, AIGFP), previously reported as Capital Markets, a component of the Financial
Services reportable segment, is now reported with AIG Markets, Inc. (AIG Markets) as Global Capital
Markets in Other operations.
Prior periods have been revised to conform to the current period presentation for the above segment changes.
16
American International Group, Inc.
AIG Global Real Estate Investment Corp. and Institutional Asset Management, previously reported as
components of the Direct Investment book and Asset Management operations, respectively, are now reported in
Corporate & Other. Retained Interests represents the fair value gains or losses on the MetLife securities prior to
sale, AIG’s remaining interest in AIA ordinary shares, and the retained interest in ML III.
The following table presents the components of AIG’s Other operations:
Global Direct Consolidation Total
Mortgage Capital Investment Retained Corporate Divested and Other
(in millions) Guaranty Markets Book Interests & Other Businesses Eliminations Operations
Three Months Ended
September 30, 2011
Total revenues $ 246 $ (130) $ 159 $ (3,246) $ 561 $ - $ (23) $ (2,433)
Pre-tax income (loss) (80) (187) 103 (3,246) (523) - (10) (3,943)
Three Months Ended
September 30, 2010
Total revenues $ 252 $ 236 $ 33 $ 301 $ 8 $ 3,961 $ 90 $ 4,881
Pre-tax income (loss) (127) 145 (26) 301 (2,620) 637 122 (1,568)
Nine Months Ended
September 30, 2011
Total revenues $ 716 $ 151 $ 758 $ (743) $ 1,030 $ - $ (48) $ 1,864
Pre-tax income (loss) (66) (66) 586 (743) (5,538) - (26) (5,853)
Nine Months Ended
September 30, 2010
Total revenues $ 832 $ 149 $ 806 $ 1,410 $ 1,636 $ 10,616 $ 206 $ 15,655
Pre-tax income (loss) 214 (99) 602 1,410 (5,656) 2,037 371 (1,121)
17
American International Group, Inc.
18
American International Group, Inc.
The following table summarizes the components of assets and liabilities held for sale on the Consolidated
Balance Sheet as of December 31, 2010:
December 31,
(in millions) 2010
Assets:
Fixed maturity securities $ 77,905
Equity securities 4,488
Mortgage and other loans receivable, net 5,584
Other invested assets 4,167
Short-term investments 3,670
Deferred policy acquisition costs and Other assets 7,639
Separate account assets 3,745
Assets of businesses held for sale 107,198
Flight equipment* 255
Total assets held for sale $ 107,453
Liabilities:
Future policy benefits for life and accident and health insurance contracts $ 61,767
Policyholder contract deposits 26,847
Other liabilities 4,428
Other long-term debt 525
Separate account liabilities 3,745
Total liabilities held for sale $ 97,312
* Represents nine aircraft that were under agreements for sale by ILFC at December 31, 2010.
5. Business Combination
On March 31, 2010, AIG, through a Chartis International subsidiary, purchased additional voting shares in Fuji
Fire & Marine Insurance Company Limited (Fuji), a publicly traded Japanese insurance company with property/
casualty insurance operations and a life insurance subsidiary. The acquisition of the additional voting shares for
$145 million increased Chartis International’s total voting ownership interest in Fuji from 41.7 percent to
54.8 percent, which resulted in Chartis International obtaining control of Fuji. This acquisition was consistent with
Chartis International’s desire to increase its share in the substantial Japanese insurance market, which is
undergoing significant consolidation, and to achieve cost savings from synergies.
In March 2011, Chartis completed the acquisition of approximately 305 million shares of Fuji tendered in
response to a public offer at an offer price of 146 Yen per share ($1.76 per share) for a purchase price of
$538 million. In August 2011, Chartis acquired the remaining Fuji shares. As of September 30, 2011, Chartis
owned 100 percent of Fuji’s outstanding voting shares.
The 2011 purchases were accounted for as equity transactions because AIG previously consolidated Fuji due to
its controlling interest. Accordingly, the difference between the fair value of the total consideration paid of
$560 million and the carrying value of the noncontrolling interest acquired of $486 million was recognized as a
reduction of AIG’s equity. There was no gain or loss recorded in the Consolidated Statement of Operations.
19
American International Group, Inc.
20
American International Group, Inc.
Valuation Methodologies
Incorporation of Credit Risk in Fair Value Measurements
• AIG’s Own Credit Risk. Fair value measurements for certain Direct Investment book debt, GIAs, structured
note liabilities and freestanding derivatives, as well as AIGFP derivatives, incorporate AIG’s own credit risk
by determining the explicit cost for each counterparty to protect against its net credit exposure to AIG at
the balance sheet date by reference to observable AIG CDS or cash bond spreads. A derivative
counterparty’s net credit exposure to AIG is determined based on master netting agreements, when
applicable, which take into consideration all derivative positions with AIG, as well as collateral posted by
AIG with the counterparty at the balance sheet date.
Fair value measurements for embedded policy derivatives and policyholder contract deposits take into
consideration that policyholder liabilities are senior in priority to general creditors of AIG and therefore are
much less sensitive to changes in AIG credit default swap or cash issuance spreads.
• Counterparty Credit Risk. Fair value measurements for freestanding derivatives incorporate counterparty
credit by determining the explicit cost for AIG to protect against its net credit exposure to each counterparty
at the balance sheet date by reference to observable counterparty CDS spreads, when available. When not
available, other directly or indirectly observable credit spreads will be used to derive the best estimates of
the counterparty spreads. AIG’s net credit exposure to a counterparty is determined based on master netting
agreements, which take into consideration all derivative positions with the counterparty, as well as collateral
posted by the counterparty at the balance sheet date.
21
American International Group, Inc.
22
American International Group, Inc.
23
American International Group, Inc.
Changes in the discount rate or the estimated future cash flows used in the valuation would alter AIG’s estimate
of the fair value of AIG’s interest in ML III as shown in the table below.
If the FRBNY were to similarly announce a plan to liquidate the assets of ML III at their estimated fair values,
the impact of the change in AIG’s assumptions would be an increase in the fair value of AIG’s interest in ML III
by approximately $690 million at September 30, 2011.
AIG believes that the ranges of discount rates used in these analyses are reasonable on the basis of implied
spread volatilities of similar collateral securities. The ranges of estimated future cash flows were determined on
the basis of historical variability in the estimated cash flows. Because of these factors, the fair values of the
Maiden Lane Interests are likely to vary, perhaps materially, from the amounts estimated.
24
American International Group, Inc.
Hedge Funds, Private Equity Funds and Other Investment Partnerships — Other Invested Assets
AIG initially estimates the fair value of investments in certain hedge funds, private equity funds and other
investment partnerships by reference to the transaction price. Subsequently, AIG generally obtains the fair value
of these investments from net asset value information provided by the general partner or manager of the
investments, the financial statements of which are generally audited annually. AIG considers observable market
data and performs diligence procedures in validating the appropriateness of using the net asset value as a fair
value measurement.
Short-term Investments
For short-term investments that are measured at fair value, AIG obtains fair value information from
independent third-party valuation service providers. The determination of fair value for these instruments is
consistent with the process for fixed maturity securities, as discussed above.
25
American International Group, Inc.
26
American International Group, Inc.
27
American International Group, Inc.
AIG has adapted the BET model to estimate the price of the super senior risk layer or tranche of the CDO.
AIG modified the BET model to imply default probabilities from market prices for the underlying securities and
not from rating agency assumptions. To generate the estimate, the model uses the price estimates for the securities
comprising the portfolio of a CDO as an input and converts those estimates to credit spreads over current
LIBOR-based interest rates. These credit spreads are used to determine implied probabilities of default and
expected losses on the underlying securities. This data is then aggregated and used to estimate the expected cash
flows of the super senior tranche of the CDO.
Prices for the individual securities held by a CDO are obtained in most cases from the CDO collateral
managers, to the extent available. CDO collateral managers provided market prices for 61.2 percent of the
underlying securities used in the valuation at September 30, 2011. When a price for an individual security is not
provided by a CDO collateral manager, AIG derives the price through a pricing matrix using prices from CDO
collateral managers for similar securities. Matrix pricing is a mathematical technique used principally to value debt
securities without relying exclusively on quoted prices for the specific securities, but rather by relying on the
relationship of the security to other benchmark quoted securities. Substantially all of the CDO collateral managers
who provided prices used dealer prices for all or part of the underlying securities, in some cases supplemented by
third-party pricing services.
The BET model also uses diversity scores, weighted average lives, recovery rates and discount rates. AIG
employs a Monte Carlo simulation to assist in quantifying the effect on the valuation of the CDO of the unique
aspects of the CDO’s structure such as triggers that divert cash flows to the most senior part of the capital
structure. The Monte Carlo simulation is used to determine whether an underlying security defaults in a given
simulation scenario and, if it does, the security’s implied random default time and expected loss. This information
is used to project cash flow streams and to determine the expected losses of the portfolio.
In addition to calculating an estimate of the fair value of the super senior CDO security referenced in the credit
default swaps using its internal model, AIG also considers the price estimates for the super senior CDO securities
provided by third parties, including counterparties to these transactions, to validate the results of the model and to
determine the best available estimate of fair value. In determining the fair value of the super senior CDO security
referenced in the credit default swaps, AIG uses a consistent process that considers all available pricing data
points and eliminates the use of outlying data points. When pricing data points are within a reasonable range an
averaging technique is applied.
Corporate debt/Collateralized loan obligation (CLO) portfolios: In the case of credit default swaps written on
portfolios of investment-grade corporate debt, AIG uses a mathematical model that produces results that are
closely aligned with prices received from third parties. This methodology is widely used by other market
participants and uses the current market credit spreads of the names in the portfolios along with the base
correlations implied by the current market prices of comparable tranches of the relevant market traded credit
indices as inputs. Given its unique attributes, one transaction, which had represented two percent of the total
notional amount of the corporate debt portfolio as of the second quarter of 2011, was valued using third-party
quotations. This transaction matured in the third quarter of 2011.
AIG estimates the fair value of its obligations resulting from credit default swaps written on CLOs to be
equivalent to the par value less the current market value of the referenced obligation. Accordingly, the value is
determined by obtaining third-party quotations on the underlying super senior tranches referenced under the
credit default swap contract.
28
American International Group, Inc.
• The present value of estimated future cash inflows (policy fees) and outflows (benefits and maintenance
expenses) associated with the product using risk neutral valuations, incorporating expectations about
policyholder behavior, market returns and other factors; and
• A risk margin that market participants would require for a market return and the uncertainty inherent in the
model inputs.
The change in fair value of these policyholder contract deposits is recorded as Policyholder benefits and claims
incurred in the Consolidated Statement of Operations.
Other Liabilities
Other liabilities measured at fair value include certain securities sold under agreements to repurchase and
certain securities and spot commodities sold but not yet purchased. Liabilities arising from securities sold under
agreements to repurchase are generally treated as collateralized financings. For liabilities arising from securities
sold under agreements to repurchase, AIG estimates the fair value by using dealer quotations, discounted cash
flow analyses and/or internal valuation models. This methodology considers such factors as the coupon rate, yield
curves, prepayment rates and other relevant factors. Fair values for securities sold but not yet purchased are based
on current market prices. Fair values of spot commodities sold but not yet purchased are based on current market
prices of reference spot futures contracts traded on exchanges. Certain liabilities arising from securities sold under
agreements to repurchase, however, are treated as sales. The key distinction resulting in these agreements being
accounted for as sales is a reduction in initial margins or a restriction in daily margin requirements in these
agreements. The fair value of securities transferred under repurchase agreements accounted for as sales was
$2.4 billion and $2.7 billion at September 30, 2011 and December 31, 2010, respectively.
29
American International Group, Inc.
30
American International Group, Inc.
31
American International Group, Inc.
32
American International Group, Inc.
Changes in
Net Unrealized Gains
Realized and Purchases, (Losses)
Unrealized Accumulated Sales, Included in
Fair value Gains (Losses) Other Issuances and Gross Gross Fair value Income on
Beginning Included Comprehensive Settlements, Transfers Transfers End Instruments Held
(in millions) of Period(b) in Income Income Net in out of Period at End of Period
33
American International Group, Inc.
Changes in
Net Unrealized Gains
Realized and Purchases, (Losses)
Unrealized Accumulated Sales, Included in
Fair value Gains (Losses) Other Issuances and Activity of Fair value Income on
Beginning Included Comprehensive Settlements, Net Discontinued End Instruments Held
(in millions) of Period(b) in Income Income Net Transfers Operations of Period at End of Period
34
American International Group, Inc.
Changes in
Net Unrealized Gains
Realized and Purchases, (Losses)
Unrealized Accumulated Sales, Included in
Fair value Gains (Losses) Other Issuances and Activity of Fair value Income on
Beginning Included Comprehensive Settlements, Net Discontinued End Instruments Held
(in millions) of Period(b) in Income Income Net Transfers Operations of Period at End of Period
(a) In 2011, AIG made revisions to the presentation to include income from ML III. The prior periods have been revised to conform to the current period presentation.
(b) Total Level 3 derivative exposures have been netted in these tables for presentation purposes only.
35
American International Group, Inc.
Net realized and unrealized gains and losses related to Level 3 items shown above are reported in the
Consolidated Statement of Operations as follows:
36
American International Group, Inc.
The following table presents the gross components of purchases, sales, issuances and settlements, net, shown
above:
Purchases, Sales,
Issuances and
(in millions) Purchases Sales Settlements Settlements, Net*
Three Months Ended September 30, 2011
Assets:
Bonds available for sale:
Obligations of states, municipalities and political subdivisions $ 78 $ - $ (4) $ 74
Non-U.S. governments - - 1 1
Corporate debt 58 (27) (87) (56)
RMBS (11) - (426) (437)
CMBS 178 - (44) 134
CDO/ABS 405 - (185) 220
Total bonds available for sale 708 (27) (745) (64)
Bond trading securities:
Corporate debt - - (1) (1)
RMBS 197 - (29) 168
CMBS 79 (90) (5) (16)
CDO/ABS 101 (93) (139) (131)
Total bond trading securities 377 (183) (174) 20
Equity securities available for sale:
Common stock - (8) (3) (11)
Preferred stock - - - -
Total equity securities available for sale - (8) (3) (11)
Other invested assets 156 (59) (151) (54)
Total assets $ 1,241 $ (277) $ (1,073) $ (109)
Liabilities:
Policyholder contract deposits $ - $ (32) $ 4 $ (28)
Derivative liabilities, net:
Interest rate contracts - - 9 9
Foreign exchange contracts - - (5) (5)
Equity contracts 1 - (1) -
Commodity contracts - - (1) (1)
Credit contracts - - (5) (5)
Other contracts - - 9 9
Total derivative liabilities, net 1 - 6 7
Other long-term debt - - (14) (14)
Total liabilities $ 1 $ (32) $ (4) $ (35)
37
American International Group, Inc.
Purchases, Sales,
Issuances and
(in millions) Purchases Sales Settlements Settlements, Net*
Nine Months Ended September 30, 2011
Assets:
Bonds available for sale:
Obligations of states, municipalities and political subdivisions $ 254 $ - $ (6) $ 248
Non-U.S. governments 1 (1) 1 1
Corporate debt 478 (27) (235) 216
RMBS 4,613 (22) (1,085) 3,506
CMBS 419 (20) (193) 206
CDO/ABS 666 - (1,283) (617)
Total bonds available for sale 6,431 (70) (2,801) 3,560
Bond trading securities:
Corporate debt - - (10) (10)
RMBS 300 - (46) 254
CMBS 139 (144) (87) (92)
CDO/ABS 245 (219) (247) (221)
Total bond trading securities 684 (363) (390) (69)
Equity securities available for sale:
Common stock - (31) (7) (38)
Preferred stock - - - -
Total equity securities available for sale - (31) (7) (38)
Equity securities trading - - (1) (1)
Other invested assets 506 (217) (854) (565)
Total assets $ 7,621 $ (681) $ (4,053) $ 2,887
Liabilities:
Policyholder contract deposits $ - $ (51) $ 16 $ (35)
Derivative liabilities, net:
Interest rate contracts - - 9 9
Foreign exchange contracts - - (5) (5)
Equity contracts 40 - (2) 38
Commodity contracts - - (21) (21)
Credit contracts - - (15) (15)
Other contracts - - 49 49
Total derivative liabilities, net 40 - 15 55
Other long-term debt - - 242 242
Total liabilities $ 40 $ (51) $ 273 $ 262
* There were no issuances during the three- and nine-month periods ended September 30, 2011.
Both observable and unobservable inputs may be used to determine the fair values of positions classified in
Level 3 in the tables above. As a result, the unrealized gains (losses) on instruments held at September 30, 2011
and 2010 may include changes in fair value that were attributable to both observable (e.g., changes in market
interest rates) and unobservable inputs (e.g., changes in unobservable long-dated volatilities).
38
American International Group, Inc.
and transparency to underlying inputs cannot be observed, current prices are not available and substantial price
variances in quotations among market participants exist.
In certain cases, the inputs used to measure the fair value may fall into different levels of the fair value
hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its
entirety falls is determined based on the lowest level input that is significant to the fair value measurement. AIG’s
assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment.
In making the assessment, AIG considers factors specific to the asset or liability.
AIG’s policy is to record transfers of assets and liabilities into or out of Level 3 at their fair values as of the
end of each reporting period, consistent with the date of the determination of fair value. As a result, the Net
realized and unrealized gains (losses) included in income or other comprehensive income and as shown in the
table above excludes $16 million and $48 million of net gains related to assets and liabilities transferred into
Level 3 during the three- and nine-month periods ended September 30, 2011, respectively, and includes
$38 million and $50 million of net gains related to assets and liabilities transferred out of Level 3 during the
three- and nine-month periods ended September 30, 2011, respectively.
39
American International Group, Inc.
transfers out of Level 3 liabilities, which totaled approximately $99 million and $151 million for the three- and
nine-month periods ended September 30, 2011, respectively, primarily related to certain derivative assets
transferred into Level 3 because of the lack of observable inputs on certain forward commitments. Other transfers
out of Level 3 liabilities were due to movement in market variables.
AIG uses various hedging techniques to manage risks associated with certain positions, including those classified
within Level 3. Such techniques may include the purchase or sale of financial instruments that are classified within
Level 1 and/or Level 2. As a result, the realized and unrealized gains (losses) for assets and liabilities classified
within Level 3 presented in the table above do not reflect the related realized or unrealized gains (losses) on
hedging instruments that are classified within Level 1 and/or Level 2.
Investments in certain entities carried at fair value using net asset value per share
The following table includes information related to AIG’s investments in certain other invested assets, including
private equity funds, hedge funds and other alternative investments that calculate net asset value per share (or
its equivalent). For these investments, which are measured at fair value on a recurring or non-recurring basis,
AIG uses the net asset value per share as a practical expedient to measure fair value.
Hedge funds:
Event-driven Securities of companies undergoing material structural 839 2 1,310 2
changes, including mergers, acquisitions and other
reorganizations
Long-short Securities that the manager believes are undervalued, with 905 - 1,038 -
corresponding short positions to hedge market risk
Relative value Funds that seek to benefit from market inefficiencies and 115 - 230 -
value discrepancies between related investments
Distressed Securities of companies that are already in default, under 317 2 369 20
bankruptcy protection or troubled
Other Non-U.S. companies, futures and commodities, macro and 703 - 708 -
multi-strategy and industry-focused strategies
* Includes investments of entities classified as held for sale of $415 million at December 31, 2010.
40
American International Group, Inc.
At September 30, 2011, private equity fund investments included above are not redeemable during the lives of
the funds and have expected remaining lives that extend in some cases more than 10 years. At that date,
34 percent of the total above had expected remaining lives of less than three years, 52 percent between three and
seven years and 14 percent between seven and 10 years. Expected lives are based upon legal maturity, which can
be extended at the fund manager’s discretion, typically in one-year increments.
At September 30, 2011, hedge fund investments included above are redeemable monthly (12 percent), quarterly
(53 percent), semi-annually (8 percent) and annually (27 percent), with redemption notices ranging from 1 day to
180 days. More than 78 percent require redemption notices of less than 90 days. Investments representing
approximately 52 percent of the value of the hedge fund investments cannot be redeemed, either in whole or in
part, because the investments include various restrictions. The majority of these restrictions were put in place in
2008 and do not have stated end dates. The remaining restrictions, which have pre-defined end dates, are
generally expected to be lifted by the end of 2012. The partial restrictions relate to certain hedge funds that hold
at least one investment that the fund manager deems to be illiquid. In order to treat investors fairly and to
accommodate subsequent subscription and redemption requests, the fund manager isolates these illiquid assets
from the rest of the fund until the assets become liquid.
Fair Value Measurements on a Non-Recurring Basis
AIG also measures the fair value of certain assets on a non-recurring basis, generally quarterly, annually or
when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable.
These assets include cost and equity method investments, life settlement contracts, flight equipment primarily
under operating leases, collateral securing foreclosed loans and real estate and other fixed assets, goodwill and
other intangible assets. AIG uses a variety of techniques to measure the fair value of these assets when
appropriate, as described below:
• Cost and Equity Method Investments: When AIG determines that the carrying value of these assets may not
be recoverable, AIG records the assets at fair value with the loss recognized in earnings. In such cases, AIG
measures the fair value of these assets using the techniques discussed above in Valuation Methodologies —
Direct Private Equity Investments — Other Invested Assets and Valuation Methodologies — Hedge Funds,
Private Equity Funds and Other Investment Partnerships — Other Invested Assets.
• Life Settlement Contracts: AIG measures the fair value of individual life settlement contracts (which are
included in Other invested assets) whenever the carrying value plus the undiscounted future costs that are
expected to be incurred to keep the life settlement contract in force exceed the expected proceeds from the
contract. In those situations, the fair value is determined on a discounted cash flow basis, incorporating
current life expectancy assumptions. The discount rate incorporates current information about market
interest rates, the credit exposure to the insurance company that issued the life settlement contract and
AIG’s estimate of the risk margin an investor in the contracts would require.
• Flight Equipment Primarily Under Operating Leases: AIG evaluates quarterly the need to perform a
recoverability assessment of held for use aircraft considering applicable accounting requirements and
performs this assessment at least annually for all aircraft in the fleet. When AIG determines that the
carrying value of its commercial aircraft may not be recoverable, AIG records the aircraft at fair value with
the loss recognized in earnings. The impairment assessment involves a two-step process in which an initial
assessment for potential impairment is performed whenever events or changes in circumstances indicate an
aircraft’s carrying amount may not be recoverable. If potential impairment is present, undiscounted cash
flows are compared to the carrying value and, if less, the amount of impairment is measured and recorded.
AIG measures the fair value of its commercial aircraft using an income approach based on the present value
of all cash flows from existing contractual and projected lease payments for the period extending to the end
of the aircraft’s economic life in its highest and best use configuration, plus its disposition value based on
expectations of a market participant.
• Collateral Securing Foreclosed Loans on Real Estate and Other Fixed Assets: When AIG takes collateral in
connection with foreclosed loans, AIG generally bases its estimate of fair value on the price that would be
received in a current transaction to sell the asset by itself, by reference to observable transactions for similar
assets.
41
American International Group, Inc.
• Goodwill: AIG tests goodwill for impairment annually or more frequently whenever events or changes in
circumstances indicate the carrying amount of goodwill may not be recoverable. When AIG determines that
goodwill may be impaired, AIG uses techniques including market-based earning multiples of peer companies,
discounted expected future cash flows, appraisals, or, in the case of reporting units being considered for sale,
third-party indications of fair value of the reporting unit, if available, to determine the amount of any
impairment.
• Long-Lived Assets: AIG tests its long-lived assets for impairment whenever events or changes in
circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. AIG measures
the fair value of long-lived assets based on an in-use premise that considers the same factors used to
estimate the fair value of its real estate and other fixed assets under an in-use premise.
• Businesses Held for Sale: When AIG determines that a business qualifies as held for sale and AIG’s carrying
amount is greater than the expected sale price less cost to sell, AIG records an impairment loss for the
difference.
See Notes 2(d), (f), (g) and (h) to the Consolidated Financial Statements in AIG’s 2010 Annual Report on
Form 10-K for additional information about how AIG tests various asset classes for impairment.
The following table presents assets (held as of the dates presented, but excluding discontinued operations)
measured at fair value on a non-recurring basis at the time of impairment and the related impairment charges
recorded during the periods presented:
Impairment Charges
Assets at Fair Value Three Months Ended Nine Months Ended
Non-Recurring Basis September 30, September 30,
(in millions) Level 1 Level 2 Level 3 Total 2011 2010 2011 2010
September 30, 2011
Investment real estate $ - $ - $ 525 $ 525 $ - $ 21 $ 15 $ 551
Other investments - 194 2,105 2,299 181 29 526 106
Aircraft* - - 1,501 1,501 1,518 465 1,676 872
Other assets - - - - - - - 5
Total $ - $ 194 $ 4,131 $ 4,325 $ 1,699 $ 515 $ 2,217 $ 1,534
December 31, 2010
Investment real estate $ - $ - $ 1,588 $ 1,588
Other investments - 4 2,388 2,392
Aircraft - - 4,224 4,224
Other assets - - 2 2
Total $ - $ 4 $ 8,202 $ 8,206
* Aircraft impairment charges include fair value adjustments on aircraft.
42
American International Group, Inc.
The following table presents the gains or losses recorded related to the eligible instruments for which AIG elected
the fair value option:
Interest income and expense and dividend income on assets and liabilities elected under the fair value option
are recognized and classified in the Consolidated Statement of Operations depending on the nature of the
instrument and related market conventions. For Direct Investment book-related activity, interest, dividend income
and interest expense are included in Other income. Otherwise, interest and dividend income are included in Net
investment income in the Consolidated Statement of Operations. Gains and losses on AIG’s Maiden Lane
interests are recorded in Net investment income. See Note 2(a) to the Consolidated Financial Statements in AIG’s
2010 Annual Report on Form 10-K for additional information about AIG’s policies for recognition, measurement,
and disclosure of interest and dividend income and interest expense.
During the three- and nine-month periods ended September 30, 2011, AIG recognized gains of $459 million and
$475 million, respectively, and during the three- and nine-month periods ended September 30, 2010, AIG
recognized losses of $342 million and $732 million, respectively, attributable to the observable effect of changes in
credit spreads on AIG’s own liabilities for which the fair value option was elected. AIG calculates the effect of
these credit spread changes using discounted cash flow techniques that incorporate current market interest rates,
AIG’s observable credit spreads on these liabilities and other factors that mitigate the risk of nonperformance
such as cash collateral posted.
43
American International Group, Inc.
The following table presents the difference between fair values and the aggregate contractual principal amounts
of mortgage and other loans receivable and long-term borrowings for which the fair value option was elected:
At September 30, 2011 and December 31, 2010, there were no significant mortgage or other loans receivable for
which the fair value option was elected that were 90 days or more past due and in non-accrual status.
Fair Value Information about Financial Instruments Not Measured at Fair Value
Information regarding the estimation of fair value for financial instruments not carried at fair value (excluding
insurance contracts and lease contracts) is discussed below:
• Mortgage and other loans receivable: Fair values of loans on real estate and collateral loans were estimated
for disclosure purposes using discounted cash flow calculations based upon discount rates that AIG believes
market participants would use in determining the price that they would pay for such assets. For certain
loans, AIG’s current incremental lending rates for similar type loans is used as the discount rate, as it is
believed that this rate approximates the rates that market participants would use. The fair values of policy
loans were not estimated as AIG believes it would have to expend excessive costs for the benefits derived.
• Other Invested Assets: The majority of Other invested assets that are not measured at fair value represent
investments in hedge funds, private equity funds and other investment partnerships for which AIG uses the
equity method of accounting. The fair value of AIG’s investment in these funds is measured based on AIG’s
share of the funds’ reported net asset value.
• Cash and short-term investments: The carrying values of these assets approximate fair values because of the
relatively short period of time between origination and expected realization, and their limited exposure to
credit risk.
• Policyholder contract deposits associated with investment-type contracts: Fair values for policyholder contract
deposits associated with investment-type contracts not accounted for at fair value were estimated for
disclosure purposes 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. Where
no similar contracts are being offered, the discount rate is the appropriate tenor swap rate (if available) or
current risk-free interest rate consistent with the currency in which the cash flows are denominated.
• Long-term debt: Fair values of these obligations were determined for disclosure purposes by reference to
quoted market prices, where available and appropriate, or discounted cash flow calculations based upon
AIG’s current market-observable implicit-credit-spread rates for similar types of borrowings with maturities
consistent with those remaining for the debt being valued.
44
American International Group, Inc.
The following table presents the carrying value and estimated fair value of AIG’s financial instruments not
measured at fair value:
7. Investments
Securities Available for Sale
The following table presents the amortized cost or cost and fair value of AIG’s available for sale securities:
Other-Than-
Amortized Gross Gross Temporary
Cost or Unrealized Unrealized Fair Impairments
(in millions) Cost Gains Losses Value in AOCI(a)
September 30, 2011
Bonds available for sale:
U.S. government and government sponsored entities $ 7,123 $ 434 $ (3) $ 7,554 $ -
Obligations of states, municipalities and political
subdivisions 36,921 2,558 (89) 39,390 (29)
Non-U.S. governments 18,969 761 (76) 19,654 -
Corporate debt 136,018 11,811 (1,563) 146,266 94
Mortgage-backed, asset-backed and collateralized:
RMBS 32,448 1,507 (1,397) 32,558 (625)
CMBS 8,168 458 (986) 7,640 (143)
CDO/ABS 6,743 498 (474) 6,767 54
Total mortgage-backed, asset-backed and collateralized 47,359 2,463 (2,857) 46,965 (714)
(b)
Total bonds available for sale 246,390 18,027 (4,588) 259,829 (649)
Equity securities available for sale:
Common stock 1,652 1,444 (68) 3,028 -
Preferred stock 83 31 - 114 -
Mutual funds 55 12 - 67 -
Total equity securities available for sale 1,790 1,487 (68) 3,209 -
Total $ 248,180 $ 19,514 $ (4,656) $263,038 $ (649)
45
American International Group, Inc.
Other-Than-
Amortized Gross Gross Temporary
Cost or Unrealized Unrealized Fair Impairments
(in millions) Cost Gains Losses Value in AOCI(a)
December 31, 2010
Bonds available for sale:
U.S. government and government sponsored entities $ 7,239 $ 184 $ (73) $ 7,350 $ -
Obligations of states, municipalities and political
subdivisions 45,297 1,725 (402) 46,620 2
Non-U.S. governments 14,780 639 (75) 15,344 (28)
Corporate debt 118,729 8,827 (1,198) 126,358 99
Mortgage-backed, asset-backed and collateralized:
RMBS 20,661 700 (1,553) 19,808 (648)
CMBS 7,320 240 (1,149) 6,411 (218)
CDO/ABS 6,643 402 (634) 6,411 32
Total mortgage-backed, asset-backed and collateralized 34,624 1,342 (3,336) 32,630 (834)
Total bonds available for sale(b) 220,669 12,717 (5,084) 228,302 (761)
Equity securities available for sale:
Common stock 1,820 1,931 (52) 3,699 -
Preferred stock 400 88 (1) 487 -
Mutual funds 351 46 (2) 395 -
Total equity securities available for sale 2,571 2,065 (55) 4,581 -
Total(c) $ 223,240 $ 14,782 $ (5,139) $232,883 $ (761)
(a) Represents the amount of other-than-temporary impairment losses recognized in Accumulated other comprehensive income. Amount includes
unrealized gains and losses on impaired securities relating to changes in the value of such securities subsequent to the impairment measurement
date.
(b) At September 30, 2011 and December 31, 2010, bonds available for sale held by AIG that were below investment grade or not rated totaled
$20.9 billion and $18.6 billion, respectively.
(c) Excludes $80.5 billion of available for sale securities at fair value from businesses held for sale. See Note 4 herein.
During the third quarter of 2011, Chartis entered into financing transactions using municipal bonds to support
statutory capital by generating taxable income. In these transactions, certain available for sale high grade
municipal bonds were loaned to counterparties, primarily commercial banks and brokerage firms, who receive the
tax-exempt income from the bonds. In return, the counterparties are required to pay Chartis an income stream
equal to the bond coupon of the loaned securities, plus a fee. To secure their borrowing of the securities,
counterparties are required to post liquid collateral (such as high quality fixed maturity securities and cash) equal
to at least 102 percent of the fair value of the loaned securities to third-party custodians for Chartis’ benefit in the
event of default by the counterparties. The collateral is maintained in a third-party custody account and is trued-
up daily based on daily fair value measurements from a third-party pricing source. Chartis is not permitted to sell,
repledge or otherwise control the collateral unless an event of default occurs by the counterparties. At the
termination of these transactions, Chartis and its counterparties are obligated to return the collateral maintained
in the third-party custody account and the identical municipal bonds loaned, respectively. These transactions are
accounted for as secured financing arrangements. Under these secured financing arrangements, securities available
for sale with a fair value of $1.2 billion at September 30, 2011 were loaned to counterparties against collateral
equal to at least 102 percent of the fair value of the loaned securities.
46
American International Group, Inc.
* Excludes fixed maturity and equity securities of businesses held for sale. See Note 4 herein.
47
American International Group, Inc.
At September 30, 2011, AIG held 7,829 and 317 individual fixed maturity and equity securities, respectively, that
were in an unrealized loss position, of which 1,904 of individual securities were in a continuous unrealized loss
position for longer than 12 months. AIG did not recognize the unrealized losses in earnings on these fixed
maturity securities at September 30, 2011, because management neither intends to sell the securities nor does it
believe that it is more likely than not that it will be required to sell these securities before recovery of their
amortized cost basis. Furthermore, management expects to recover the entire amortized cost basis of these
securities. In performing this evaluation, management considered the recovery periods for securities in previous
periods of broad market declines. For fixed maturity securities with significant declines, management performed
fundamental credit analysis on a security-by-security basis, which included consideration of credit enhancements,
expected defaults on underlying collateral, review of relevant industry analyst reports and forecasts and other
available market data.
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.
The following table presents the gross realized gains and gross realized losses from sales or redemptions of AIG’s
available for sale securities:
Three Months Ended September 30, Nine Months Ended September 30,
2011 2010 2011 2010
Gross Gross Gross Gross Gross Gross Gross Gross
Realized Realized Realized Realized Realized Realized Realized Realized
(in millions) Gains Losses Gains Losses Gains Losses Gains Losses
Fixed maturities $ 612 $ 11 $ 879 $ 46 $ 1,462 $ 104 $ 1,449 $ 143
Equity securities 30 10 184 43 178 18 477 73
Total $ 642 $ 21 $ 1,063 $ 89 $ 1,640 $ 122 $ 1,926 $ 216
For the three- and nine-month periods ended September 30, 2011, the aggregate fair value of available for sale
securities sold was $9.0 billion and $33.1 billion, respectively, which resulted in net realized capital gains of
$620 million and $1.5 billion, respectively.
48
American International Group, Inc.
Trading Securities
The following table presents the fair value of AIG’s trading securities:
September 30, 2011 December 31, 2010
Fair Percent Fair Percent
(in millions) Value of Total Value of Total
Fixed Maturities:
U.S. government and government sponsored entities $ 7,557 31% $ 6,902 21%
Non-U.S. governments 36 - 125 1
Corporate debt 781 3 912 3
State, territories and political subdivisions 257 1 316 1
Mortgage-backed, asset-backed and collateralized:
RMBS 1,715 7 1,928 6
CMBS 1,838 7 2,078 6
CDO/ABS and other collateralized 5,704 23 6,331 19
Total mortgage-backed, asset-backed and collateralized 9,257 37 10,337 31
ML II 1,310 5 1,279 4
ML III 5,456 22 6,311 19
Total fixed maturities 24,654 99 26,182 80
Equity securities:
MetLife - - 6,494 20
All other 148 1 158 -
Total equity securities 148 1 6,652 20
Total $ 24,802 100% $ 32,834 100%
49
American International Group, Inc.
Credit Impairments
The following table presents a rollforward of the credit impairments recognized in earnings for available for sale
fixed maturity securities held by AIG(a):
(a) Includes structured, corporate, municipal and sovereign fixed maturity securities.
(b) Represents accretion recognized due to changes in cash flows expected to be collected over the remaining expected term of the credit impaired
securities as well as the accretion due to the passage of time.
(c) In 2010, primarily consists of activity associated with held for sale entities.
50
American International Group, Inc.
for other-than-temporary impairment. Significant increases in undiscounted expected future cash flows for reasons
other than interest rate changes are recognized prospectively as an adjustment to the accretable yield.
The following tables present information on AIG’s PCI securities, which are included in bonds available for sale:
* Represents undiscounted expected cash flows, including both principal and interest.
The following table presents activity for the accretable yield on PCI securities:
(in millions)
Three Months Ended September 30, 2011
Balance, June 30, 2011 $ 2,276
Newly purchased PCI securities 306
Accretion (119)
Effect of changes in interest rate indices (46)
Net reclassification from (to) non-accretable difference, including effects of prepayments (93)
Balance, September 30, 2011 $ 2,324
Six Months Ended September 30, 2011
Balance, March 31, 2011 $ -
Newly purchased PCI securities 2,688
Accretion (194)
Effect of changes in interest rate indices (54)
Net reclassification from (to) non-accretable difference, including effects of prepayments (116)
Balance, September 30, 2011 $ 2,324
8. Lending Activities
The following table presents the composition of Mortgage and other loans receivable:
September 30, December 31,
(in millions) 2011 2010
Commercial mortgages $ 13,342 $ 13,571
Life insurance policy loans 3,064 3,133
Commercial loans, other loans and notes receivable 3,634 4,411
Total mortgage and other loans receivable 20,040 21,115
Allowance for losses (761) (878)
Mortgage and other loans receivable, net $ 19,279 $ 20,237
51
American International Group, Inc.
Commercial mortgages primarily represent loans for office, retail and industrial properties, with exposures in
California and New York representing the largest geographic concentrations (24 percent and 11 percent,
respectively, at September 30, 2011). Over 98 percent and 97 percent of the commercial mortgages were current
as to payments of principal and interest at September 30, 2011 and December 31, 2010, respectively.
The following table presents the credit quality indicators for commercial mortgage loans:
(a) Loans that have been modified in troubled debt restructurings and are performing according to their restructured terms. See discussion of
troubled debt restructurings below.
(b) Does not reflect valuation allowances.
52
American International Group, Inc.
The following table presents a rollforward of the changes in the allowance for losses on Mortgage and other loans
receivable:
* Of the total, $105 million and $101 million relates to individually assessed credit losses on $570 million and $703 million of commercial
mortgage loans as of September 30, 2011 and 2010, respectively
53
American International Group, Inc.
For all other variable interest entities, the primary beneficiary is the entity that has both (1) the power to direct
the activities of the VIE that most significantly affect the entity’s economic performance and (2) the obligation to
absorb losses or the right to receive benefits that could be potentially significant to the VIE. While also
considering these factors, the consolidation conclusion depends on the breadth of AIG’s decision-making ability
and its ability to influence activities that significantly affect the economic performance of the VIE.
Exposure to Loss
AIG’s total off-balance sheet exposure associated with VIEs, primarily consisting of financial guarantees and
commitments to real estate and investment funds, was $0.4 billion and $1.0 billion at September 30, 2011 and
December 31, 2010, respectively.
The following table presents AIG’s total assets, total liabilities and off-balance sheet exposure associated with its
variable interests in consolidated VIEs:
* The assets of each VIE can be used only to settle specific obligations of that VIE.
AIG calculates its maximum exposure to loss to be (i) the amount invested in the debt or equity of the VIE,
(ii) the notional amount of VIE assets or liabilities where AIG has also provided credit protection to the VIE with
the VIE as the referenced obligation, and (iii) other commitments and guarantees to the VIE. Interest holders in
VIEs sponsored by AIG generally have recourse only to the assets and cash flows of the VIEs and do not have
recourse to AIG, except in limited circumstances when AIG has provided a guarantee to the VIE’s interest
holders.
54
American International Group, Inc.
The following table presents total assets of unconsolidated VIEs in which AIG holds a variable interest, as well as
AIG’s maximum exposure to loss associated with these VIEs:
See Notes 6, 7 and 11 to the Consolidated Financial Statements in AIG’s 2010 Annual Report on Form 10-K
for additional information on RMBS, CMBS, and other asset-backed securities.
55
American International Group, Inc.
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 foreign exchange rate or other index or the
occurrence of a specified payment event. Derivatives, with the exception of bifurcated embedded derivatives, are
reflected in the Consolidated Balance Sheet in Derivative assets, at fair value and Derivative liabilities, at fair
value. A bifurcated embedded derivative is recorded at fair value whereas the corresponding host contract is
recorded on an amortized cost basis. A bifurcated embedded derivative is generally presented with the host
contract in the Consolidated Balance Sheet.
The following table presents the notional amounts and fair values of AIG’s derivative instruments:
(a) Notional amount represents a standard of measurement of the volume of derivatives business of AIG. Notional amount is generally not a quantification of market
risk or credit risk and is not recorded in 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 and certain credit contracts. For credit contracts, notional
amounts are net of all underlying subordination.
(b) Fair value amounts are shown before the effects of counterparty netting adjustments and offsetting cash collateral.
56
American International Group, Inc.
The following table presents the fair values of derivative assets and liabilities in the Consolidated Balance Sheet:
AIGFP derivatives $ 90,573 $ 7,113 $ 98,978 $ 9,115 $ 168,033 $ 12,268 $ 173,226 $ 12,379
All other derivatives(c) 22,255 3,124 32,682 3,859 22,224 4,043 31,627 3,001
Total derivatives, gross $ 112,828 10,237 $ 131,660 12,974 $ 190,257 16,311 $ 204,853 15,380
(d)
Counterparty netting (3,784) (3,784) (6,298) (6,298)
Cash collateral(e) (1,707) (2,762) (4,096) (2,902)
Total derivatives, net 4,746 6,428 5,917 6,180
Less: Bifurcated embedded derivatives - 1,362 - 445
Total derivatives on consolidated balance
sheet $ 4,746 $ 5,066 $ 5,917 $ 5,735
(a) Included in All other derivatives are bifurcated embedded derivatives, which are recorded in Policyholder contract deposits.
(b) Included in All other derivatives are bifurcated embedded derivatives, which are recorded in Policyholder contract deposits, Bonds available for sale, at fair value,
and Common and preferred stock, at fair value.
(c) Represents derivatives used to hedge the foreign currency and interest rate risk associated with insurance and ILFC operations, as well as embedded derivatives
included in insurance obligations.
(d) Represents netting of derivative exposures covered by a qualifying master netting agreement.
Hedge Accounting
AIG designated certain derivatives entered into by AIGFP and AIG Markets with third parties as either fair
value or cash flow hedges of certain debt issued by AIG Parent and ILFC. The fair value hedges included
(i) interest rate swaps that were designated as hedges of the change in the fair value of fixed rate debt attributable
to changes in the benchmark interest rate and (ii) foreign currency swaps designated as hedges of the change in
fair value of foreign currency denominated debt attributable to changes in foreign exchange rates and in certain
cases also the benchmark interest rate. With respect to the cash flow hedges, (i) interest rate swaps were
designated as hedges of the changes in cash flows on floating rate debt attributable to changes in the benchmark
interest rate, and (ii) foreign currency swaps were designated as hedges of changes in cash flows on foreign
currency denominated debt attributable to changes in the benchmark interest rate and foreign exchange rates.
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. Regression
analysis is employed to assess the effectiveness of these hedges both on a prospective and retrospective basis. AIG
does not utilize the shortcut method to assess hedge effectiveness. For net investment hedges, a qualitative
methodology is utilized to assess hedge effectiveness.
AIG uses foreign currency denominated debt as hedging instruments in net investment hedge relationships to
mitigate the foreign exchange risk associated with AIG’s non-U.S. dollar functional currency foreign subsidiaries.
AIG assesses the hedge effectiveness and measures the amount of ineffectiveness for these hedge relationships
based on changes in spot exchange rates. AIG records the change in the carrying amount of these investments
related to the effective portion of the hedge in the foreign currency translation adjustment within Accumulated
other comprehensive income. Simultaneously, the ineffective portion, if any, is recorded in earnings. If (i) the
notional amount of the hedging debt matches the designated portion of the net investment and (ii) the hedging
debt is denominated in the same currency as the functional currency of the hedged net investment, no
ineffectiveness is recorded in earnings. For the three- and nine-month periods ended September 30, 2011, AIG
57
American International Group, Inc.
recognized losses of $1 million and $36 million, respectively, and for the three- and nine-month periods ended
September 30, 2010, AIG recognized gains (losses) of $(37) million and $22 million, respectively, included in
Foreign currency translation adjustment in Accumulated other comprehensive income related to the net
investment hedge relationships.
The following table presents the effect of AIG’s derivative instruments in fair value hedging relationships in the
Consolidated Statement of Operations:
The following table presents the effect of AIG’s derivative instruments in cash flow hedging relationships in the
Consolidated Statement of Operations:
(a) Gains and losses reclassified from Accumulated other comprehensive income are recorded in Other income. Gains or losses recognized in
earnings on derivatives for the ineffective portion are recorded in Net realized capital gains (losses).
(b) The effective portion of the change in fair value of a derivative qualifying as a cash flow hedge is recorded in Accumulated other comprehensive
income until earnings are affected by the variability of cash flows in the hedged item. At September 30, 2011, $19 million of the deferred net
gain in Accumulated other comprehensive income is expected to be recognized in earnings during the next 12 months.
58
American International Group, Inc.
The following table presents the effect of AIG’s derivative instruments not designated as hedging instruments in
the Consolidated Statement of Operations:
Gains (Losses)
Recognized in Earnings
Three Months Nine Months
Ended September 30, Ended September 30,
(in millions) 2011 2010 2011 2010
By Derivative Type:
Interest rate contracts(a) $ 523 $ 413 $ 270 $ 156
Foreign exchange contracts 84 (238) 80 (125)
Equity contracts 416 (170) 379 161
Commodity contracts (1) 9 6 (2)
Credit contracts (83) 213 218 662
Other contracts(b) (741) 164 (741) (430)
Total $ 198 $ 391 $ 212 $ 422
By Classification:
Premiums $ 29 $ 22 $ 80 $ 62
Net investment income 2 12 6 21
Net realized capital gains (losses) (355) 723 (97) (674)
Other income (losses) 522 (366) 223 1,013
Total $ 198 $ 391 $ 212 $ 422
(b) Includes embedded derivative gains (losses) of $(812) million and $61 million for the three months ended September 30, 2011 and 2010,
respectively; and embedded derivative gains (losses) of $(807) million and $618 million, respectively, for the nine months ended September 30,
2011 and 2010, respectively.
AIGFP Derivatives
AIGFP enters into derivative transactions to mitigate market risk in its exposures (interest rates, currencies,
commodities, credit and equities) arising from its transactions. In most cases, AIGFP did not hedge its exposures
related to the credit default swaps it had written. As a dealer, AIGFP structured and entered into derivative
transactions to meet the needs of counterparties who may have been seeking to hedge certain aspects of such
counterparties’ operations or obtain a desired financial exposure.
AIGFP’s derivative transactions involving interest rate swap transactions generally involve the exchange of fixed
and floating rate interest payment obligations without the exchange of the underlying notional amounts. AIGFP
typically became 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 cash flows based on the
underlying commodity, equity securities or indices. Also, they may involve the exchange of notional 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.
AIGFP follows a policy of minimizing interest rate, currency, commodity, and equity risks associated with
investment securities by entering into offsetting positions, 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 $221 million of securities to economically hedge its credit risk.
59
American International Group, Inc.
The timing and the amount of cash flows relating to AIGFP’s foreign exchange forwards and exchange traded
futures and options contracts are determined by each of the respective contractual agreements.
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 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.
60
American International Group, Inc.
The following table presents the net notional amount, fair value of derivative (asset) liability and unrealized
market valuation gain (loss) of the AIGFP super senior credit default swap portfolio, including credit default
swaps written on mezzanine tranches of certain regulatory capital relief transactions, by asset class:
61
American International Group, Inc.
The expected weighted average maturity of AIGFP’s super senior credit derivative portfolios as of
September 30, 2011 was 1.0 years for the regulatory capital corporate loan portfolio, 0.5 years for the regulatory
capital prime residential mortgage portfolio, 4.0 years for the regulatory capital other portfolio, 6.6 years for the
multi-sector CDO arbitrage portfolio and 4.4 years for the corporate debt/CLO portfolio.
62
American International Group, Inc.
structures, AIGFP does not expect that it will be required to make payments pursuant to the contractual terms of
those transactions providing regulatory relief.
Arbitrage Portfolio
The arbitrage portfolio includes arbitrage-motivated transactions written on multi-sector CDOs or designated
pools of investment grade senior unsecured corporate debt or CLOs.
The outstanding multi-sector CDO portfolio at September 30, 2011 was written on CDO transactions (including
synthetic CDOs) that generally held a concentration of RMBS, CMBS and inner CDO securities. At
September 30, 2011, approximately $2.8 billion net notional amount (fair value liability of $1.7 billion) of this
portfolio was written on super senior multi-sector CDOs that contain some level of subprime RMBS collateral,
with a concentration in the 2005 and earlier vintages of subprime RMBS. AIGFP’s portfolio also included both
high grade and mezzanine CDOs.
The majority of multi-sector CDO CDS transactions require cash settlement and, other than for collateral
posting, AIGFP is required to make a payment in connection with such transactions only if realized credit losses
in respect of the underlying portfolio exceed AIGFP’s attachment point. As of September 30, 2011, only one
transaction, with a net notional amount of $366 million, has breached its attachment point. AIGFP has paid a
total of $96 million on this transaction, of which $27 million was paid in 2011. In the remainder of the portfolio,
AIGFP’s payment obligations are triggered by the occurrence of a credit event under a single reference security,
and performance is limited to a single payment by AIGFP in return for physical delivery by the counterparty of
the reference security.
Included in the multi-sector CDO portfolio are maturity-shortening puts that allow the holders of the securities
issued by certain CDOs to treat the securities as short-term 2a-7 eligible investments under the Investment
Company Act of 1940 (2a-7 Puts). Holders of securities are required, in certain circumstances, to tender their
securities to the issuer at par. If an issuer’s remarketing agent is unable to resell the securities so tendered,
AIGFP must purchase the securities at par so long as the security has not experienced a payment default and
certain bankruptcy events with respect to the issuer of such security have not occurred. During 2010, AIGFP
terminated all 2a-7 Puts in respect of notes held by holders other than AIGFP and its affiliates. AIGFP is not a
party to any commitments to issue any additional 2a-7 Puts.
The corporate arbitrage portfolio consists principally of CDS transactions written on portfolios of senior
unsecured corporate obligations that were generally rated investment grade at inception of the CDS. These CDS
transactions require cash settlement. Also, included in this portfolio are CDS transactions with a net notional
amount of $1.3 billion written on the senior part of the capital structure of CLOs, which require physical
settlement.
Certain of the super senior credit default swaps provide the counterparties with an additional termination right
if AIG’s rating level falls to BBB or Baa2. At that level, counterparties to the CDS transactions with a net
notional amount of $1.4 billion at September 30, 2011 have the right to terminate the transactions early. If
counterparties exercise this right, the contracts provide for the counterparties to be compensated for the cost to
replace the transactions, or an amount reasonably determined in good faith to estimate the losses the
counterparties would incur as a result of the termination of the transactions.
Because of long-term maturities of the CDS in the arbitrage portfolio, AIG is unable to make reasonable
estimates of the periods during which any payments would be made. However, the net notional amount represents
the maximum exposure to loss on the super senior credit default swap portfolio.
Collateral
Most of AIGFP’s super senior credit default swaps are subject to collateral posting provisions, which typically
are governed by International Swaps and Derivatives Association, Inc. (ISDA) Master Agreements (Master
Agreements) and related Credit Support Annexes (CSA). These provisions differ among counterparties and asset
63
American International Group, Inc.
classes. AIGFP has received collateral calls from counterparties in respect of certain super senior credit default
swaps, of which a large majority relate to multi-sector CDOs. To a lesser extent, AIGFP has also received
collateral calls in respect of certain super senior credit default swaps entered into by counterparties for regulatory
capital relief purposes and in respect of corporate arbitrage.
The amount of future collateral posting requirements is a function of AIG’s credit ratings, the rating of the
reference obligations and the market value of the relevant reference obligations, with the latter being the most
significant factor. While a high level of correlation exists between the amount of collateral posted and the
valuation of these contracts in respect of the arbitrage portfolio, a similar relationship does not exist with respect
to the regulatory capital portfolio given the nature of how the amount of collateral for these transactions is
determined. AIGFP estimates the amount of potential future collateral postings associated with its super senior
credit default swaps using various methodologies. The contingent liquidity requirements associated with such
potential future collateral postings are incorporated into AIG’s liquidity planning assumptions.
At September 30, 2011 and December 31, 2010, the amounts of collateral postings with respect to AIGFP’s
super senior credit default swap portfolio (prior to offsets for other transactions) were $3.2 billion and $3.8 billion,
respectively.
64
American International Group, Inc.
65
American International Group, Inc.
66
American International Group, Inc.
matters, AIG’s liquidity, compensation paid to certain employees, payments made to counterparties, and certain
business practices and valuations of current and former operating insurance subsidiaries. AIG has cooperated, and
will continue to cooperate, in producing documents and other information in response to subpoenas and other
requests.
The National Association of Insurance Commissioners Market Analysis Working Group, led by the states of
Ohio and Iowa, is conducting a multi-state examination of certain accident and health products issued by National
Union Fire Insurance Company of Pittsburgh, Pa. (National Union). The examination formally commenced in
September 2010 after National Union, based on the identification of certain regulatory issues related to the
conduct of its accident and health insurance business, including rate and form issues, producer licensing and
appointment, and vendor management, requested that state regulators collectively conduct an examination of the
regulatory issues in its business. In addition to Ohio and Iowa, the lead states in the multi-state examination are
Minnesota, New Jersey and Pennsylvania, and currently a total of 38 states have agreed to participate in the
examination. The examination is ongoing. An Interim Consent Order was entered into with Ohio on January 7,
2011, in which National Union agreed, on a nationwide basis, to cease marketing directly to individual bank
customers accident/sickness policy forms that had been approved to be sold only as policies providing blanket
coverage, and to certain related remediation and audit procedures. While AIG is in active discussions with the
examiners regarding a regulatory settlement and corrective action plans to resolve the examination and regarding
interim actions to correct and/or mitigate issues identified, AIG cannot predict what other regulatory action will
result from resolving the multi-state examination. There can be no assurance that any regulatory action resulting
from the market conduct issues identified will not have a material adverse effect on AIG’s consolidated results of
operations for an individual reporting period, the ongoing operations of the business being examined, or on
similar business written by other AIG carriers. National Union and other AIG companies are also currently
subject to civil litigation relating to the conduct of their accident and health business, and may be subject to
additional litigation relating to the conduct of such business from time to time in the ordinary course.
AIG’s Subprime Exposure, AIGFP Credit Default Swap Portfolio and Related Matters
AIG, AIGFP and certain directors and officers of AIG, AIGFP and other AIG subsidiaries have been named in
various actions relating to AIG’s exposure to the U.S. residential subprime mortgage market, unrealized market
valuation losses on AIGFP’s super senior credit default swap portfolio, losses and liquidity constraints relating to
AIG’s securities lending program and related disclosure and other matters (Subprime Exposure Issues).
Consolidated 2008 Securities Litigation. Between May 21, 2008 and January 15, 2009, eight purported securities
class action complaints were filed against AIG and certain directors and officers of AIG and AIGFP, AIG’s
outside auditors, and the underwriters of various securities offerings in the United States District Court for the
Southern District of New York (the Southern District of New York), alleging claims under the Securities Exchange
Act of 1934 (the Exchange Act) or claims under the Securities Act of 1933 (the Securities Act). On March 20,
2009, the Court consolidated all eight of the purported securities class actions as In re American International
Group, Inc. 2008 Securities Litigation (the Consolidated 2008 Securities Litigation).
On May 19, 2009, lead plaintiff in the Consolidated 2008 Securities Litigation filed a consolidated complaint on
behalf of purchasers of AIG Common Stock during the alleged class period of March 16, 2006 through
September 16, 2008, and on behalf of purchasers of various AIG securities offered pursuant to AIG’s shelf
registration statements. The consolidated complaint alleges that defendants made statements during the class
period in press releases, AIG’s quarterly and year-end filings, during conference calls, and in various registration
statements and prospectuses in connection with the various offerings that were materially false and misleading and
that artificially inflated the price of AIG Common Stock. The alleged false and misleading statements relate to,
among other things, the Subprime Exposure Issues. The consolidated complaint alleges violations of Sections 10(b)
and 20(a) of the Exchange Act and Sections 11, 12(a)(2), and 15 of the Securities Act. On August 5, 2009,
67
American International Group, Inc.
defendants filed motions to dismiss the consolidated complaint, and on September 27, 2010 the Court denied the
motions to dismiss.
On November 24, 2010 and December 10, 2010, AIG and all other defendants filed answers to the consolidated
complaint denying the material allegations therein and asserting their defenses.
On April 1, 2011, the lead plaintiff in the Consolidated 2008 Securities Litigation filed a motion to certify a
class of plaintiffs.
As of October 31, 2011, plaintiffs have not specified an amount of alleged damages, discovery is ongoing and
the Court has not determined if a class action is appropriate or the size or scope of any class. As a result, AIG is
unable to reasonably estimate the possible loss or range of losses, if any, arising from the litigation.
ERISA Actions — Southern District of New York. Between June 25, 2008, and November 25, 2008, AIG, certain
directors and officers of AIG, and members of AIG’s Retirement Board and Investment Committee were named
as defendants in eight purported class action complaints asserting claims on behalf of participants in certain
pension plans sponsored by AIG or its subsidiaries. On March 19, 2009, the Court consolidated these eight actions
as In re American International Group, Inc. ERISA Litigation II. On June 26, 2009, lead plaintiffs’ counsel filed a
consolidated amended complaint. The action purports to be brought as a class action under the Employee
Retirement Income Security Act of 1974, as amended (ERISA), on behalf of all participants in or beneficiaries of
certain benefit plans of AIG and its subsidiaries that offered shares of AIG Common Stock. In the consolidated
amended complaint, plaintiffs allege, among other things, that the defendants breached their fiduciary
responsibilities to plan participants and their beneficiaries under ERISA, by continuing to offer the AIG Stock
Fund as an investment option in the plans after it allegedly became imprudent to do so. The alleged ERISA
violations relate to, among other things, the defendants’ purported failure to monitor and/or disclose certain
matters, including the Subprime Exposure Issues. On September 18, 2009, defendants filed motions to dismiss the
consolidated amended complaint.
On March 31, 2011, the Court granted defendants’ motions to dismiss with respect to one plan at issue, and
denied defendants’ motions to dismiss with respect to the other two plans at issue.
On August 5, 2011, AIG and all other defendants filed answers to the consolidated complaint denying the
material allegations therein and asserting their defenses.
As of October 31, 2011, plaintiffs have not specified an amount of alleged damages, discovery has only recently
commenced, and the Court has not determined if a class action is appropriate or the size or scope of any class. As
a result, AIG is unable to reasonably estimate the possible loss or range of losses, if any, arising from the
litigation.
Consolidated 2007 Derivative Litigation. On November 20, 2007 and August 6, 2008, purported shareholder
derivative actions were filed in the Southern District of New York naming as defendants directors and officers of
AIG and its subsidiaries and asserting claims on behalf of nominal defendant AIG. The actions have been
consolidated as In re American International Group, Inc. 2007 Derivative Litigation (the Consolidated 2007
Derivative Litigation). On June 3, 2009, lead plaintiff filed a consolidated amended complaint naming additional
directors and officers of AIG and its subsidiaries as defendants. As amended, the factual allegations include the
Subprime Exposure Issues and AIG and AIGFP employee retention payments and related compensation issues.
The claims asserted on behalf of nominal defendant AIG include breach of fiduciary duty, waste of corporate
assets, unjust enrichment, contribution and violations of Sections 10(b) and 20(a) of the Exchange Act. On
August 5 and 26, 2009, AIG and defendants filed motions to dismiss the consolidated amended complaint. On
December 18, 2009, a separate action, previously commenced in the United States District Court for the Central
District of California (Central District of California) and transferred to the Southern District of New York on
June 5, 2009, was consolidated into the Consolidated 2007 Derivative Litigation and dismissed without prejudice
to the pursuit of the claims in the Consolidated 2007 Derivative Litigation.
68
American International Group, Inc.
On March 30, 2010, the Court dismissed the action due to plaintiff’s failure to make a pre-suit demand on
AIG’s Board of Directors. On March 17, 2011, the United States Court of Appeals for the Second Circuit (the
Second Circuit) affirmed the Southern District of New York’s dismissal of the Consolidated 2007 Derivative
Litigation due to plaintiff’s failure to make a pre-suit demand.
On August 10, 2011 and August 15, 2011, the plaintiff that brought the Consolidated 2007 Derivative Litigation
sent letters to AIG’s Board of Directors (the Board) demanding that the Board cause AIG to pursue the claims
asserted in the Consolidated 2007 Derivative Litigation. On September 13, 2011, the Board rejected the demand.
Other Derivative Actions. Separate purported derivative actions, alleging similar claims as the Consolidated
2007 Derivative Litigation, have been brought asserting claims on behalf of the nominal defendant AIG in various
jurisdictions. These actions are described below:
• Supreme Court of New York, Nassau County. On February 29, 2008, a purported shareholder derivative
complaint was filed in the Supreme Court of Nassau County, naming as defendants certain directors and
officers of AIG and its subsidiaries. On March 9, 2009, this action was stayed.
• Supreme Court of New York, New York County. On March 20, 2009, a purported shareholder derivative
complaint was filed in the Supreme Court of New York County naming as defendants certain directors and
officers of AIG and recipients of AIGFP retention payments. The complaint has not been served on any
defendant.
• Delaware Court of Chancery. On September 17, 2008, a purported shareholder derivative complaint was
filed in the Delaware Court of Chancery, naming as defendants certain directors and officers of AIG and its
subsidiaries. On July 17, 2009 the case was stayed. On May 4, 2011, the parties filed a stipulation with the
court agreeing to lift the stay, and granting plaintiff leave to file an amended complaint. On June 17, 2011,
AIG filed a motion to dismiss the second amended complaint due to plaintiff’s failure to make a pre-suit
demand on the Board.
• Superior Court for the State of California, Los Angeles County. On November 20, 2009, a purported
shareholder derivative complaint was filed in the Superior Court for the State of California, Los Angeles
County, naming as defendants certain directors and officers of AIG and its subsidiaries. On February 9,
2010, the case was stayed.
Southern District of New York. On January 4, 2011, Wanda Mimms, a participant in the AIG Incentive Savings
Plan (the Plan), filed a purported derivative action on behalf of the Plan in the United States District Court for
the Southern District of New York against PricewaterhouseCoopers, LLP (PwC) and asserting a claim for
professional malpractice in conducting audits of AIG’s 2007 financial statements. The complaint, as amended on
April 20, 2011, also asserts a claim for breach of fiduciary duty under ERISA against members of the Plan’s
Retirement Board for failing to pursue a claim for professional malpractice on behalf of the Plan against PwC. On
July 6, 2011, the Plan and defendants filed motions to dismiss the amended complaint.
As of October 31, 2011, plaintiff has not specified an amount of alleged damages and motions to dismiss are
pending. As a result, AIG is unable to reasonably estimate the possible loss or range of losses, if any, arising from
the litigation.
Canadian Securities Class Action — Ontario Superior Court of Justice. On November 12, 2008, an application
was filed in the Ontario Superior Court of Justice for leave to bring a purported class action against AIG, AIGFP,
certain directors and officers of AIG and Joseph Cassano, the former Chief Executive Officer of AIGFP, pursuant
to the Ontario Securities Act. If the Court grants the application, a class plaintiff will be permitted to file a
statement of claim against defendants. The proposed statement of claim would assert a class period of
November 10, 2006 through September 16, 2008 (later amended to March 16, 2006 through September 16, 2008)
69
American International Group, Inc.
and would allege that during this period defendants made false and misleading statements and omissions in
quarterly and annual reports and during oral presentations in violation of the Ontario Securities Act.
On April 17, 2009, defendants filed a motion record in support of their motion to stay or dismiss for lack of
jurisdiction and forum non conveniens. On July 12, 2010, the Court adjourned a hearing on the motion pending a
decision by the Supreme Court of Canada in another action with respect to similar issues raised in the action
pending against AIG.
In plaintiff’s proposed statement of claim, plaintiff alleged general and special damages of $500 million, and
punitive damages of $50 million plus prejudgment interest or such other sums as the Court finds appropriate. As
of October 31, 2011, the Court has not determined whether it has jurisdiction or granted plaintiff’s application to
file a statement of claim and no discovery has occurred. As a result, AIG is unable to reasonably estimate the
possible loss or range of losses, if any, arising from the litigation.
70
American International Group, Inc.
Employment Litigation against AIG and AIG Global Real Estate Investment Corporation
On December 9, 2009, AIG Global Real Estate Investment Corporation’s (AIGGRE) former President,
Kevin P. Fitzpatrick, several entities he controls, and various other single purpose entities (the SPEs) filed a
complaint in the Supreme Court of the State of New York, New York County against AIG and AIGGRE (the
Defendants). The case was removed to the Southern District of New York, and an amended complaint was filed
on March 8, 2010. The amended complaint asserts that the Defendants violated fiduciary duties to Fitzpatrick and
his controlled entities and breached Fitzpatrick’s employment agreement and agreements of SPEs that purportedly
entitled him to carried interest fees arising out of the sale or disposition of certain real estate. Fitzpatrick has also
brought derivative claims on behalf of the SPEs, purporting to allege that the Defendants breached contractual
and fiduciary duties in failing to fund the SPEs with various amounts allegedly due under the SPE agreements.
Fitzpatrick has also requested injunctive relief, an accounting, and that a receiver be appointed to manage the
affairs of the SPEs. He has further alleged that the SPEs are subject to a constructive trust. Fitzpatrick also has
alleged a violation of ERISA relating to retirement benefits purportedly due. Fitzpatrick has claimed that he is
currently owed damages totaling approximately $196 million, and that potential future amounts owed to him are
approximately $78 million, for a total of approximately $274 million. Fitzpatrick further claims unspecified
amounts of carried interest on certain additional real estate assets of AIG and its affiliates. He also seeks punitive
damages for the alleged breaches of fiduciary duties. Defendants assert that Fitzpatrick has been paid all amounts
currently due and owing pursuant to the various agreements through which he seeks recovery. As set forth above,
the possible range of loss to AIG is $0 to $274 million, although Fitzpatrick claims that he is also entitled to
additional unspecified amounts of carried interest and punitive damages.
Defendants filed counterclaims against Fitzpatrick and a motion to dismiss. On September 28, 2010, the Court
dismissed the Defendants’ counterclaims, and denied Defendants’ motion to dismiss. On March 14, 2011, both
71
American International Group, Inc.
plaintiffs and defendants filed motions for partial summary judgment. Those motions are still pending, and no trial
date has been set.
72
American International Group, Inc.
Other Regulatory Settlements. AIG’s 2006 regulatory settlements with the SEC, DOJ, NYAG and DOI did not
resolve investigations by regulators from other states into insurance brokerage practices. AIG entered into
agreements effective in early 2008 with the Attorneys General of the States of Florida, Hawaii, Maryland,
Michigan, Oregon, Texas and West Virginia; the Commonwealths of Massachusetts and Pennsylvania; and the
District of Columbia; as well as the Florida Department of Financial Services and the Florida Office of Insurance
Regulation, relating to their respective industry-wide investigations into producer compensation and insurance
placement practices. The settlements called for total payments of $26 million by AIG, of which $4.4 million was
paid under previous settlement agreements. During the term of the settlement agreements, which run through
early 2018, AIG will continue to maintain certain producer compensation disclosure and ongoing compliance
initiatives. AIG will also continue to cooperate with the industry-wide investigations. On April 7, 2010, it was
announced that AIG and the Ohio Attorney General entered into a settlement agreement to resolve the Ohio
Attorney General’s claim concerning producer compensation and insurance placement practices. AIG paid the
Ohio Attorney General $9 million as part of that settlement.
NAIC Examination of Workers’ Compensation Premium Reporting. During 2006, the Settlement Review Working
Group of the National Association of Insurance Commissioners (NAIC), under the direction of the States of
Indiana, Minnesota and Rhode Island, began an investigation into AIG’s reporting of workers’ compensation
premiums. In late 2007, the Settlement Review Working Group recommended that a multi-state targeted market
conduct examination focusing on workers’ compensation insurance be commenced under the direction of the
NAIC’s Market Analysis Working Group. AIG was informed of the multi-state targeted market conduct
examination in January 2008. The lead states in the multi-state examination are Delaware, Florida, Indiana,
Massachusetts, Minnesota, New York, Pennsylvania, and Rhode Island. All other states (and the District of
Columbia) have agreed to participate in the multi-state examination. The examination focused on legacy issues
related to AIG’s writing and reporting of workers’ compensation insurance prior to 1996 and current compliance
with legal requirements applicable to such business.
On December 17, 2010, AIG and the lead states reached an agreement to settle all regulatory liabilities arising
out of the subjects of the multistate examination. The regulatory settlement agreement, which has been agreed to
by all 50 states and the District of Columbia, includes, among other terms, (i) AIG’s payment of $100 million in
regulatory fines and penalties; (ii) AIG’s payment of $46.5 million in outstanding premium taxes; (iii) AIG’s
agreement to enter into a compliance plan describing agreed-upon specific steps and standards for evaluating
AIG’s ongoing compliance with state regulations governing the setting of workers’ compensation insurance
premium rates and the reporting of workers’ compensation premiums; and (iv) AIG’s agreement to pay up to
$150 million in contingent fines in the event that AIG fails to comply substantially with the compliance plan
requirements. The $146.5 million in fines, penalties and premium taxes have been funded out of the $597 million
held in the Workers’ Compensation Fund and placed into an escrow account pursuant to the terms of the
regulatory settlement agreement. The regulatory settlement is contingent upon and will not become effective until,
among other events: (i) a final, court-approved settlement is reached in all the lawsuits that comprise the Workers’
Compensation Premium Reporting Litigation, discussed below, including the putative class action, except that such
settlement need not resolve claims between AIG and the Liberty Mutual Group in order for the regulatory
settlement to become effective and (ii) a settlement is reached and consummated between AIG and certain state
insurance guaranty funds that may assert claims against AIG for underpayment of guaranty-fund assessments.
AIG has established a reserve equal to the amounts payable under the proposed settlement.
The Consolidated 2004 Securities Litigation. Beginning in October 2004, a number of putative securities fraud
class action suits were filed in the Southern District of New York against AIG and consolidated as In re American
73
American International Group, Inc.
International Group, Inc. Securities Litigation (the Consolidated 2004 Securities Litigation). Subsequently, a
separate, though similar, securities fraud action was also brought against AIG by certain Florida pension funds.
The lead plaintiff in the Consolidated 2004 Securities Litigation is a group of public retirement systems and
pension funds benefiting Ohio state employees, suing on behalf of themselves and all purchasers of AIG’s publicly
traded securities between October 28, 1999 and April 1, 2005. The named defendants are AIG and a number of
present and former AIG officers and directors, as well as C.V. Starr & Co., Inc. (Starr), Starr International
Company, Inc. (SICO), General Reinsurance Corporation (General Re), and PwC, among others. The lead
plaintiff alleges, among other things, that AIG: (i) concealed that it engaged in anti-competitive conduct through
alleged payment of contingent commissions to brokers and participation in illegal bid-rigging; (ii) concealed that it
used ‘‘income smoothing’’ products and other techniques to inflate its earnings; (iii) concealed that it marketed
and sold ‘‘income smoothing’’ insurance products to other companies; and (iv) misled investors about the scope of
government investigations. In addition, the lead plaintiff alleges that Maurice R. Greenberg, AIG’s former Chief
Executive Officer, manipulated AIG’s stock price. The lead plaintiff asserts claims for violations of Sections 11
and 15 of the Securities Act, Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder, and
Sections 20(a) and Section 20A of the Exchange Act.
In October 2009, the lead plaintiff advised the Court that it had entered into a settlement agreement with
Greenberg, Howard I. Smith, AIG’s former Chief Financial Officer, Christian M. Milton, Michael J. Castelli,
SICO and Starr. At the lead plaintiff’s request, the Court has entered an order dismissing all of the lead plaintiff’s
claims against these defendants ‘‘without prejudice’’ to any party. The settlement agreement between lead plaintiff
and these defendants was filed with the Court on January 6, 2011.
On February 22, 2010, the Court issued an opinion granting, in part, lead plaintiffs’ motion for class
certification. The Court rejected lead plaintiffs’ request to include in the class purchasers of certain AIG bonds
and declined to certify a class with respect to certain counts of the complaint and dismissed those claims for lack
of standing. With respect to the remaining claims under the Exchange Act on behalf of putative class members
who had purchased AIG Common Stock, the Court declined to certify a class as to certain defendants other than
AIG and rejected lead plaintiffs’ claims that class members could establish injury based on disclosures on two of
the six dates lead plaintiffs had proposed, but certified a class consisting of all shareholders who purchased or
otherwise acquired AIG Common Stock during the class period of October 28, 1999 to April 1, 2005, and who
possessed that stock over one or more of the dates October 14, 2004, October 15, 2004, March 17, 2005 or
April 1, 2005, as well as persons who held AIG Common Stock in two companies at the time they were acquired
by AIG in exchange for AIG Common Stock, and were allegedly damaged thereby. In light of the class
certification decision, on March 5, 2010, the Court denied as moot General Re’s and lead plaintiffs’ motion to
certify their proposed settlement, and on March 18, 2010, PwC withdrew its motion to approve its proposed
settlement with lead plaintiffs. Lead plaintiffs and AIG each filed petitions requesting permission to file an
interlocutory appeal of the class certification decision. AIG, General Re, Richard Napier and Ronald Ferguson
each filed opposition briefs to lead plaintiffs’ petition.
On May 17, 2010, PwC and lead plaintiffs jointly moved for final approval of their settlement as proposed prior
to class certification. On November 30, 2010, the Court approved the settlement between lead plaintiffs and PwC.
On December 13, 2010, four shareholders filed a notice of appeal of the final judgment.
On June 23, 2010, General Re and lead plaintiffs jointly moved for preliminary approval of their settlement. On
September 10, 2010, the Court issued an opinion denying the motion for preliminary approval and, on
September 23, 2010, the Court dismissed the lead plaintiffs’ causes of action with respect to General Re. On
October 21, 2010, lead plaintiffs filed a notice of appeal of the Court’s September 23, 2010 order dismissing the
claims against the Gen Re defendants, as well as the March 4, 2010 order refusing to preliminarily approve a
settlement with the Gen Re defendants, and the February 22, 2010 class certification order to the extent it denied
class certification for the claims against the Gen Re defendants.
74
American International Group, Inc.
On June 28, 2010, the Second Circuit granted AIG’s petition seeking permission to file an interlocutory appeal
of the class certification decision, and denied the petition by lead plaintiffs. On September 1, 2010, AIG and lead
plaintiffs entered into a stipulation to withdraw AIG’s interlocutory appeal without prejudice to reinstate the
appeal in the future, which has been endorsed by the Second Circuit. On August 5, 2011, AIG and lead plaintiffs
entered into a stipulation to extend the time by which the appeal must be reinstated, which has been endorsed by
the Second Circuit.
On July 14, 2010, AIG approved the terms of a settlement (the Settlement) with lead plaintiffs. The Settlement
is conditioned on, among other things, court approval and a minimum level of shareholder participation. Under
the terms of the Settlement, if consummated, AIG will pay an aggregate of $725 million, $175 million of which is
to be paid into escrow within ten days of preliminary court approval. AIG’s obligation to fund the remainder of
the settlement amount was conditioned on its having consummated one or more common stock offerings raising
net proceeds of at least $550 million prior to final court approval.
On July 20, 2010, at the joint request of AIG and lead plaintiffs, the District Court entered an order staying all
deadlines in the case. On November 30, 2010, AIG and lead plaintiffs executed their agreement of settlement and
compromise. On November 30, 2010, lead plaintiffs filed a motion for preliminary approval of the settlement with
AIG. On May 27, 2011, AIG completed a registered public offering of 300 million shares of AIG Common Stock.
The offering ensures that AIG’s payment under the settlement will be in cash, not AIG Common Stock. On
June 10, 2011, pursuant to the Court’s direction, lead plaintiff filed amended shareholder notices reflecting the
fact that AIG’s payment would be in cash because of the completion of the public offering.
On October 5, 2011, the District Court granted lead plaintiffs’ motion for preliminary approval of the settlement
between AIG and lead plaintiffs. Notices to class members of the settlement were mailed on October 14, 2011.
Objections to the settlement and requests to be excluded from the settlement are due to the District Court by
December 30, 2011. The District Court scheduled a hearing on January 31, 2012 to determine whether final
approval of the settlement should be granted.
As of September 30, 2011, AIG had accrued for the full amount of the Settlement.
The Multi-District Litigation. Commencing in 2004, policyholders brought multiple federal antitrust and
Racketeer Influenced and Corrupt Organizations Act (RICO) class actions in jurisdictions across the nation
against insurers and brokers, including AIG and a number of its subsidiaries, alleging that the insurers and
brokers engaged in one or more broad conspiracies to allocate customers, steer business, and rig bids. These
actions, including 24 complaints filed in different federal courts naming AIG or an AIG subsidiary as a defendant,
were consolidated by the judicial panel on multi-district litigation and transferred to the United States District
Court for the District of New Jersey (District of New Jersey) for coordinated pretrial proceedings. The
consolidated actions have proceeded in that Court in two parallel actions, In re Insurance Brokerage Antitrust
Litigation (the Commercial Complaint) and In re Employee Benefits Insurance Brokerage Antitrust Litigation
(the Employee Benefits Complaint, and, together with the Commercial Complaint, the Multi-District Litigation).
The plaintiffs in the Commercial Complaint are a group of corporations, individuals and public entities that
contracted with the broker defendants for the provision of insurance brokerage services for a variety of insurance
needs. The broker defendants are alleged to have placed insurance coverage on the plaintiffs’ behalf with a
number of insurance companies named as defendants, including AIG subsidiaries. The Commercial Complaint
also named various brokers and other insurers as defendants (three of which have since settled). The Commercial
Complaint alleges that defendants engaged in a number of overlapping ‘‘broker-centered’’ conspiracies to allocate
customers through the payment of contingent commissions to brokers and through purported ‘‘bid-rigging’’
practices. It also alleges that the insurer and broker defendants participated in a ‘‘global’’ conspiracy not to
disclose to policyholders the payment of contingent commissions. Plaintiffs assert that the defendants violated the
Sherman Antitrust Act, RICO, and the antitrust laws of 48 states and the District of Columbia, and are liable
under common law breach of fiduciary duty and unjust enrichment theories. Plaintiffs seek treble damages plus
interest and attorneys’ fees as a result of the alleged RICO and Sherman Antitrust Act violations.
75
American International Group, Inc.
The plaintiffs in the Employee Benefits Complaint are a group of individual employees and corporate and
municipal employers alleging claims on behalf of two separate nationwide purported classes: an employee class
and an employer class that acquired insurance products from the defendants from January 1, 1998 to
December 31, 2004. The Employee Benefits Complaint names AIG, as well as various other brokers and insurers,
as defendants. The activities alleged in the Employee Benefits Complaint, with certain exceptions, track the
allegations of customer allocation through steering and bid-rigging made in the Commercial Complaint.
The District Court, in connection with the Commercial and Employee Benefits Complaints, granted (without
leave to amend) defendants’ motions to dismiss the federal antitrust and RICO claims on August 31, 2007 and
September 28, 2007, respectively. The Court declined to exercise supplemental jurisdiction over the state law
claims in the Commercial Complaint and therefore dismissed it in its entirety. Plaintiffs appealed the dismissal of
the Commercial Complaint to the United States Court of Appeals for the Third Circuit (the Third Circuit) on
October 10, 2007. On January 14, 2008, the District Court granted summary judgment to defendants on plaintiffs’
ERISA claims in the Employee Benefits Complaint. On February 12, 2008, plaintiffs filed a notice of appeal to
the Third Circuit with respect to the dismissal of the antitrust and RICO claims in the Employee Benefits
Complaint.
On August 16, 2010, the Third Circuit affirmed the dismissal of the Employee Benefits Complaint in its entirety,
affirmed in part and vacated in part the District Court’s dismissal of the Commercial Complaint, and remanded
the case for further proceedings consistent with the opinion. Specifically, the Third Circuit affirmed the dismissal
of plaintiffs’ broader antitrust and RICO claims, but the Court reversed the District Court’s dismissal of alleged
‘‘Marsh-centered’’ antitrust and RICO claims based on allegations of bid-rigging involving excess casualty
insurance. The Court remanded these Marsh-centered claims to the District Court for consideration as to whether
plaintiffs had adequately pleaded them. Because the Third Circuit vacated in part the judgment dismissing the
federal claims in the Commercial Complaint, the Third Circuit also vacated the District Court’s dismissal of the
state-law claims in the Commercial Complaint.
On October 1, 2010, defendants named in the Commercial Complaint filed motions to dismiss the remaining
remanded claims in the District of New Jersey. On March 18, 2011, AIG and certain other defendants announced
that they had entered into a memorandum of understanding (MOU) with class plaintiffs to settle the claims
asserted against them in the Commercial Complaint. As of May 20, 2011, the parties to the MOU and certain
other defendants entered into a Stipulation of Settlement. Under the terms of the settlement, it is anticipated that
AIG will pay $6.75 million of a total aggregate settlement amount of approximately $37 million. The settlement is
conditioned on final court approval. Plaintiffs’ attorneys’ fees and litigation expenses, and the aggregate costs of
notice and claims administration in connection with the settlement, would be paid from the settlement fund.
On June 20, 2011, the Court ‘‘administratively terminated’’ without prejudice the various Defendants’ pending
motions to dismiss the proposed class plaintiffs’ operative pleading indicating that those motions may be re-filed
after adjudication of all issues related to the proposed class settlement and subject to the approval of the
Magistrate Judge. On June 27, 2011, the Court preliminarily approved the class settlement. On June 30, 2011,
AIG placed its portion of the total settlement payment into escrow. If the settlement does not receive final court
approval, those funds will revert to AIG. A final fairness hearing was held on September 14, 2011. The Court has
not yet ruled on the motion for final approval of the class settlement.
A number of complaints making allegations similar to those in the Multi-District Litigation have been filed
against AIG and other defendants in state and federal courts around the country. The defendants have thus far
been successful in having the federal actions transferred to the District of New Jersey and consolidated into the
Multi-District Litigation. These additional consolidated actions are still pending in the District of New Jersey, but
are currently stayed. In one of those consolidated actions, Palm Tree Computer Systems, Inc. v. Ace USA (Palm
Tree), which is brought by two named plaintiffs on behalf of a proposed class of insurance purchasers, the
plaintiffs allege specifically with respect to their claim for breach of fiduciary duty against the insurer defendants
that neither named plaintiff nor any member of the proposed class suffered damages ‘‘exceeding $74,999 each.’’
76
American International Group, Inc.
Plaintiffs do not specify damages as to other claims against the insurer defendants in the complaint. The plaintiffs
in Palm Tree have not yet sought certification of the class, as that case has been stayed by the District Court of
New Jersey. Because discovery has not been completed and the District Court has not determined if a class action
is appropriate or the size or scope of any class, AIG is unable to reasonably estimate the possible loss or range of
losses, if any, arising from the Palm Tree litigation. In another consolidated action, The Heritage Corp. of South
Florida v. National Union Fire Ins. Co. (Heritage), an individual plaintiff alleges damages ‘‘in excess of $75,000.’’
Because discovery has not been completed and a precise amount of damages has not been specified, AIG is
unable to reasonably estimate the possible loss or range of losses, if any, arising from the Heritage litigation. For
the remaining consolidated actions, as of October 24, 2011, plaintiffs have not specified an amount of alleged
damages arising from these actions. AIG is therefore unable to reasonably estimate the possible loss or range of
losses, if any, arising from these matters.
In June 2011, the Court ordered counsel for each of the tag-along actions in the Multi-District Litigation
(including the following cases where AIG is a defendant: Avery Dennison Corp. v. Marsh & McLennan
Companies, Inc.; Henley Management Co. v. Marsh Inc.; Heritage; and Palm Tree) to submit a letter to the Court
within 30 days of the date of that order that outlines the effect the current proposed class settlement will have on
their respective cases if finalized in due course. In July 2011, several plaintiffs submitted letters to the Court.
Defendants submitted an omnibus response to the Court on August 19, 2011.
On October 17, 2011, the Court conducted a conference and subsequently ordered that discovery and motion
practice may proceed in all tag-along actions. The parties were ordered to submit a proposed scheduling order for
discovery and any additional motion practice to the Court by October 31, 2011.
The AIG defendants have also sought to have state court actions making similar allegations stayed pending
resolution of the Multi-District Litigation proceeding. These efforts have generally been successful, although four
cases have proceeded; one each in Florida and New Jersey state courts that have settled, and one each in Texas
and Kansas state courts have proceeded (although discovery is stayed in both actions). In the Texas action,
plaintiff filed its Fourth Amended Petition on July 13, 2009 and on August 14, 2009, defendants filed renewed
special exceptions. Plaintiff in the Texas action alleges a ‘‘maximum’’ of $125 million in total damages (after
trebling). Because the Court has not rendered a decision on defendants’ renewed special exceptions and discovery
has not been completed, AIG is unable to reasonably estimate the possible loss or range of losses, if any, arising
from the Texas action. In the Kansas action, defendants are appealing to the Kansas Supreme Court the trial
court’s denial of defendants’ motion to dismiss on statute of limitations grounds. In the Kansas action, the plaintiff
alleges damages in an amount ‘‘greater than $75,000’’ for each of the three claims directed against AIG in the
complaint. Because the Kansas Supreme Court has not decided the appeal of the trial court’s denial of
defendants’ motion to dismiss, a precise amount of damages has not been specified and discovery has not been
completed, AIG is unable to reasonably estimate the possible loss or range of losses, if any, from the Kansas
action.
Workers’ Compensation Premium Reporting. On May 24, 2007, the National Council on Compensation
Insurance (NCCI), on behalf of the participating members of the National Workers’ Compensation Reinsurance
Pool (the NWCRP), filed a lawsuit in the United States District Court for the Northern District of Illinois
(Northern District of Illinois) against AIG with respect to the underpayment by AIG of its residual market
assessments for workers’ compensation insurance. The complaint alleged claims for violations of RICO, breach of
contract, fraud and related state law claims arising out of AIG’s alleged underpayment of these assessments
between 1970 and the present and sought damages purportedly in excess of $1 billion. On August 6, 2007, the
Court denied AIG’s motion seeking to dismiss or stay the complaint or, in the alternative, to transfer to the
Southern District of New York. On December 26, 2007, the Court denied AIG’s motion to dismiss the complaint.
On March 17, 2008, AIG filed an amended answer, counterclaims and third-party claims against NCCI (in its
capacity as attorney-in-fact for the NWCRP), the NWCRP, its board members, and certain of the other insurance
companies that are members of the NWCRP alleging violations of RICO, as well as claims for conspiracy, fraud,
77
American International Group, Inc.
and other state law claims. The counterclaim- defendants and third-party defendants filed motions to dismiss on
June 9, 2008. On January 26, 2009, AIG filed a motion to dismiss all claims in the complaint for lack of subject-
matter jurisdiction. On February 23, 2009, the Court issued a decision and order sustaining AIG’s counterclaims
and sustaining, in part, AIG’s third-party claims. The Court also dismissed certain of AIG’s third-party claims
without prejudice.
On April 13, 2009, third-party defendant Liberty Mutual Group (Liberty Mutual) filed third-party counterclaims
against AIG, certain of its subsidiaries, and former AIG executives. On August 23, 2009, the Court granted AIG’s
motion to dismiss the NCCI complaint for lack of standing. On September 25, 2009, AIG filed its First Amended
Complaint, reasserting its RICO claims against certain insurance companies that both underreported their
workers’ compensation premium and served on the NWCRP Board, and repleading its fraud and other state law
claims. Defendants filed a motion to dismiss the First Amended Complaint on October 30, 2009. On October 8,
2009, Liberty Mutual filed an amended counterclaim against AIG. The amended counterclaim is substantially
similar to the complaint initially filed by NCCI, but also seeks damages related to non-NWCRP states, guaranty
funds, and special assessments, in addition to asserting claims for other violations of state law. The amended
counterclaim also removes as defendants the former AIG executives. On October 30, 2009, AIG filed a motion to
dismiss the Liberty amended counterclaim.
On April 1, 2009, Safeco Insurance Company of America (Safeco) and Ohio Casualty Insurance Company
(Ohio Casualty) filed a complaint in the Northern District of Illinois, on behalf of a purported class of all
NWCRP participant members, against AIG and certain of its subsidiaries with respect to the underpayment by
AIG of its residual market assessments for workers’ compensation insurance. The complaint was styled as an
‘‘alternative complaint,’’ should the Court grant AIG’s motion to dismiss the NCCI lawsuit for lack of subject-
matter jurisdiction. The allegations in the class action complaint are substantially similar to those filed by the
NWCRP, but the complaint names former AIG executives as defendants and asserts a RICO claim against those
executives. On August 28, 2009, the class action plaintiffs filed an amended complaint, removing the AIG
executives as defendants. On October 30, 2009, AIG filed a motion to dismiss the amended complaint. On July 16,
2010, Safeco and Ohio Casualty filed their motion for class certification, which AIG opposed on October 8, 2010.
On July 1, 2010, the Court ruled on the pending motions to dismiss that were directed at all parties’ claims.
With respect to the underreporting NWCRP companies’ and board members’ motion to dismiss AIG’s first
amended complaint, the Court denied the motion to dismiss all counts except AIG’s claim for unjust enrichment,
which it found to be precluded by the surviving claims for breach of contract. With respect to NCCI and the
NWCRP’s motion to dismiss AIG’s first amended complaint, the Court denied the NCCI and the NWCRP’s
motions to dismiss AIG’s claims for an equitable accounting and an action on an open, mutual, and current
account. With respect to AIG’s motions to dismiss Liberty’s counterclaims and the class action complaint, the
Court denied both motions, except that it dismissed the class claim for promissory estoppel. On July 30, 2010, the
NWCRP filed a motion for reconsideration of the Court’s ruling denying its motion to dismiss AIG’s claims for an
equitable accounting and an action on an open, mutual, and current account. The Court denied the NWCRP’s
motion for reconsideration on September 16, 2010. The plaintiffs filed a motion for class certification on July 16,
2010. AIG opposed the motion.
On January 5, 2011, AIG executed a term sheet with a group of intervening plaintiffs, made up of seven
participating members of the NWCRP that filed a motion to intervene in the class action for the purpose of
settling the claims at issue on behalf of a settlement class. The proposed class-action settlement would require
AIG to pay $450 million to satisfy all liabilities to the class members arising out of the workers’ compensation
premium reporting issues, a portion of which would be funded out of the remaining amount held in the Workers’
Compensation Fund less any amounts previously withdrawn to satisfy AIG’s regulatory settlement obligations, as
addressed above. On January 13, 2011, their motion to intervene was granted. On January 19, 2011, the
intervening class plaintiffs filed their Complaint in Intervention. On January 28, 2011, AIG and the intervening
class plaintiffs entered into a settlement agreement embodying the terms set forth in the January 5, 2011 term
sheet and filed a joint motion for certification of the settlement class and preliminary approval of the settlement.
78
American International Group, Inc.
If approved by the Court (and such approval becomes final), the settlement agreement will resolve and dismiss
with prejudice all claims that have been made or that could have been made in the consolidated litigations
pending in the Northern District of Illinois arising out of workers’ compensation premium reporting, including the
class action, other than claims that are brought by any class member that opts out of the settlement. On April 29,
2011, Liberty Mutual filed papers in opposition to preliminary approval of the proposed settlement and in
opposition to certification of a settlement class, in which it alleged AIG’s actual exposure, should the class action
continue through judgment, to be in excess of $3 billion. AIG disputes and will defend against this allegation. The
Court held a hearing on the motions for class certification and preliminary approval of the proposed class-action
settlement on June 21 and July 25, 2011.
On August 1, 2011, the Court issued an opinion and order granting the motion for class certification and
preliminarily approving the proposed class-action settlement, subject to certain minor modifications that the Court
noted the parties already had agreed to make. The opinion and order became effective upon the entry of a
separate Findings and Order Preliminarily Certifying a Settlement Class and Preliminarily Approving Proposed
Settlement on August 5, 2011. Liberty Mutual sought leave from the United States Court of Appeals for the
Seventh Circuit to appeal the August 5, 2011 class certification decision, which was denied on August 19, 2011.
Notice of the settlement was issued to the class members on August 19, 2011 advising that any class member
wishing to opt out of or object to the class action-settlement was required to do so by October 3, 2011. RLI
Insurance Company and its affiliates, which were to receive less than one thousand dollars under the proposed
settlement, sent the only purported opt-out notice. Liberty Mutual, including its subsidiaries Safeco and Ohio
Casualty, and the Kemper group of insurance companies, through their affiliate Lumbermens Mutual Casualty,
were the only two objectors. AIG and the settling class plaintiffs filed responses to the objectors’ submissions on
October 28, 2011. A final fairness hearing is scheduled for November 29, 2011.
The $450 million settlement amount was funded in part from the approximately $191.5 million remaining in the
Workers’ Compensation Fund, after the transfer of the $146.5 million in fines, penalties, and premium taxes
discussed in the NAIC Examination of Workers’ Compensation Premium Reporting matter above into an escrow
account pursuant to the regulatory settlement agreement. In the event that the proposed class action settlement is
not approved, the litigation will resume. AIG has an accrued liability equal to the amounts payable under the
settlement.
79
American International Group, Inc.
In November 2007, the trial court dismissed the intervenors’ complaint against the Lawyer Defendants, and the
Alabama Supreme Court affirmed that dismissal in September 2008. After the case was sent back down to the
trial court, the intervenors retained additional counsel and filed an Amended Complaint in Intervention that
named only Caremark and AIG and various subsidiaries as defendants, purported to bring claims against all
defendants for deceit and conspiracy to deceive, and purported to bring a claim against AIG and its subsidiaries
for aiding and abetting Caremark’s alleged deception. The defendants moved to dismiss the Amended Complaint
in Intervention, and the plaintiffs moved to disqualify all of the lawyers for the intervenors because, among other
things, the newly retained firm had previously represented Caremark. The intervenors, in turn, moved to disqualify
the lawyers for the plaintiffs in the first-filed action. The cross-motions to disqualify were withdrawn after the two
sets of plaintiffs agreed that counsel for the original plaintiffs would act as lead counsel, and intervenors also
withdrew their Amended Complaint in Intervention. The trial court approved all of the foregoing steps and, in
April 2009, established a schedule for class action discovery that was to lead to a hearing on class certification in
March 2010. The Court has since appointed a special master to oversee class action discovery and has directed the
parties to submit a new discovery schedule after certain discovery disputes are resolved. Class discovery is ongoing,
and no schedule for the class certification hearing has been set.
As of October 31, 2011, the parties have not completed class action discovery, general discovery has not
commenced, and the court has not determined if a class action is appropriate or the size or scope of any class. As
a result, AIG is unable to reasonably estimate the possible loss or range of losses, if any, arising from the
litigation.
(b) Commitments
Flight Equipment
At September 30, 2011, ILFC had committed to purchase 235 new aircraft and one used aircraft deliverable
from 2011 through 2019, at an estimated aggregate purchase price of approximately $17.5 billion. ILFC will be
required to find lessees for any aircraft acquired and to arrange financing for a substantial portion of the purchase
price.
During 2011, ILFC entered into a contract for the purchase of 100 A320neo family narrowbody aircraft from
Airbus with deliveries beginning in 2015 and canceled its previous purchase commitment for ten A380s. ILFC also
has the right to purchase an additional 50 Airbus A320neo family narrowbody aircraft. In addition, ILFC signed a
purchase agreement for 33 737-800 aircraft from Boeing with deliveries beginning in 2012.
Other Commitments
In the normal course of business, AIG enters into commitments to invest in limited partnerships, private
equities, hedge funds and mutual funds and to purchase and develop real estate in the U.S. and abroad. These
commitments totaled $3.1 billion at September 30, 2011.
(c) Contingencies
Liability for unpaid claims and claims adjustment expense
Although AIG regularly reviews the adequacy of the established Liability for unpaid claims and claims
adjustment expense, there can be no assurance that AIG’s ultimate Liability for unpaid claims and claims
adjustment expense will not develop adversely and materially exceed AIG’s current Liability for unpaid claims and
claims adjustment expense. Estimation of ultimate net claims, claims adjustment expenses and Liability for unpaid
claims and claims adjustment expense is a complex process for long-tail casualty lines of business, which include
excess and umbrella liability, D&O, professional liability, medical malpractice, workers’ compensation, general
liability, products liability and related classes, as well as 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
80
American International Group, Inc.
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 cost 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.
(d) Guarantees
Subsidiaries
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.
In connection with AIGFP’s leasing business, AIGFP has issued, in a limited number of transactions, standby
letters of credit or similar facilities to equity investors in an amount equal to the termination value owing to the
equity investor by the lessee in the event of a lessee default (the equity termination value). The total amount
outstanding at September 30, 2011 was $779 million. In those transactions, AIGFP has agreed to pay such amount
if the lessee fails to pay. The amount payable by AIGFP is, in certain cases, partially offset by amounts payable
under other instruments typically equal to the present value of a scheduled payment to be made by AIGFP. In the
event that AIGFP is required to make a payment to the equity investor, the lessee is unconditionally obligated to
reimburse AIGFP. To the extent that the equity investor is paid the equity termination value from the standby
letter of credit and/or other sources, including payments by the lessee, AIGFP takes an assignment of the equity
investor’s rights under the lease of the underlying property. Because the obligations of the lessee under the lease
transactions are generally economically defeased, lessee bankruptcy is the most likely circumstance in which
AIGFP would be required to pay.
Asset Dispositions
General
AIG is subject to financial guarantees and indemnity arrangements in connection with the completed sales of
businesses pursuant to its asset disposition plan. The various arrangements may be triggered by, among other
things, declines in asset values, the occurrence of specified business contingencies, the realization of contingent
liabilities, developments in litigation or breaches of representations, warranties or covenants provided by AIG.
These arrangements are typically subject to various time limitations, defined by the contract or by operation of
law, such as statutes of limitation. In some cases, the maximum potential obligation is subject to contractual
limitations, while in other cases such limitations are not specified or are not applicable.
AIG is unable to develop a reasonable estimate of the maximum potential payout under certain of these
arrangements. Overall, AIG believes that it is unlikely it will have to make any material payments related to
completed sales under these arrangements, and no material liabilities related to these arrangements have been
recorded in the Consolidated Balance Sheet. See Notes 1 and 4 herein for additional information on sales of
businesses and asset dispositions.
ALICO Sale
Pursuant to the terms of the ALICO stock purchase agreement, AIG has agreed to provide MetLife with
certain indemnities, the most significant of which include:
• Indemnification related to breaches of general representations and warranties with an aggregate deductible
of $125 million and a maximum payout of $2.25 billion. The indemnification extends for 21 months after
November 1, 2010.
81
American International Group, Inc.
• Indemnifications related to specific product, investment, litigation and other matters that are excluded from
the general representations and warranties indemnity. These indemnifications provide for various deductible
amounts, which in certain cases are zero, and maximum exposures, which in certain cases are unlimited, and
extend for various periods after the completion of the sale.
• Tax indemnifications related to insurance reserves that extend for taxable periods ending on or before
December 31, 2013 and that are limited to an aggregate of $200 million, and certain other tax-related
representations and warranties that extend to the expiration of the statute of limitations and are subject to
an aggregate deductible of $50 million.
• Indemnification for taxes incurred by ALICO as a result of the proposed elections under Section 338 of the
Internal Revenue Code (the Code). Such elections have the effect of shifting the federal income tax liability
on the sale from the seller to ALICO. On March 8, 2011, AIG paid MetLife approximately $300 million
related to this indemnity.
In connection with the above, at September 30, 2011, approximately $2.6 billion of proceeds from the ALICO
Sale were on deposit in an escrow arrangement. The escrow arrangement consists of $3.0 billion of initial cash
proceeds from the sale of MetLife securities received upon the completion of the ALICO Sale, less payments of
approximately $300 million as described above, and approximately $97 million paid to MetLife from the escrow
account during the third quarter of 2011 in connection with the indemnification for previously disclosed litigation
relating to Italian internal fund suspensions. The amount required to be held in escrow declines to zero over a
30-month period ending in April 2013, with claims submitted related to the indemnifications reducing the amount
that can be released to AIG. Escrow releases to AIG are generally required to be applied towards the reduction
of the liquidation preference of the Department of the Treasury’s AIA SPV Preferred Interests. See Note 16
herein.
See Note 1 herein for a discussion of the Recapitalization and the May 2011 Common Stock Offering and Sale.
82
American International Group, Inc.
Equity Units
In January, March and June 2011, AIG remarketed the three series of debentures included in the Equity Units.
AIG purchased and retired all of the Series B-1, B-2 and B-3 Debentures representing $2.2 billion in aggregate
principal and as a result, no Series B-1, B-2 or B-3 Debentures remain outstanding.
During the nine months ended September 30, 2011, AIG issued approximately 3.6 million shares of AIG
Common Stock in connection with the settlement of the stock purchase contracts underlying its Equity Units in
three tranches, the third of which was completed in the third quarter of 2011.
* Represents the pre-tax adjustment to Accumulated other comprehensive income as a consequence of the recognition of additional policyholder
benefit reserves of approximately $1.6 billion and a related reduction of deferred acquisition costs (DAC) of approximately $110 million. The
adjustment to policyholder benefit reserves assumes that the unrealized appreciation on available for sale securities is actually realized and that
the proceeds are reinvested at lower yields.
Noncontrolling interests
In connection with the execution of its orderly asset disposition plan, as well as the repayment of the FRBNY
Credit Facility, AIG transferred two of its wholly owned businesses, AIA and ALICO, to two newly created special
purpose vehicles (SPVs) in exchange for all the common and preferred interests of those SPVs. On December 1,
2009, AIG transferred the preferred interests in the SPVs to the FRBNY in consideration for a $25 billion
reduction of the outstanding loan balance and of the maximum amount of credit available under the FRBNY
Credit Facility and amended the terms of the FRBNY Credit Facility. As part of the closing of the
Recapitalization, the remaining preferred interests, with an aggregate liquidation preference of approximately
$20.3 billion at January 14, 2011, were purchased from the FRBNY by AIG and transferred to the Department of
the Treasury as part of the consideration for the exchange of the Series F Preferred Stock. Under the terms of the
83
American International Group, Inc.
SPVs’ limited liability company agreements, the SPVs generally may not distribute funds to AIG until the
liquidation preferences and preferred returns on the preferred interests have been repaid in full and concurrent
distributions have been made on certain participating returns attributable to the preferred interests.
The common interests, which were retained by AIG, entitle AIG to 100 percent of the voting power of the
SPVs. The voting power allows AIG to elect the boards of managers of the SPVs, who oversee the management
and operation of the SPVs. Primarily due to the substantive participation rights of the preferred interests, the
SPVs were determined to be variable interest entities. As the primary beneficiary of the SPVs, AIG consolidates
the SPVs.
The rights originally held by the FRBNY through its ownership of the preferred interests are now held by the
Department of the Treasury. In connection with the Recapitalization, AIG agreed to cause the proceeds of certain
asset dispositions to be used to redeem the remaining preferred interests.
As a result of the closing of the Recapitalization on January 14, 2011, the SPV Preferred Interests held by the
Department of the Treasury are not considered permanent equity on AIG’s Consolidated Balance Sheet, and were
classified as redeemable non-controlling interests. As part of the Recapitalization, AIG used approximately
$6.1 billion of the cash proceeds from the sale of ALICO to pay down a portion of the liquidation preference of
the SPV Preferred Interests. The SPV Preferred Interests were further reduced by approximately $11.5 billion
using proceeds from the sale of AIG Star, AIG Edison, Nan Shan, and MetLife securities received in the sale of
ALICO. During the first quarter of 2011, the liquidation preference of the Preferred Interests in the ALICO SPV
was paid in full.
Redeemable Non-redeemable
Noncontrolling interests Noncontrolling interests
Held by
Department Held by
(in millions) of Treasury Other Total FRBNY Other Total
Nine Months Ended September 30, 2011
Balance, beginning of year $ - $ 434 $ 434 $ 26,358 $ 1,562 $ 27,920
Repurchase of SPV preferred interests in connection with
Recapitalization - - - (26,432) - (26,432)
Exchange of consideration for preferred stock in connection
with Recapitalization 20,292 - 20,292 - - -
Repayment to Department of the Treasury (11,453) - (11,453) - - -
Net distributions - (16) (16) - (34) (34)
Consolidation (deconsolidation) - (309) (309) - (123) (123)
Acquisition of noncontrolling interest - - - - (487) (487)
Comprehensive income:
Net income (loss) 464 (4) 460 74 51 125
Accumulated other comprehensive loss, net of tax:
Unrealized losses on investments - - - - (157) (157)
Foreign currency translation adjustments - - - - 4 4
Total accumulated other comprehensive loss, net of
tax - - - - (153) (153)
Total comprehensive income (loss) 464 (4) 460 74 (102) (28)
Other - - - - (45) (45)
Balance, end of period $ 9,303 $ 105 $ 9,408 $ - $ 771 $ 771
84
American International Group, Inc.
Redeemable Non-redeemable
Noncontrolling interests Noncontrolling interests
Held by
Department Held by
(in millions) of Treasury Other Total FRBNY Other Total
Nine Months Ended September 30, 2010
Balance, beginning of year $ - $ 959 $ 959 $ 24,540 $ 3,712 $ 28,252
Net contributions - 305 305 - 74 74
Consolidation (deconsolidation) - 727 727 - (2,261) (2,261)
Comprehensive income:
Net income - 90 90 1,415 188 1,603
Accumulated other comprehensive income, net of
tax:
Unrealized gains on investments - 10 10 - 104 104
Foreign currency translation adjustments - (5) (5) - (2) (2)
Total accumulated other comprehensive income, net
of tax - 5 5 - 102 102
Total comprehensive income - 95 95 1,415 290 1,705
Other - (59) (59) - 101 101
Balance, end of period $ - $2,027 $ 2,027 $ 25,955 $ 1,916 $ 27,871
85
American International Group, Inc.
The following table presents the computation of basic and diluted EPS:
* Dilutive shares are calculated using the treasury stock method and include dilutive shares from share-based employee compensation plans, and
the warrant issued to the Department of the Treasury on April 17, 2009 to purchase up to 150 shares of AIG Common Stock (Series F
Warrant). The number of shares excluded from diluted shares outstanding were 79 million and 75 million for the three- and nine-month periods
ended September 30, 2011 and 12 million for the three- and nine-month periods ended September 30, 2010, respectively, because the effect
would have been anti-dilutive. Shares excluded for the three- and nine-month periods ended September 30, 2011 include 75 million and
70 million shares, respectively, representing the weighted average number of warrants to purchase AIG Common Stock that were issued to
shareholders on January 19, 2011.
86
American International Group, Inc.
Deemed dividends represent the excess of (i) the fair value of the consideration transferred to the Department
of the Treasury, which consists of 1,092,169,866 shares of AIG Common Stock, $20.2 billion of redeemable SPV
Preferred Interests, and a liability for a commitment by AIG to pay the Department of the Treasury’s costs to
dispose of all of its shares, over (ii) the carrying value of the Series E and F Preferred Stock. The fair value of the
AIG Common Stock issued for the Series C Preferred Stock over the carrying value of the Series C Preferred
Stock is not a deemed dividend because the Series C Preferred Stock was contingently convertible into the
562,868,096 shares of AIG Common Stock for which it was exchanged. See Note 1 herein for further discussion.
Pension Postretirement
Non-U.S. U.S. Non-U.S. U.S.
(in millions) Plans Plans Total Plans Plans Total
Three Months Ended September 30, 2011
Components of net periodic benefit cost:
Service cost $ 14 $ 40 $ 54 $ 1 $ 3 $ 4
Interest cost 9 54 63 1 3 4
Expected return on assets (6) (64) (70) - - -
Amortization of prior service credit (1) - (1) - - -
Amortization of net loss 3 9 12 - - -
Other 6 - 6 - - -
Net periodic benefit cost $ 25 $ 39 $ 64 $ 2 $ 6 $ 8
Amount associated with discontinued operations $ 2 $ - $ 2 $ 1 $ - $ 1
Three Months Ended September 30, 2010
Components of net periodic benefit cost:
Service cost $ 38 $ 35 $ 73 $ 2 $ 2 $ 4
Interest cost 15 54 69 1 4 5
Expected return on assets (9) (64) (73) - - -
Amortization of prior service credit (2) - (2) - - -
Amortization of net loss 11 11 22 - - -
Other 1 - 1 - - -
Net periodic benefit cost $ 54 $ 36 90 $ 3 $ 6 $ 9
Amount associated with discontinued operations $ 32 $ 3 35 $ 1 $ - $ 1
87
American International Group, Inc.
88
American International Group, Inc.
from the unadjusted Citigroup Pension Discount Curve, declined from 5.5 percent at December 31, 2010 to
4.5 percent at September 30, 2011.
89
American International Group, Inc.
90
American International Group, Inc.
benefits that, if recognized, would favorably affect the effective tax rate were $3.7 billion and $3.6 billion,
respectively.
Interest and penalties related to unrecognized tax benefits are recognized in income tax expense. At
September 30, 2011 and December 31, 2010, AIG accrued $857 million and $952 million, respectively, for the
payment of interest (net of the federal benefit) and penalties. For the nine-month periods ended September 30,
2011 and 2010, AIG recognized $(58) million and $74 million, respectively, of income tax expense (benefit) for
interest (net of the federal benefit) and penalties.
Although it is reasonably possible that a change in the balance of unrecognized tax benefits may occur within
the next twelve months, at this time it is not possible to estimate the range of the change due to the uncertainty
of the potential outcomes.
91
American International Group, Inc.
(a) Includes intercompany derivative asset positions, which are reported at fair value before credit valuation adjustment.
(b) Eliminated in consolidation.
(c) For September 30, 2011 and December 31, 2010, includes intercompany tax payable of $9.9 billion and $28.1 billion, respectively, and intercompany derivative liabilities of
$586 million and $150 million, respectively, for American International Group, Inc. (As Guarantor) and intercompany tax receivable of $108 million and $152 million,
respectively, for SAFG, Inc.
92
American International Group, Inc.
93
American International Group, Inc.
American
International Reclassifications
Group, Inc. Other and Consolidated
(in millions) (As Guarantor) SAFG, Inc. Subsidiaries Eliminations AIG
Nine Months Ended September 30, 2011
Revenues:
Equity in undistributed net income (loss) of consolidated subsidiaries(a) $ (2,652) $ 78 $ - $ 2,574 $ -
Dividend income from consolidated subsidiaries(a) 5,199 - - (5,199) -
Change in fair value of ML III (831) - (23) - (854)
Other revenue(b) 639 1,297 45,746 - 47,682
Total revenues 2,355 1,375 45,723 (2,625) 46,828
Expenses:
Interest expense on FRBNY Credit Facility 72 - - (2) 70
Other interest expense 2,194 223 487 - 2,904
Loss on extinguishment of debt 3,331 - 61 - 3,392
Other expense 502 - 43,892 - 44,394
Total expenses 6,099 223 44,440 (2) 50,760
Income (loss) from continuing operations before income tax benefit (3,744) 1,152 1,283 (2,623) (3,932)
Income tax benefit(c) (810) (30) (282) - (1,122)
Income (loss) from continuing operations (2,934) 1,182 1,565 (2,623) (2,810)
Income (loss) from discontinued operations 934 - 463 (2) 1,395
Net income (loss) (2,000) 1,182 2,028 (2,625) (1,415)
Less:
Net income from continuing operations attributable to noncontrolling interests:
Nonvoting, callable, junior and senior preferred interests - - - 538 538
Other - - 28 - 28
Total income from continuing operations attributable to noncontrolling interests - - 28 538 566
Income from discontinued operations attributable to noncontrolling interests - - 19 - 19
Total net income attributable to noncontrolling interests - - 47 538 585
Net income (loss) attributable to AIG $ (2,000) $ 1,182 $ 1,981 $ (3,163) $ (2,000)
Nine Months Ended September 30, 2010
Revenues:
Equity in undistributed net income (loss) of consolidated subsidiaries(a) $ (2,616) $ 1,120 $ - $ 1,496 $ -
Dividend income from consolidated subsidiaries(a) 1,206 - - (1,206) -
Change in fair value of ML III - - 1,410 - 1,410
Other revenue(b) 2,130 148 52,636 - 54,914
Total revenues 720 1,268 54,046 290 56,324
Expenses:
Interest expense on FRBNY Credit Facility 2,907 - - (61) 2,846
Other interest expense 1,735 282 929 3 2,949
Other expenses 1,280 - 45,801 - 47,081
Total expenses 5,922 282 46,730 (58) 52,876
Income (loss) from continuing operations before income tax expense (benefit) (5,202) 986 7,316 348 3,448
Income tax expense (benefit)(c) (1,829) (42) 2,915 - 1,044
Income (loss) from continuing operations (3,373) 1,028 4,401 348 2,404
Loss from discontinued operations (17) - (4,023) (61) (4,101)
Net income (loss) (3,390) 1,028 378 287 (1,697)
Less:
Net income from continuing operations attributable to noncontrolling interests:
Nonvoting, callable, junior and senior preferred interests - - - 1,415 1,415
Other - - 243 - 243
Total income from continuing operations attributable to noncontrolling interests - - 243 1,415 1,658
Income from discontinued operations attributable to noncontrolling interests - - 35 - 35
Total net income attributable to noncontrolling interests - - 278 1,415 1,693
Net income (loss) attributable to AIG $ (3,390) $ 1,028 $ 100 $ (1,128) $ (3,390)
94
American International Group, Inc.
American Other
International Subsidiaries
Group, Inc. and Consolidated
(in millions) (As Guarantor) SAFG, Inc. Eliminations AIG
Nine Months Ended September 30, 2011
Net cash (used in) provided by operating activities –
continuing operations $ (4,473) $ 1,033 $ (1,013) $ (4,453)
Net cash (used in) provided by operating activities –
discontinued operations - - 3,370 3,370
Net cash (used in) provided by operating activities (4,473) 1,033 2,357 (1,083)
Cash flows from investing activities:
Sales of investments 2,425 - 63,818 66,243
Sales of divested businesses, net 1,075 - (488) 587
Purchase of investments (8) - (77,636) (77,644)
Loans to subsidiaries – net 4,031 - (4,031) -
Contributions to subsidiaries – net* (16,878) - 16,878 -
Net change in restricted cash 2,001 - 24,407 26,408
Net change in short-term investments (9,892) - 25,302 15,410
Other, net* 1,165 - (619) 546
Net cash (used in) provided by investing activities –
continuing operations (16,081) - 47,631 31,550
Net cash (used in) provided by investing activities –
discontinued operations - - 4,478 4,478
Net cash (used in) provided by investing activities (16,081) - 52,109 36,028
Cash flows from financing activities:
Federal Reserve Bank of New York credit facility
repayments (14,622) - - (14,622)
Issuance of other long-term debt 2,135 - 4,162 6,297
Repayments on other long-term debt (4,450) - (10,494) (14,944)
Drawdown on the Department of the Treasury
Commitment* 20,292 - - 20,292
Issuance of Common Stock 5,055 - - 5,055
Intercompany loans – net 12,408 (1,033) (11,375) -
Other, net* (148) - (35,432) (35,580)
Net cash (used in) provided by financing activities –
continuing operations 20,670 (1,033) (53,139) (33,502)
Net cash (used in) provided by financing activities –
discontinued operations - - (1,942) (1,942)
Net cash (used in) provided by financing activities 20,670 (1,033) (55,081) (35,444)
Effect of exchange rate changes on cash - - 37 37
Change in cash 116 - (578) (462)
Cash at beginning of period 49 - 1,509 1,558
Change in cash of businesses held for sale - - 446 446
Cash at end of period $ 165 $ - $ 1,377 $ 1,542
95
American International Group, Inc.
American Other
International Subsidiaries
Group, Inc. and Consolidated
(in millions) (As Guarantor) SAFG, Inc. Eliminations AIG
Nine Months Ended September 30, 2010
Net cash (used in) provided by operating activities –
continuing operations $ (345) $ (178) $ 9,492 $ 8,969
Net cash (used in) provided by operating activities –
discontinued operations - - 6,146 6,146
Net cash (used in) provided by operating activities (345) (178) 15,638 15,115
Cash flows from investing activities:
Sales of investments 1,523 - 59,491 61,014
Sales of divested businesses, net 278 - 1,625 1,903
Purchase of investments (52) - (71,563) (71,615)
Loans to subsidiaries – net 2,381 - (2,381) -
Contributions to subsidiaries – net (2,590) - 2,590 -
Net change in restricted cash (237) - (102) (339)
Net change in short-term investments (465) - 5,453 4,988
Other, net (70) - (144) (214)
Net cash (used in) provided by investing activities –
continuing operations 768 - (5,031) (4,263)
Net cash (used in) provided by investing activities –
discontinued operations - - (3,264) (3,264)
Net cash (used in) provided by investing activities 768 - (8,295) (7,527)
Cash flows from financing activities:
Federal Reserve Bank of New York credit facility
borrowings 14,900 - - 14,900
Federal Reserve Bank of New York credit facility
repayments (14,444) - (4,068) (18,512)
Issuance of other long-term debt - - 9,683 9,683
Repayments on other long-term debt (2,389) (500) (7,592) (10,481)
Proceeds from drawdown on the Department of the
Treasury Commitment 2,199 - - 2,199
Repayment of Department of the Treasury SPV Preferred
Interests
Repayment of Federal Reserve Bank of New York SPV
Preferred Interests
Issuance of Common Stock
Acquisition of noncontrolling interest
Intercompany loans – net (670) 676 (6) -
Other, net (3) - (2,629) (2,632)
Net cash (used in) provided by financing activities –
continuing operations (407) 176 (4,612) (4,843)
Net cash (used in) provided by financing activities –
discontinued operations - - (3,929) (3,929)
Net cash (used in) provided by financing activities (407) 176 (8,541) (8,772)
Effect of exchange rate changes on cash - - (4) (4)
Change in cash 16 (2) (1,202) (1,188)
Cash at beginning of period 57 2 4,341 4,400
Change in cash of businesses held for sale - - (1,544) (1,544)
Cash at end of period $ 73 $ - $ 1,595 $ 1,668
96
American International Group, Inc.
American Other
International Subsidiaries
Group, Inc. and Consolidated
(As Guarantor) SAFG, Inc. Eliminations AIG
Cash (paid) received during the nine months ended September 30,
2011 for:
Interest:
Third party* $ (6,337) $ (96) $ (1,519) $ (7,952)
Intercompany (258) (127) 385 -
Taxes:
Income tax authorities $ 13 $ - $ (656) $ (643)
Intercompany (793) - 793 -
Cash (paid) received during the nine months ended September 30,
2010 for:
Interest:
Third party $ (1,856) $ (146) $ (1,976) $ (3,978)
Intercompany (1) (170) 171 -
Taxes:
Income tax authorities $ (30) $ - $ (1,104) $ (1,134)
Intercompany 736 - (736) -
* Includes payment of FRBNY Credit Facility accrued compounded interest of $4.7 billion in the first quarter of 2011.
American International Group, Inc. (As Guarantor) supplementary disclosure of non-cash activities:
97
American International Group, Inc.
$500 million, with an unaffiliated international financial institution pursuant to which AIG has the right, for a
period of five years, to issue up to $500 million in senior debt to the financial institution, at AIG’s discretion.
98
American International Group, Inc.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Cautionary Statement Regarding Forward-Looking Information
This Quarterly Report on Form 10-Q and other publicly available documents may include, and officers and
representatives of American International Group, Inc. (AIG) may from time to time make, projections, goals,
assumptions and statements that may constitute ‘‘forward-looking statements’’ within the meaning of the Private
Securities Litigation Reform Act of 1995. These projections, goals, assumptions 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, goals, assumptions and statements include
statements preceded by, followed by or including words such as ‘‘believe’’, anticipate’’, ‘‘expect’’, ‘‘intend’’, ‘‘plan’’,
‘‘view’’, ‘‘target’’ or ‘‘estimate’’. These projections, goals, assumptions and statements may address, among other
things:
• the timing of the disposition of the ownership position of the United States Department of the Treasury
(Department of the Treasury) in AIG;
• the timing and method of repayment of the preferred interests (the SPV Preferred Interests) in AIA
Aurora LLC held by the Department of the Treasury;
• AIG’s exposures to subprime mortgages, monoline insurers, the residential and commercial real estate
markets, state and municipal bond issuers and sovereign bond issuers;
• AIG’s strategy for risk management;
• AIG’s ability to retain and motivate its employees;
• AIG’s generation of deployable capital;
• AIG’s return on equity and earnings per share long-term aspirational goals;
• AIG’s strategy to grow net investment income, efficiently manage capital and reduce expenses;
• AIG’s strategy for customer retention, growth, product development, market position, financial results and
reserves; and
• The revenues and combined ratios of AIG’s subsidiaries.
It is possible that AIG’s actual results and financial condition will differ, possibly materially, from the results
and financial condition indicated in these projections, goals, assumptions and aspirational statements. Factors that
could cause AIG’s actual results to differ, possibly materially, from those in the specific projections, goals,
assumptions and statements include:
• actions by credit rating agencies;
• changes in market conditions;
• the occurrence of catastrophic events;
• significant legal proceedings;
• concentrations in AIG’s investment portfolios, including its municipal bond portfolio;
• judgments concerning casualty insurance underwriting and reserves;
• judgments concerning the recognition of deferred tax assets;
• judgments concerning the recoverability of aircraft values in International Lease Finance Corporation’s
(ILFC) fleet; and
• such other factors as are discussed throughout this Management’s Discussion and Analysis of Financial
Condition and Results of Operations (MD&A) in this Quarterly Report on Form 10-Q, in Part II, Item 1A.
Risk Factors in the Quarterly Report on Form 10-Q of AIG for the quarterly period ended March 31, 2011
99
American International Group, Inc.
(AIG’s 2011 First Quarter Form 10-Q), and in Part II, Item 7. Management’s Discussion and Analysis of
Financial Condition and Results of Operations and Part I, Item 1A. Risk Factors of the Annual Report on
Form 10-K of AIG for the year ended December 31, 2010 (AIG’s 2010 Annual Report on Form 10-K).
AIG is not under any obligation and expressly disclaims any obligation to update or alter any projections, goals,
assumptions or other statements, whether written or oral, that may be made from time to time, whether as a
result of new information, future events or otherwise. Unless the context otherwise requires, the term ‘‘AIG’’
means AIG and its consolidated subsidiaries.
Executive Overview
This executive overview of management’s discussion and analysis highlights selected information and may not contain
all of the information that is important to readers of AIG’s financial statements. This Quarterly Report on Form 10-Q
should be read in its entirety, together with AIG’s Quarterly Report on Form 10-Q for the quarterly period ended
June 30, 2011, AIG’s 2011 First Quarter Form 10-Q and AIG’s 2010 Annual Report on Form 10-K, for a complete
description of events, trends and uncertainties as well as the capital, liquidity, credit, operational and market risks and
the critical accounting estimates affecting AIG and its subsidiaries.
In order to align financial reporting with changes made during 2011 to the manner in which AIG’s chief
operating decision makers review the businesses to make decisions about resources to be allocated and to assess
performance, changes were made to AIG’s segment information. See Note 3 to the Consolidated Financial
Statements for additional information. AIG now reports the results of its operations as follows:
• Chartis — AIG’s property and casualty operations are conducted through multiple-line companies writing
substantially all commercial and consumer lines both domestically and abroad. Chartis offers its products
through a diverse, multi-channel distribution network that includes agents, wholesalers, global and local
brokers, and direct-to-consumer platforms. Beginning in the third quarter of 2010, reporting includes the
results of Fuji Fire & Marine Insurance Company Limited (Fuji), which writes primarily consumer lines in
Japan.
• SunAmerica Financial Group (SunAmerica) — SunAmerica offers a comprehensive suite of products and
services to individuals and groups, including term life insurance, universal life insurance, accident and health
(A&H) insurance, fixed and variable deferred annuities, fixed payout annuities, mutual funds and financial
planning. SunAmerica offers its products and services through a diverse, multi-channel distribution network
that includes banks, national, regional and independent broker-dealers, affiliated financial advisors,
independent marketing organizations, independent and career insurance agents, structured settlement
brokers, benefit consultants and direct-to-consumer platforms.
• Aircraft Leasing — AIG’s commercial aircraft leasing business is conducted through ILFC.
100
American International Group, Inc.
Financial Overview
AIG’s loss from continuing operations before income taxes was $4.4 billion for the three months ended
September 30, 2011 compared to income of $0.3 billion for the same period in 2010 primarily driven by the
following:
• lower underwriting income for Chartis reflecting significant catastrophe losses of $574 million in the current
year period, including losses from Hurricane Irene of $372 million, compared to losses of $72 million in the
same period in 2010;
• lower operating income for SunAmerica reflecting a decline in net investment income resulting from fair
value losses on Maiden Lane II LLC (ML II, and together with ML III, the Maiden Lane Interests), lower
partnership income and losses on an equity method investment, as well as higher DAC amortization and
policyholder benefit expenses due to weaker equity market conditions;
• increased losses for Aircraft Leasing due to impairment charges, fair value adjustments and lease-related
charges on aircraft of $1.5 billion in 2011 compared to $465 million in 2010;
• a decline in the fair value of AIA ordinary shares of $2.3 billion that offset the majority of the $2.6 billion
gain recorded for the first six months of 2011;
• income in 2010 from divested businesses prior to their sale totaling $637 million, primarily representing AIA;
and
• a $931 million reduction in the fair value of ML III due to significant spread widening, reduced interest
rates and changes in the timing of future estimated cash flows compared to an increase in the fair value of
$301 million in the same period in 2010.
Partially offsetting these declines was lower interest expense of $1.4 billion primarily resulting from the January
2011 repayment of the Credit Agreement, dated as of September 22, 2008 (as amended, the Federal Reserve Bank
of New York (FRBNY) Credit Facility) and net realized capital gains in the 2011 period compared to net realized
capital losses in 2010.
In the first nine months of 2011, income from continuing operations before income taxes decreased $7.4 billion
compared to the same period in 2010 and reflected the following:
• a $3.3 billion loss on extinguishment of debt recorded in the first quarter of 2011, primarily consisting of the
accelerated amortization of the prepaid commitment fee asset resulting from the termination of the FRBNY
Credit Facility on January 14, 2011;
101
American International Group, Inc.
• significant catastrophe losses for Chartis totaling $2.8 billion, including losses from Hurricane Irene
mentioned above, the U.S. tornadoes in the second quarter of 2011 and the Tohoku catastrophe in the first
quarter of 2011, compared to catastrophe losses of $873 million in the first nine months of 2010;
• $2.7 billion in unfavorable fair value adjustments on the Maiden Lane Interests;
• an increase in impairment charges, fair value adjustments and lease-related charges on aircraft of
$711 million; and
• income in 2010 from divested businesses prior to their sale totaling $2.0 billion, primarily representing AIA.
Partially offsetting these declines were lower interest expense of $2.8 billion and a reduction in realized capital
losses in 2011 compared to 2010.
In the first nine months of 2011, AIG recorded income from discontinued operations net of taxes, of
$1.4 billion, which included a pre-tax gain of $2.0 billion recorded in the first quarter of 2011 on the sale of AIG
Star Life Insurance Co., Ltd. (AIG Star) and AIG Edison Life Insurance Company (AIG Edison) compared to a
net loss of $4.1 billion in the same period in 2010, which included a goodwill impairment charge of $3.3 billion
associated with the sale of ALICO.
See Results of Operations — Consolidated Results and Segment Results for further discussion.
102
American International Group, Inc.
Department of the Treasury’s ALICO SPV Preferred Interests and pay down a portion of the liquidation
preference of the Department of the Treasury’s AIA SPV Preferred Interests.
• On August 18, 2011, AIG completed the sale of its 97.57 percent interest in Nan Shan to a Taiwan-based
consortium for $2.15 billion in cash. The net proceeds of the transaction were used to pay down a portion of
the liquidation preference of the Department of the Treasury’s AIA SPV Preferred Interests.
• On September 2, 2011, ILFC Holdings, Inc. (ILFC Holdings), an indirect wholly owned subsidiary of AIG,
filed a registration statement on Form S-1 with the SEC for a proposed initial public offering. The number
of shares to be offered, price range and timing for any offering have not been determined. The timing of
any offering will depend on market conditions and no assurance can be given regarding terms or that an
offering will be completed. All proceeds from any offering will go to the selling shareholder and are required
to be used to pay down a portion of the liquidation preference of the Department of the Treasury’s AIA
SPV Preferred Interests.
See Notes 1, 4 and 12 to the Consolidated Financial Statements for additional information.
Other Developments
On May 27, 2011, AIG and the Department of the Treasury, as the selling shareholder, completed a registered
public offering of AIG Common Stock. AIG issued and sold 100 million shares of AIG Common Stock for
aggregate net proceeds of approximately $2.9 billion and the Department of the Treasury sold 200 million shares
of AIG Common Stock. AIG did not receive any of the proceeds from the sale of the shares of AIG Common
Stock by the Department of the Treasury. A portion of the net proceeds AIG received from this offering,
$550 million, is being used to fund a litigation settlement, and AIG intends to use the balance of the net proceeds
for general corporate purposes.
On June 17, 2011, Chartis completed a transaction with National Indemnity Company (NICO), a subsidiary of
Berkshire Hathaway Inc., under which the majority of Chartis’ domestic asbestos liabilities were transferred to
NICO. At the closing of this transaction, but effective as of January 1, 2011, Chartis ceded the bulk of its net
asbestos liabilities to NICO under a retroactive reinsurance agreement with an aggregate limit of $3.5 billion.
Chartis paid NICO approximately $1.67 billion as consideration for this cession and NICO assumed approximately
$1.82 billion of net asbestos liabilities. As a result of this transaction, Chartis recorded a deferred gain of
$150 million in the second quarter of 2011, which is being amortized into the Chartis results of operations over
the settlement period of the underlying claims.
On September 13, 2011, AIG received approximately $2.0 billion in proceeds from the issuance of senior
unsecured notes. AIG expects to use the proceeds from the sale of these notes to pay maturing notes that were
issued by AIG to fund the Matched Investment Program (MIP).
On October 12, 2011, the previously outstanding AIG 364-Day Syndicated Facility, AIG 3-Year Syndicated
Facility and Chartis letter of credit facility were terminated upon AIG entering into a $1.5 billion 364-Day
Syndicated Facility and a $3.0 billion 4-Year Syndicated Facility. The new 4-Year Syndicated Facility provides for
$1.5 billion of revolving loans and includes a $1.5 billion letter of credit sublimit. The $1.3 billion of previously
issued letters of credit under the Chartis letter of credit facility were rolled into the letter of credit sublimit within
the 4-Year Syndicated Facility, so that a total of $1.7 billion remains available under this facility, of which
$0.2 billion is available for letters of credit. AIG expects that it may draw down on these facilities from time to
time and may use the proceeds for general corporate purposes.
See Capital Resources and Liquidity herein and Note 1 to the Consolidated Financial Statements for additional
information on these transactions.
103
American International Group, Inc.
Outlook
Priorities for 2011 and Beyond
AIG is focused on the following priorities for the remainder of 2011 and beyond:
• continuing to strengthen and grow AIG’s businesses;
• developing and implementing plans to maximize the value of resources available for repayment of the AIA
SPV Preferred Interests held by the Department of the Treasury;
• implementing a strategic alternative for ILFC through an initial public offering or sale;
• continuing to build, strengthen and streamline the financial and operating systems infrastructure throughout
the organization, particularly in financial reporting, financial operations and human resources;
• restructuring AIG’s operations consistent with its smaller size and plans to increase its competitiveness;
• managing its capital more efficiently;
• investing its available cash in order to increase its net investment income; and
• continuing to work towards achieving the long-term aspirational goals with respect to return on equity and
earnings per share as discussed in AIG’s 2011 First Quarter Form 10-Q.
Chartis
Given the recent global economic environment and current property and casualty market conditions, the
remainder of 2011 and the first part of 2012 are expected to remain challenging, but improving trends in certain
key indicators may offset some of the challenges. The weakness of ratable exposures (i.e., asset values, payrolls,
and sales) experienced in 2009 and 2010 and its negative impact on the overall market premium base, as well as
continued weakness in commercial insurance rates, were initially expected to continue through 2011. However, in
the first nine months of 2011, Chartis has observed that the extent of ratable exposure weakness in the United
States is beginning to abate. In addition, beginning in the second quarter of 2011 and continuing through the third
quarter of 2011, Chartis has observed continuing positive pricing trends, particularly in its U.S. commercial
business, for the first time since 2009. In certain growth economies such as Brazil, Turkey, India, and Asia Pacific
countries, Chartis continues to expect improved growth.
Strategy
Chartis continues to execute its strategy to grow its higher margin and less capital intensive lines of business,
and to implement corrective actions on underperforming businesses. Management continues to review its
underlying businesses to ensure that they meet overall performance measures, while seeking to reduce overall
volatility.
In 2011, Chartis determined that it would no longer write Excess Workers’ Compensation business as an
unsupported, stand-alone product. However, given its commitments to certain insureds to allow them to move
their business to other insurance providers in an orderly manner, Chartis will continue to report modest net
premium written activity over the next 12 months. Excess Workers’ Compensation is also subject to premium
audits (upon the expiration of underlying policies), and as a result premium audit activity is expected to continue
through subsequent years.
Additionally, during the third quarter of 2011, Chartis began to restructure renewals of certain Commercial
Casualty loss sensitive programs from a retrospectively rated premium structure to a loss reimbursement
deductible structure. The deductible structure reduces net premiums written and limits the variability around
individual insured premium and claim adjustments when compared to retrospectively rated programs. This overall
reduction in the premium and claims adjustment variability creates a corresponding reduction in the required
capital needed to support this business. Management expects similar levels of declining net premium written
trends in this class of business to continue through the second quarter of 2012.
104
American International Group, Inc.
The effect of these initiatives decreased net written premiums in the third quarter of 2011 by approximately
$323 million. However, given the capital-intensive nature of these classes of business, Chartis expects that over
time, these actions will improve its overall return on equity and cost of capital efficiency metrics.
As discussed above, in 2011 Commercial Insurance has continued to experience a decrease in its net premiums
written as it executes strategies to restructure certain loss-sensitive programs. To meet its profitability objectives,
Commercial Insurance is focused on growing higher margin classes of business, including Financial Lines and
Specialty coverages, such as Aerospace, and it is growing its business in regions of opportunity. Commercial
Insurance is leveraging its significant geographic footprint and multinational capabilities to serve large and
mid-sized businesses with cross-border operations. Chartis is also expanding its presence in the Growth Economies
region (which primarily includes Asia Pacific, the Middle East and Latin America) to increase Financial, Casualty
and Specialty lines of business, and given its new global organizational design, more effectively leverage
underwriting and product best practices to enhance customer and channel management. In the U.S./Canada and
Europe regions, Commercial Insurance expects to improve the quality of its portfolio. In the Far East region,
management expects to leverage the additional distribution and customer base acquired in connection with the
purchase of Fuji.
Consumer Insurance expects continued growth in net premiums written in 2011 and 2012 as a result of its
well-established franchises and operations, existing growth strategies in multiple distribution channels and its focus
on countries in the Growth Economies region. By implementing selective pricing, underwriting and distribution
strategies, net premiums written are expected to grow without increasing Chartis’ overall catastrophe exposure. In
the U.S. and Canada region, management has focused on expanding the Personal Lines business, such as
coverages for the Private Client Group, which target high net worth and affluent customers. In the Far East
region, management will continue to integrate Fuji operationally and benefit from the full-year effect of rate
increases. In the Europe region, management has focused on maintaining pricing discipline and has observed
modest growth. Consumer Insurance continues to grow steadily in the Growth Economies region across all lines of
business as a result of growth in the gross domestic product of countries within this region and management’s
focused execution.
Consumer Insurance generally carries higher acquisition costs than Commercial Insurance, and as a result,
Chartis expects an overall increase in its expense ratio in 2011 and 2012 due to the change in the mix of business
between Commercial Insurance and Consumer Insurance. Further, investment in the Growth Economies region is
also expected to increase expenses in 2012. However, increases in these expenses are expected to generate
business with favorable combined ratios and return on equity measures.
Catastrophes
Thailand has suffered catastrophic flooding at the beginning of the fourth quarter of 2011 for which Chartis
expects claims to be reported in the coming quarter. Chartis is currently analyzing its exposures and as of
October 31, 2011 cannot yet quantify liabilities that may result from these events.
Asbestos Liabilities
As part of Chartis’ ongoing strategy to reduce its overall loss reserve development risk, on June 17, 2011, but
with retroactive effect to January 1, 2011, Chartis completed a transaction with NICO, a subsidiary of Berkshire
Hathaway, Inc., under which the bulk of Chartis’ domestic asbestos liabilities were transferred to NICO. The
transaction with NICO covers potentially volatile U.S.-related asbestos exposures. The transaction does not cover
asbestos accounts that Chartis believes have already been reserved to their limit of liability or certain other
ancillary asbestos exposure assumed by Chartis subsidiaries. The transfer was effected under a reinsurance
agreement with an aggregate limit of $3.5 billion. Chartis paid NICO approximately $1.67 billion as consideration
for this cession and NICO assumed approximately $1.82 billion of net asbestos liabilities. In connection with this
transaction, Chartis recorded a deferred gain of $150 million in the second quarter of 2011, which is being
amortized into the Chartis results of operations over the settlement period of the underlying claims.
105
American International Group, Inc.
Under GAAP, any future loss development on this retroactive reinsurance agreement will be reported in the
period recognized through the results of operations. The corresponding recovery from NICO will be deferred, and
consistent with the original deferred gain, amortized into the results of operations over the settlement period of
the underlying claims.
Investments
Consistent with AIG’s worldwide insurance investment policy, Chartis places primary emphasis on investments
in fixed maturity securities issued by corporations, municipalities and other governmental agencies, and to a lesser
extent, common stocks, real estate hedge funds and other alternative investments.
Domestically, fixed maturity securities held by the insurance companies included in Chartis historically have
consisted primarily of tax-exempt municipal bonds, which provided attractive after-tax returns and limited credit
risk. In order to better optimize its overall investment portfolio, including risk-return and tax objectives of Chartis,
the domestic property and casualty companies have begun to shift investment allocations away from tax-exempt
municipal bonds towards taxable instruments which meet the companies’ liquidity, duration and credit quality
objectives as well as current risk-return and tax objectives.
Chartis makes determinations of other-than-temporary impairments based on the fundamental credit analyses of
individual securities. For the Chartis other invested asset classes, more specifically life settlements contracts,
impairments are evaluated on a contract-by-contract basis. During the second quarter of 2011, Chartis
implemented an enhanced process in which updated medical information on individual insured lives is requested
on a routine basis. In cases where updated information indicates that an individual’s health has improved, an
impairment loss may arise as a result of revised estimates of net cash flows from the related contract. Chartis also
revised its valuation table, which it is using in estimating future net cash flows. This had the general effect of
decreasing the projected net cash flows on a number of contracts. These changes resulted in an increase in the
number of life settlement contracts identified as potentially impaired compared to previous analyses. As the
overall book of business continues to mature and new medical information continues to become available
regarding insureds, updated life expectancy assumptions may result in an increase in impairments relating to these
assets. At September 30, 2011, Chartis held 5,998 life settlement contracts, included in Other invested assets, with
a carrying value of $4.1 billion and a face value of $19.1 billion.
Recently, a number of courts have addressed various life settlement related issues in their decisions. Chartis
does not expect that the rulings in those cases will have a significant effect on its investment in life settlement
contracts.
In October 2010, the Financial Accounting Standards Board (FASB) issued an accounting standard update that
amends the accounting for costs incurred by insurance companies that can be capitalized in connection with
acquiring or renewing insurance contracts. The accounting standard update will result in a decrease in the amount
of capitalized costs in connection with the acquisition or renewal of insurance contracts because AIG will only
defer costs that are incremental and directly related to the successful acquisition of new or renewal business. AIG
is currently assessing the effect of adoption of this new standard on its consolidated financial condition, results of
operations and cash flows. See Note 2 to the Consolidated Financial Statements.
SunAmerica
SunAmerica continues to pursue its goals of expanding the breadth and depth of its distribution relationships,
introducing competitive new products and product riders, repositioning its excess cash and liquidity, maintaining a
strong statutory surplus, pro-actively managing expenses and, subject to regulatory approval, increasing dividends
paid to AIG Parent. SunAmerica made progress on all of these efforts during the first nine months of 2011, and
expects this progress to continue for the remainder of the year.
106
American International Group, Inc.
Annuities
SunAmerica experienced an increase in its variable annuity sales as various distribution partners have resumed
sales of SunAmerica’s products during 2010 and 2011. SunAmerica’s largest pre-financial-crisis variable annuity
distribution partner resumed distribution of SunAmerica’s products in mid-2011. As a result of broader
distribution opportunities, SunAmerica expects variable annuity sales to continue to improve over 2010 levels.
After a period of historic lows, interest rates generally increased at the longer part of the yield curve during the
latter part of 2010 and through the first three months of 2011 before declining significantly in the third quarter of
2011. Changes in the interest rate environment affect the relative attractiveness of fixed annuities compared to
alternative products. As a result, SunAmerica’s fixed annuity sales declined sequentially from the second quarter
of 2011. If the low interest rate environment continues, SunAmerica expects fixed annuities sales to decline from
the levels experienced in the first six months of 2011.
Life Insurance
SunAmerica’s life insurance business continues to deepen its relationships with its retail independent distributors
and expects new life insurance sales to continue to grow at or above industry averages. Additionally, the
direct-to-consumer channel has proven to be a highly effective method for consumers to acquire certain types of
less complex products. The direct platform provides opportunities to bring innovative product solutions to the
market that take advantage of underwriting technologies. Career distribution is focused on agent retention and
improving productivity.
Investments
SunAmerica built up a large cash and short-term investment position in the first quarter of 2011 with the
intention of purchasing all the assets in the ML II portfolio. With the FRBNY’s decision in early 2011 to sell the
MLII assets through a competitive sales process, SunAmerica began acquiring other fixed maturity investments,
including certain securities from ML II. Beginning late in the first quarter of 2011, SunAmerica started investing
its excess cash and liquid assets in longer-term higher-yielding securities to improve spreads, while actively
managing credit and liquidity risks. SunAmerica made substantial progress commencing in the latter part of the
first quarter of 2011 in reducing its cash and short-term investment position from $19.4 billion at December 31,
2010 to $3.8 billion at September 30, 2011.
During 2011, SunAmerica sold approximately $9.6 billion of investments in order to support statutory capital
and to generate capital gains to partially preserve the recoverability of the deferred tax assets relating to capital
losses and reinvested the proceeds at generally lower rates. Additionally, during prolonged periods of low or
declining interest rates, SunAmerica has to re-invest interest and principal payments from its investment portfolios
in lower yielding securities. SunAmerica’s annuity and universal life products have minimum guaranteed interest
rates and other contractual provisions that allow crediting rates to be reset at pre-established intervals. As a result,
continuation of the current low interest rate environment will put pressure on SunAmerica’s interest spreads which
may reduce future profitability. SunAmerica mitigates this risk through its asset-liability management process,
product design elements, and crediting rate strategies. As indicated in the table below, approximately 41 percent
of SunAmerica’s annuity and universal life account values are currently at their minimum crediting rates as of
September 30, 2011. Currently, these products have minimum guaranteed interest rates ranging from 1.0 percent
to 5.5 percent with the higher rates representing older product designs.
107
American International Group, Inc.
The following table presents account values and current crediting rates for SunAmerica’s universal life product
and fixed annuities:
In applying the equity method of accounting for SunAmerica’s partnership investments, AIG consistently uses
the most recently available financial information provided by the general partner or manager of each of these
investments, which reports have historically been received one to three months prior to the end of AIG’s reporting
period. The equity markets in general incurred significant negative returns in the third quarter of 2011. Due to
this lag in reporting, actual partnership results from the third quarter of 2011 for certain partnerships will be
reported in AIG’s fourth quarter 2011 operating results as financial data becomes available and are generally
expected to reflect such negative returns.
AIG is currently assessing the effect of adoption of the new standard that amends the accounting for costs
incurred by insurance companies that can be capitalized in connection with acquiring or renewing insurance
contracts on its consolidated financial condition and results of operations. See Note 2 to the Consolidated
Financial Statements.
Aircraft Leasing
ILFC continues to execute on its strategy to manage its fleet of aircraft by ordering new aircraft with high
customer demand and through potential sales or part-outs of its older aircraft which cannot be economically
leased to customers. As new and more fuel efficient aircraft enter the marketplace and negatively affect the
demand for older aircraft, lease rates on older aircraft may deteriorate and ILFC may incur additional losses on
sales or record impairment charges and fair value adjustments.
On September 2, 2011, ILFC Holdings filed a registration statement on Form S-1 with the SEC for a proposed
initial public offering. The number of shares to be offered, price range and timing for any offering have not been
determined. The timing of any offering will depend on market conditions and no assurance can be given regarding
terms or that any offering will be completed.
On October 7, 2011, ILFC completed the acquisition of all the issued and outstanding shares of capital stock of
AeroTurbine, Inc. (AeroTurbine) from AerCap, Inc. for an aggregate cash purchase price of $228 million.
AeroTurbine is one of the world’s largest providers of certified aircraft engines, aircraft and engine parts and
supply chain solutions. In connection with the acquisition, ILFC also agreed to guarantee AeroTurbine’s
$425 million secured revolving credit facility, which had $269 million outstanding as of November 1, 2011 and
matures on December 14, 2011.
Other Operations
Mortgage Guaranty
UGC has continued to improve its new book of business through differentiated pricing and improved
underwriting practices. In older books of business, primarily the 2005 to 2008 books, newly reported delinquencies
continued to decline while increased claims severity and overturns on previously denied claims unfavorably
affected results. UGC continued to deny claims and rescind coverage on loans (collectively referred to as
rescissions) related to fraudulent or undocumented claims, underwriting guideline violations and other deviations
108
American International Group, Inc.
from contractual terms, mostly with respect to the 2006 and 2007 vintage books of business. These
policy violations resulted in loan rescissions totaling $584 million of claims on first-lien business during the first
nine months of 2011 compared to $515 million during the same period in 2010. Although rescissions will continue
to have a positive effect on UGC’s financial results, higher levels of appeals and overturns resulting from
additional resources deployed by lenders and mortgage servicers to address loan documentation issues have
unfavorably affected results. While these items may increase volatility in the future, AIG believes it has provided
appropriate reserves for currently delinquent loans after consideration of rescissions and overturns, consistent with
industry practice.
Foreclosure moratoriums as a result of state attorneys general investigations into lenders’ foreclosure practices
and new financial regulations initiated in 2010 have slowed the reporting of claims from foreclosures. UGC’s
assumptions regarding future foreclosures on current delinquencies take into consideration this trend. UGC
expects that this trend may continue and may negatively affect UGC’s future financial results. Final resolution of
these issues is uncertain and UGC cannot reasonably estimate the ultimate financial impact that any resolution,
individually or collectively may have on its future results of operations or financial condition.
In March 2011, federal regulators, as required by the Dodd-Frank Wall Street Reform and Consumer Protection
Act (the Dodd-Frank Act), issued a proposed risk retention rule that included a definition of a Qualified
Residential Mortgage (QRM) whereby a maximum loan-to-value ratio (LTV) of 80 percent would be required for
a home purchase transaction. The LTV is calculated without imputing any benefit from private mortgage insurance
coverage that may be purchased for that loan. The final regulations could adversely impact UGC’s volume of
domestic first-lien new insurance written, depending on the final definition of a QRM, the maximum LTV allowed
and the benefit, if any, ascribed to private mortgage insurance.
Retained Interests
Retained Interests may continue to experience volatility due to fair value gains or losses on the AIA ordinary
shares and the retained interest in ML III.
109
American International Group, Inc.
On October 11, 2011, the Financial Stability Oversight Council (FSOC) published a second notice of proposed
rulemaking and related interpretive guidance under the Dodd-Frank Act regarding the designation of non-bank
systemically important financial institutions (SIFIs). The new proposal sets forth a three-stage determination
process for designating non-bank SIFIs. In Stage 1, FSOC would apply a set of uniform quantitative thresholds to
identify the nonbank financial companies that will be subject to further evaluation. Based on its financial condition
as of September 30, 2011, AIG would meet the criteria in Stage 1 and would be subject to further evaluation by
FSOC in the SIFI determination process. Because Stages 2 and 3 as proposed would involve qualitative judgment
by FSOC, AIG cannot predict whether it would be designated as a non-bank SIFI under the proposed rule.
Index Page
AIG has incorporated into this discussion a number of cross-references to additional information included
throughout this Quarterly Report on Form 10-Q to assist readers seeking additional information related to a
particular subject.
110
American International Group, Inc.
Results of Operations
Consolidated Results
The following table presents AIG’s condensed consolidated results of operations:
Significant fluctuations in line items for the three- and nine-month periods ended September 30, 2011 compared
to the same periods in 2010 are discussed below.
Premiums
Premiums decreased in the three- and nine-month periods ended September 30, 2011 compared to the same
periods in 2010 reflecting declines of $2.5 billion and $7.4 billion, respectively, as a result of the deconsolidation of
AIA in the fourth quarter of 2010. The decline in premiums for the nine-month period ended September 30, 2011
compared to the same period in 2010 was partially offset by growth in Chartis premiums, primarily resulting from
the consolidation of Fuji commencing in the third quarter of 2010 and foreign exchange rates.
111
American International Group, Inc.
Policy Fees
Policy fees decreased slightly in the three-month period ended September 30, 2011 compared to the same
period in 2010 primarily due to lower variable annuity fees on the separate account assets. This decrease is
consistent with the decline in variable account assets as a result of declines in equity markets in the three month
period ended September 30, 2011.
Policy fees increased slightly for the nine-month period ended September 30, 2011 compared to the same period
in 2010 primarily due to higher variable annuity fees on the separate account assets consistent with the growth in
variable accounts assets as a result of positive equity market conditions in late 2010 and early 2011.
For the three-month period ended September 30, 2011, Net investment income decreased substantially from the
same period in 2010 due to the following:
• fair value losses on the AIA ordinary shares;
• a decline in fair values of the Maiden Lane Interests; and
• lower income from fixed maturity securities reflecting a lower level of invested assets, primarily due to the
effect of the deconsolidation of AIA in the fourth quarter of 2010.
For the nine-month period ended September 30, 2011, Net investment income decreased due to the following:
• a decline in fair values of the Maiden Lane Interests;
• lower income from fixed maturity securities reflecting a lower level of invested assets, primarily due to the
effect of the deconsolidation of AIA in the fourth quarter of 2010; and
• fair value losses on the MetLife securities prior to their sale in March 2011.
112
American International Group, Inc.
These were partially offset by fair value gains on the AIA ordinary shares and higher income from partnership
investments, particularly in the first six months of 2011.
AIG recorded Net realized capital gains in the three-month period ended September 30, 2011 compared to Net
realized capital losses in the same period of 2010 due to the following:
• gains on sales of fixed maturity securities as part of AIG’s portfolio repositioning strategy;
• foreign exchange transaction gains incurred compared to losses in the same period in 2010 primarily from
the strengthening of the U.S. dollar against the Euro, British pound and Swiss franc; and
• lower other-than-temporary-impairment charges from change in intent.
These gains were partially offset by losses from derivative instruments not designated for hedge accounting
compared to gains in the year-ago period resulting from the strengthening of the U.S. dollar against the Euro and
British pound, as well as a decrease in interest rates.
AIG recorded a decline in Net realized capital losses in the nine-month period ended September 30, 2011
compared to the same period in 2010 due to the following:
• gains on sales of fixed maturity securities as part of AIG’s portfolio repositioning strategy;
• gains from derivative instruments not designated for hedge accounting compared to losses in the year-ago
period which resulted from the weakening of the U.S. dollar against the Swiss franc; and
• lower other-than-temporary impairment charges from issuer-specific credit events and changes in intent.
These gains were partially offset by foreign exchange transaction losses incurred compared to gains in the same
period last year primarily from the weakening of the U.S. dollar against the Swiss franc.
113
American International Group, Inc.
Other Income
The decline in Other income for the three-month period ended September 30, 2011 compared to the same
period in 2010 was driven by unrealized market valuation adjustments on the AIGFP super senior credit default
swap portfolio and credit default swap contracts referencing single-name exposures written on corporate, index
and asset-backed credits.
The decline in Other income for the nine-month period ended September 30, 2011 compared to the same
period in 2010 was driven by credit valuation adjustments on Direct Investment book assets and liabilities as well
as unrealized market valuation adjustments on the AIGFP super senior credit default swap portfolio and credit
default swap contracts referencing single-name exposures written on corporate, index and asset-backed credits.
This decline was partially offset by credit valuation adjustments on AIGFP’s derivative assets and liabilities as well
as lower levels of real estate investment impairment charges and gains on real estate asset divestments.
For the first nine months of 2011, Other income was also impacted by the effect of deconsolidation of certain
portfolio investments and the sale of AIG’s third party asset management business in the first quarter of 2010.
Additionally, the first nine months of 2010 also reflected a bargain purchase gain of $332 million recognized in the
first quarter of 2010 related to the acquisition of Fuji. See Note 5 to the Consolidated Financial Statements.
See Segment Results — Other Operations — Other Operations Results — Global Capital Markets Results and
Critical Accounting Estimates — Level 3 Assets and Liabilities and Note 6 to the Consolidated Financial
Statements.
Interest Expense
Interest expense decreased in the three- and nine-month periods ended September 30, 2011 compared to the
same periods in 2010 primarily as a result of the repayment and termination of the FRBNY Credit Facility on
January 14, 2011. See Note 1 to the Consolidated Financial Statements for further discussion.
114
American International Group, Inc.
Other Expenses
Other expenses include expenses associated with Global Capital Markets, Direct Investment book and other
corporate expenses. Other expenses increased in the three-month period ended September 30, 2011 compared to
the same period in 2010, due to severance expenses and asset write-offs relating to infrastructure consolidation
initiatives and an increase in the provision for legal contingencies. Other expenses decreased in the nine-month
period ended September 30, 2011 compared to the same period in 2010 due to lower securities-related litigation
charges and lower operating costs due to the effect of deconsolidation in 2010 of certain portfolio investments and
the 2010 sale of AIG’s third party asset management business.
Income Taxes
Interim Tax Calculation Method
In the first quarter of 2011, AIG began using the estimated annual effective tax rate method in computing its
interim tax provisions. The recent stabilization of operations and expected financial results allow AIG to estimate
the annual effective tax rate to be applied to year-to-date income.
From the third quarter of 2008 through December 31, 2010, the discrete-period method was used to compute
the interim tax provisions due to the significant variations in the customary relationship between income tax
expense and pre-tax accounting income.
The estimated annual effective tax rates for the three- and nine-month periods ended September 30, 2011
exclude the tax effects of current year losses of the U.S. consolidated income tax group and, in Japan, Fuji. The
related tax benefit with respect to these jurisdictions is currently projected to be offset by an increase in the
valuation allowance prior to intraperiod tax allocation.
Certain items, including losses in jurisdictions where no corresponding tax benefit is available, and those
deemed to be unusual, infrequent or that cannot be reliably estimated, are excluded from the estimated annual
effective tax rate. In these cases, the actual tax expense or benefit applicable to that item is treated discretely, and
is reported in the same period as the related item. For the three- and nine-month periods ended September 30,
2011, the tax effects related to the U.S. consolidated income tax group and Fuji, foreign realized capital gains and
losses, and divestiture gains or losses were treated as discrete items.
115
American International Group, Inc.
was allocated to continuing operations. This allocation was based on the primacy of continuing operations, which
requires a net increase in valuation allowance to be attributed to continuing operations to the extent of the related
deferred tax benefit attributable to continuing operations. The amount allocated to continuing operations also
included the decrease to the valuation allowance attributable to the anticipated inclusion of ALICO SPV within
the U.S. consolidated income tax group.
For the three- and nine-month periods ended September 30, 2010, the effective tax rates on pre-tax income
from continuing operations were 158.8 percent and 30.3 percent, respectively. The effective tax rate for the three-
month period ended September 30, 2010 attributable to continuing operations was primarily related to the effect
of foreign operations, nondeductible losses, realized gains resulting from transfers of subsidiaries, and uncertain
tax positions, partially offset by a net reduction of the valuation allowance and by the tax benefit associated with
tax exempt interest. The effective tax rate for the nine-month period ended September 30, 2010 attributable to
continuing operations was primarily related to the effect of foreign operations, nondeductible losses and realized
gains resulting from transfers of subsidiaries, partially offset by the bargain purchase gain associated with the
acquisition of Fuji, the tax benefits associated with tax exempt interest income, and a reduction in the valuation
allowance.
See Note 14 to the Consolidated Financial Statements for additional information.
Discontinued Operations
Income (loss) from Discontinued Operations consists of the following:
Results from discontinued operations for the nine months ended September 30, 2011 include a pre-tax gain of
$2.0 billion on the sale of AIG Star and AIG Edison. Results from discontinued operations for the nine months
ended September 30, 2010 include a goodwill impairment charge of $3.3 billion related to goodwill that had been
allocated to ALICO and a goodwill impairment charge of $1.3 billion for the three and nine months ended
September 30, 2010 related to the sale of AIG Star and AIG Edison.
See Note 4 to the Consolidated Financial Statements for further discussion.
Segment Results
AIG presents and discusses its financial information in a manner it believes is most meaningful to its financial
statement users. AIG analyzes the operating performance of Chartis, using underwriting profit (loss). AIG
analyzes the operating performance of SunAmerica using Operating income (loss), which is before net realized
capital gains (losses) and related DAC and SIA amortization and goodwill impairment charges. Results from
discontinued operations and net gains (losses) on sales of divested businesses are excluded from these measures.
AIG believes that these measures allow for a better assessment and enhanced understanding of the operating
performance of each business by highlighting the results from ongoing operations and the underlying profitability
of its businesses. When such measures are disclosed, reconciliations to GAAP pre-tax income are provided.
116
American International Group, Inc.
The following table summarizes the operations of each reportable segment. See also Note 3 to the Consolidated
Financial Statements.
Chartis Operations
Chartis, AIG’s property and casualty insurance operation, offers a broad range of commercial and consumer
insurance products and services worldwide. During the third quarter of 2011, Chartis completed the previously
announced reorganization of its operations. Under the new structure, Chartis now presents its financial
information in two operating segments — Commercial Insurance and Consumer Insurance, as well as a Chartis
Other category. Prior to the third quarter of 2011, Chartis presented its financial information in two primary
operating segments, Chartis U.S. and Chartis International.
Commercial Insurance — Distributed primarily through insurance brokers to businesses. Major lines of business
include property, casualty, financial and specialty (including aerospace, environmental, marine, export credit and
political risk coverages, and various product offerings to small and medium enterprises (SME)).
Consumer Insurance — Primarily sells its products to individual consumers or groups of consumers through
individual agents, brokers, and on a direct-to-consumer basis. Offerings within Consumer Insurance include
accident & health (A&H), personal property and casualty lines, and life insurance.
Complementing this structure, Chartis is organized into four principal regions: U.S. and Canada, Europe, Far
East, and Growth Economies.
Chartis Other consists primarily of certain run-off lines of business, including Excess Workers’ Compensation and
Asbestos, certain Chartis expenses relating to global initiatives, expense allocations from AIG Parent not
attributable to the Commercial Insurance or Consumer Insurance operating segments, net investment income,
realized capital gains and losses, bargain purchase gains relating to the purchase of Fuji and gains relating to the
sale of properties.
During 2011, as part of its on-going initiatives to reduce exposure to capital intensive long-tail lines, Chartis
determined to cease writing Excess Workers’ Compensation business as a stand-alone product. Based on this
decision, Chartis further determined that this legacy line of business would be included in Chartis Other and not
included in the ongoing Commercial Insurance operating results.
117
American International Group, Inc.
Chartis Results
The following table presents Chartis results:
Three Months Nine Months
Ended September 30, Percentage Ended September 30, Percentage
(in millions) 2011 2010 Change 2011 2010 Change
Underwriting results:
Net premiums written $ 8,659 $ 8,598 1% $ 26,992 $ 24,034 12%
(Increase) decrease in unearned premiums 384 (1) - (265) (63) (321)
Net premiums earned 9,043 8,597 5 26,727 23,971 11
Claims and claims adjustment expenses
incurred 6,838 6,109 12 21,274 17,143 24
Underwriting expenses 2,787 2,423 15 8,030 7,113 13
Underwriting profit (loss) (582) 65 - (2,577) (285) (804)
Investing and other results:
Net investment income 1,024 1,007 2 3,345 3,191 5
Net realized capital gains (losses) 57 (207) - 143 (12) -
Bargain purchase gain - - - - 332 -
Other income 58 - - 58 - -
Other expenses (59) - - (59) - -
Pre-tax income $ 498 $ 865 (42)% $ 910 $ 3,226 (72)%
Underwriting profit is derived by reducing net premiums earned by claims and claims adjustment expenses
incurred and underwriting expenses. Net premiums written are initially deferred and earned based upon the terms
of the underlying policies for short duration contracts. The unearned premium reserve constitutes deferred
revenues which are generally recognized in earnings ratably over the policy period. Net premiums written for long
duration contracts are recognized when due from the policyholder. Net premiums written reflect the premiums
retained after purchasing reinsurance protection.
Chartis, along with most property and casualty 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 claims and claims
adjustment expenses divided by net premiums earned. The expense ratio is underwriting expenses, which consist of
acquisition costs plus other insurance expenses, divided by net premiums earned. The combined ratio is a sum of
the loss ratio and expense ratio. These ratios are relative measurements that describe, for every $100 of net
premiums earned, the amount of claims, claims adjustment expenses, and other underwriting expenses that would
be incurred. A combined ratio of less than 100 indicates an underwriting profit and over 100 indicates an
underwriting loss.
The underwriting environment varies from country to country, as does the degree of litigation activity, all of
which affects such ratios. Regulation, product type and competition have a direct effect on pricing and
consequently on profitability as reflected in underwriting profit and the combined ratio.
Going forward, Chartis will continue to assess the performance of its operating segments based in part on
underwriting income. However, Chartis is implementing a risk-adjusted profitability model which will serve as its
primary business performance measure when it is fully deployed. Along with underwriting results, this model
incorporates elements of capital allocations, costs of capital, and components of net investment income. When the
model is fully deployed, components of net investment income will be included in each of the Chartis operating
segments. As noted above, net investment income is included only in the Chartis Other category at this time.
Chartis expects that its risk-adjusted profitability model will be fully deployed in the first quarter of 2012.
For the nine-month period ended September 30, 2011, results reflect the effects of three quarters of Fuji
operations while the corresponding 2010 period reflects the effects of Fuji for only one quarter. Chartis acquired
118
American International Group, Inc.
control of Fuji on March 31, 2010. However, Fuji’s financial information is reported on a one-quarter lag. As a
result, Fuji’s operating results were included in the Chartis results beginning on July 1, 2010.
The following table presents Chartis net premiums written by major line of business:
The following table presents the effect of the acquisition of Fuji on Chartis net premiums written:
Overall, Chartis’ net premiums written for the three-month period ended September 30, 2011 increased due in
large part to the effect of foreign currency exchange rates (see table below).
119
American International Group, Inc.
Excluding the effects of foreign currency exchange rates, Commercial Insurance net premiums written were
down. This decline is due in large part to certain management initiatives within Commercial Insurance designed to
provide for a more effective use of capital, including:
• restructuring the renewals of certain Commercial Casualty loss sensitive programs from a retrospectively
rated premium structure to a loss reimbursement deductible structure; and
• management’s decision to cease writing Excess Workers’ Compensation business as a stand-alone product.
The effect of these actions decreased premiums in the three- and nine-month periods ended September 30, 2011
by approximately $323 million and $422 million, respectively. However, given the capital intensive nature of these
classes of casualty business, Chartis expects that over time, these actions will improve its overall return on equity
and cost of capital efficiency metrics.
Partially offsetting these declines are increases in Property and Specialty net premiums written due primarily to
increased property rates within the U.S. and Canada and Far East regions and higher new business and retention
ratios.
Growing the higher margin Consumer Insurance business continues to be a key Chartis strategy. Excluding the
effects of foreign exchange, for the three months ended September 30, 2011, Consumer Insurance net premiums
written declined. Where Consumer line programs do not meet internal performance or operating targets,
management takes appropriate remedial actions, which included in the first quarter of 2011, the decision to
de-emphasize two specific programs, resulting in expected declines within Consumer Insurance for both the three
and nine months ended September 30, 2011 in the U.S. and Canada region.
The nine-month period ended September 30, 2011 reflects net premiums written related to Fuji of $2.8 billion
compared to $867 million in the same period of 2010. The nine-month period ended September 30, 2011 also
reflects the effects of overall improvements in ratable exposures (i.e., asset values, payrolls and sales), general
pricing improvement and retrospective premium adjustments on loss-sensitive contracts. Additionally, during 2010,
Chartis entered into a three-year reinsurance agreement, secured through the issuance of catastrophe bonds, which
provides protection from U.S. hurricanes and earthquakes and reduced 2010 net premiums written by
approximately $104 million.
AIG transacts business in most major foreign currencies. The following table summarizes the effect of changes in
foreign currency exchange rates on Chartis net premiums written:
120
American International Group, Inc.
121
American International Group, Inc.
For the nine-month period ended September 30, 2011, Chartis recorded net adverse prior year development of
$85 million (net of additional premium adjustments of $153 million relating to loss-sensitive insurance contracts
and including a reserve discount charge of $49 million) compared to $77 million (including returned premium
adjustments of $18 million relating to loss-sensitive contracts and net of a reserve discount benefit of $153 million)
in the corresponding 2010 period.
In addition to the items noted above, for the nine-month period ended September 30, 2011, the overall adjusted
loss ratio increased primarily due to an increase on losses in short tail lines.
The following table presents Chartis catastrophe losses by major event:
2011 2010
Commercial Consumer Commercial Consumer
(in millions) Insurance Insurance Other Total Insurance Insurance Other Total
Three Months Ended September 30,
Event:
Hurricane Irene $ 305 $ 67 $ - $ 372 $ - $ - $ - $ -
All other events* 178 55 - 233 67 5 - 72
Claims and claim expenses 483 122 - 605 67 5 - 72
Reinstatement premiums (31) - - (31) - - - -
Total catastrophe-related charges $ 452 $ 122 $ - $ 574 $ 67 $ 5 $ - $ 72
Nine Months Ended September 30,
Event:
Tohoku Catastrophe $ 726 $ 546 $ - $ 1,272 $ - $ - $ - $ -
New Zealand Christchurch earthquake
(February 2011) 300 6 - 306 - - - -
Chile earthquake - - - - 291 3 - 294
Midwest & Southeast U.S. tornadoes 368 14 - 382 - - - -
Hurricane Irene 305 67 - 372 - - - -
All other events* 439 47 - 486 506 63 - 569
Claims and claim expenses 2,138 680 - 2,818 797 66 - 863
Reinstatement premiums 22 - - 22 10 - - 10
Total catastrophe-related charges $ 2,160 $ 680 $ - $ 2,840 $ 807 $ 66 $ - $ 873
* Events shown in the above table are catastrophic events the net impact of which on Chartis is in excess of $200 million each. All other events
includes two events in the three-month period and 12 events in the nine-month period ended September 30, 2011, that are considered
catastrophic but the net impact of which remains below the $200 million itemization threshold.
122
American International Group, Inc.
Chartis also increased investments in a number of strategic initiatives during 2011, including the implementation
of improved regional governance and risk management capabilities, the implementation of global accounting and
claims systems, preparation for Solvency II and certain other legal entity restructuring initiatives.
Commercial Insurance
Commercial Insurance distributes its products through a network of agencies, independent retail and wholesale
brokers, and branches. These products are categorized into four major lines of business:
• Casualty: Includes general liability, commercial automobile liability, workers’ compensation, excess casualty
and crisis management coverages. Also includes insurance and risk management programs for large
corporate customers and other customized structured insurance products.
• Property: Includes industrial and commercial property insurance products, which cover exposures to
man-made and natural disasters.
• Specialty: Includes environmental, political risk, export credit, SME, surety, marine, and aerospace coverages.
• Financial: Includes various forms of professional liability insurance, including director and officer (D&O),
fidelity, employment practices, fiduciary liability, kidnap and ransom, and errors and omissions coverages
that protect individual insureds and corporate entities.
123
American International Group, Inc.
premiums written relating to this initiative was approximately $297 million. However, given the capital
intensive nature of this class of business, Chartis expects that over time, this action will improve its overall
return on equity and cost of capital efficiency metrics.
Offsetting these reductions were increases in the Property, Specialty and Financial lines of business. The
increase in Property relates primarily to rate increases within the U.S. and Canada and Far East regions, which
serves to increase premiums with no corresponding increase in loss exposure. Increases in Specialty and Financial
lines reflect the effects of increases within the Growth Economies region and higher new business submission and
premium retention levels. Chartis experienced an overall improving rate environment in the third quarter of 2011.
For the nine months ended September 30, 2011, the overall increase in Commercial Insurance net premiums
written is due to:
• An increase of $171 million compared to the corresponding 2010 period within the Commercial Casualty
loss-sensitive business. Loss-sensitive business relates to policies whose premiums vary with the level of
underlying losses. Accordingly, for the nine-month period ended September 30, 2011, additional premiums of
$153 million were recorded because a comparable amount of additional prior year losses were recognized.
Conversely, the corresponding 2010 period reflects the effects of return premiums of $18 million because
loss experience emerged more favorably;
• Improvements in ratable exposures (i.e., asset values, payrolls and sales), general rate improvement, more
specifically in Specialty Workers’ Compensation (within the U.S. and Canada region);
• Continued growth and market penetration across all countries in the Growth Economies region;
• Increases in Property lines as a result of continued positive pricing trends in the U.S. and Canada and Far
East regions. Additionally, the corresponding 2010 period reflects the effects of a three-year reinsurance
agreement, secured through catastrophe bonds, which provided protection from U.S. hurricanes and
earthquakes and reduced 2010 net premiums written by approximately $104 million; and
• One large errors and omissions policy issued within the U.S. and Canada region.
Offsetting these increases was a $396 million decrease in net premiums written relating to the change of certain
policy forms at renewal from retrospectively rated premium structures to a loss reimbursement deductible
structures.
Commercial Insurance business is transacted in most major foreign currencies. The following table summarizes
the effect of changes in foreign currency exchange rates on the growth of Commercial Insurance net premiums
written:
124
American International Group, Inc.
125
American International Group, Inc.
Consumer Insurance
Consumer Insurance distributes its products through agents and brokers, as well as through direct marketing,
partner organizations and the internet. Consumer Insurance products are categorized into three major lines of
business:
• Accident & Health: Includes voluntary and sponsor-paid personal accidental and supplemental health
products, including accidental death and disability, accidental medical reimbursement, hospital indemnity and
medical excess for individuals, employees, associations and other organizations. It also includes a broad
range of travel insurance products and services for leisure and business travelers, including trip cancellation,
trip interruption, lost baggage, travel assistance and concierge services.
• Personal Lines: Includes automobile, homeowners and extended warranty insurance. It also includes
coverages for high net worth individuals (offered through the Chartis Private Client Group), including
umbrella, yacht and fine art and consumer specialty products, such as identity theft and credit card
protection.
• Life Insurance: Includes life products offered through Fuji.
126
American International Group, Inc.
performance targets, resulting in expected declines for both the three and nine months ended September 30,
2011.
• Life business increased 21 percent, including the effect of foreign currency exchange rates on account of the
execution of new business strategies at Fuji.
• Excluding the effects of foreign exchange, for the three months ended September 30, 2011, Consumer
Insurance net premiums written were down.
In the nine months ended September 30, 2011, Consumer Insurance grew net premiums written by 25 percent.
These results reflect the effects of three quarters of Fuji net premiums written while the corresponding 2010
period reflects the effects of Fuji for only one quarter.
Consumer Insurance business is transacted in most major foreign currencies. The following table summarizes the
effect of changes in foreign currency exchange rates on the growth of Consumer Insurance net premiums written:
(b) Substantially all of the increase for the nine-month period was attributable to the Fuji acquisition.
127
American International Group, Inc.
Chartis Other
Chartis Other consists primarily of certain run-off lines of business, including Excess Workers’ Compensation
and Asbestos, certain Chartis expense relating to global corporate initiatives, expense allocations from AIG Parent
not attributable to the Commercial Insurance or Consumer Insurance operating segments, net investment income,
realized capital gains and losses, bargain purchase gains relating to the purchase of Fuji and gains relating to the
sale of properties.
128
American International Group, Inc.
Underwriting Results
Given the run-off nature of the legacy lines of business and the nature of the expenses included in Chartis
Other, management has determined that traditional underwriting measures of loss ratio, expense ratio and
combined ratio do not provide an appropriate measure of underwriting performance as they do for its ongoing
Commercial Insurance and Consumer Insurance operating segments. Therefore, underwriting ratios are not
presented for the Chartis Other category.
For both the three and nine months ended, September 30, 2011 compared to the same periods in 2010, the
decline in both net premiums written and claims and claim adjustment expenses incurred reflect the effects of the
run-off activities associated with the Excess Workers’ Compensation and Asbestos operations. All of the net
premiums written in the above table relate to Excess Workers’ Compensation. The Excess Workers’ Compensation
line of business is subject to premium audits (upon the expiration of the underlying policy) and as a result Chartis
Other will reflect the effects of premium audit activity through subsequent years.
The overall increase in underwriting expenses relates to increases for strategic Chartis initiatives, including
global accounting and claims system implementations, Solvency II and certain other legal entity restructuring
initiatives.
Investing Results
For the three months ended September 30, 2011, the increase in net investment income is due to increases in
interest relating to fixed maturity securities due to the continued shift in investment allocations away from
tax-exempt municipal bonds towards taxable instruments within the U.S. which meet overall liquidity, duration and
quality objectives as well as current risk-return and tax objectives. In addition, the increase relates to
redeployment of cash and short term instruments into to longer term, higher yield securities. This increase is
partially offset by reduced gains on matured life settlement contracts.
The increase in net investment income for the nine months ended September 30, 2011 was due, in part, to Fuji
investment income, which has been consolidated in the Chartis results since July 1, 2010.
For the three and nine months ended September 30, 2011 compared to the same periods in 2010, increases in
net realized capital gains and losses are due to gains on the sales of fixed maturity securities (primarily municipal
bonds) in connection with the aforementioned strategy to better align Chartis’ investment allocations with current
overall performance and tax objectives. In addition, the increase is due to foreign exchange transaction gains on
derivative instruments not designated for hedge accounting, which were primarily the result of the strengthening of
the Japanese Yen against the U.S. dollar. These gains were partially offset by other-than-temporary impairments
recognized within other invested assets classes, including life settlement contracts and to a lesser extent residential
mortgage-backed securities (RMBS) and equity investments held by Fuji.
For the three and nine months ended September 30, 2011, other-than-temporary impairment charges of
$36 million and $290 million, respectively, were recorded by Chartis related to life settlement contracts, including
approximately $16 million and $35 million of impairments, respectively, associated with life insurance policies
issued by SunAmerica life insurance companies that are eliminated at the AIG consolidated level.
At September 30, 2011, the domestic operations of Chartis held 5,998 life settlement contracts, with a carrying
value of $4.1 billion and face value of $19.1 billion, of which 155 contracts with a carrying value of $159 million
and face value of approximately $503 million relate to life insurance policies issued by SunAmerica life insurance
companies. Impairments of life settlement contracts are evaluated on a contract-by-contract basis and a contract is
identified as potentially impaired if its undiscounted future net cash flows are less than the current carrying value
of such contract. Potentially impaired contracts are impaired, and written down to fair value, when the carrying
value of the contract is greater than the estimated fair value.
During the second quarter of 2011, the domestic operations of Chartis began receiving updated medical
information as a result of an enhanced process in which updated medical information on individual insured lives is
requested on a routine basis. In cases where updated information indicates that an individual’s health has
129
American International Group, Inc.
improved, an impairment loss may arise as a result of revised estimates of net cash flows from the related
contract. The domestic operations of Chartis also revised their valuation table during the second quarter, which
they use in estimating future net cash flows. This had the general effect of decreasing the projected net cash flows
on a number of contracts. In the second quarter of 2011, these changes resulted in an increase in the number of
contracts identified as potentially impaired compared to previous analyses. Further, the domestic operations of
Chartis refined their fair values based upon the availability of recent medical information.
The bargain purchase gain of $332 million in 2010 was recognized in connection with the acquisition of Fuji.
See Liability for Unpaid Claims and Claims Adjustment Expense — Asbestos and Environmental Reserves
herein for further discussion.
The following table presents the components of the loss reserves by major lines of business on a statutory basis*:
* Presented by lines of business pursuant to statutory reporting requirements as prescribed by the National Association of Insurance
Commissioners.
AIG’s gross loss reserves represent the accumulation of estimates of ultimate losses, including estimates for
IBNR and loss expenses. The methods used to determine loss reserve estimates and to establish the resulting
reserves are continually reviewed and updated. Any adjustments resulting from this review are currently reflected
in pre-tax income. 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.
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.
130
American International Group, Inc.
The following table classifies the components of net loss reserves by business unit:
Discounting of Reserves
At September 30, 2011, net loss reserves reflect a loss reserve discount of $3.17 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 payout patterns and investment yields of the companies. Certain other
asbestos business that was written by Chartis is discounted based on the investment yields of the companies and
the payout pattern for this business. The discount is comprised of the following: $790 million — tabular discount
for workers’ compensation in the domestic operations of Chartis and $2.27 billion — non-tabular discount for
workers’ compensation in the domestic operations of Chartis; and $113 million — non-tabular discount for
asbestos for Chartis.
131
American International Group, Inc.
The following tables summarize development, (favorable) or unfavorable, of incurred losses and loss expenses for
prior years (other than accretion of discount):
132
American International Group, Inc.
Offsetting the unfavorable development were related additional premiums on loss-sensitive business of
$153 million in 2011. Returned premiums of $18 million offset the favorable development in 2010.
In determining the loss development from prior accident years, AIG conducts analyses to determine the change
in estimated ultimate loss for each accident year for each class of business. For example, if loss emergence for a
class of business is different than expected for certain accident years, the actuaries examine the indicated effect
such emergence would have on the reserves of that class of business. In some cases, the higher or lower than
expected emergence may result in no clear change in the ultimate loss estimate for the accident years in question,
and no adjustment would be made to the reserves for the class of business for prior accident years. In other cases,
the higher or lower than expected emergence may result in a larger change, either favorable or unfavorable, than
the difference between the actual and expected loss emergence. Such additional analyses were conducted for each
class of business, as appropriate, in the nine-month period ended September 30, 2011 to determine the loss
development from prior accident years for that period. As part of its reserving process, AIG also considers notices
of claims received with respect to emerging and/or evolving issues, such as those related to the U.S. mortgage and
housing market.
See Chartis Results herein and Other Operations — Other Operations Results — Mortgage Guaranty for
further discussion of net loss development.
133
American International Group, Inc.
The following table provides a summary of reserve activity, including estimates for applicable IBNR, relating to
asbestos and environmental claims separately and combined:
* All amounts pertain to policies underwritten in prior years, primarily to policies issued in 1984 and prior years. Losses and loss expenses
incurred do not reflect the effect of the NICO agreement.
The following table presents the estimate of the gross and net IBNR included in the Liability for unpaid claims
and claims adjustment expense, relating to asbestos and environmental claims separately and combined:
134
American International Group, Inc.
The following table presents a summary of asbestos and environmental claims count activity:
2011 2010
Nine Months Ended September 30, Asbestos Environmental Combined Asbestos Environmental Combined
Claims at beginning of year 4,933 4,087 9,020 5,417 5,994 11,411
Claims during year:
Opened 105 131 236 322 291 613
Settled (153) (61) (214) (215) (102) (317)
Dismissed or otherwise resolved (308) (399) (707) (559) (1,959) (2,518)
Other* 841 - 841 - - -
Claims at end of period 5,418 3,758 9,176 4,965 4,224 9,189
* Represents an administrative change to the method of determining the number of open claims, which had no effect on carried reserves.
The following table presents survival ratios for asbestos and environmental claims, separately and combined,
which were based upon a three-year average payment:
2011 2010
Nine Months Ended September 30, Gross Net* Gross Net
Survival ratios:
Asbestos 8.9 10.0 4.9 4.6
Environmental 2.9 2.7 4.1 3.4
Combined 8.3 8.9 4.8 4.4
* Survival ratios are calculated consistent with the basis of presentation in the reserve activity table above, which excludes the effects of the NICO
cession.
SunAmerica Operations
SunAmerica offers a comprehensive suite of products and services to individuals and groups including term life,
universal life, A&H products, fixed and variable deferred annuities, fixed payout annuities, mutual funds and
financial planning. SunAmerica offers its products and services through a diverse, multi-channel distribution
network that includes banks, national, regional and independent broker-dealers, affiliated financial advisors,
independent marketing organizations, independent and career insurance agents, structured settlement brokers,
benefit consultants and direct to-consumer platforms.
135
American International Group, Inc.
In managing SunAmerica, AIG analyzes the operating performance of each business using Operating income
(loss), which is before net realized capital gains (losses) and related DAC and SIA amortization, and goodwill
impairment charges. Operating income (loss) is not a substitute for pre-tax income determined in accordance with
U.S. GAAP. However, AIG believes that the presentation of Operating income (loss) enhances the understanding
of the underlying profitability of the ongoing operations of SunAmerica. The reconciliations to pre-tax income are
provided in the tables that follow.
SunAmerica Results
The following table presents SunAmerica results:
Three Months Ended Nine Months Ended
September 30, Percentage September 30, Percentage
(in millions) 2011 2010 Change 2011 2010 Change
Domestic Life Insurance:
Revenue:
Premiums $ 591 $ 595 (1)% $ 1,874 $ 1,920 (2)%
Policy fees 353 397 (11) 1,095 1,140 (4)
Net investment income 954 1,105 (14) 2,966 3,189 (7)
Operating expenses:
Policyholder benefits and claims incurred 1,067 1,041 2 3,290 3,247 1
Interest credited to policyholder account balances 217 212 2 636 631 1
Amortization of deferred acquisition costs 130 211 (38) 390 528 (26)
Policy acquisition and other expenses 226 255 (11) 714 720 (1)
Operating income 258 378 (32) 905 1,123 (19)
Net realized capital gains (losses) 236 (20) - 307 (260) -
Amortization of DAC, VOBA and SIA
related to net realized capital gains (losses) (20) (15) (33) (26) (9) (189)
Pre-tax income $ 474 $ 343 38% $ 1,186 $ 854 39%
Domestic Retirement Services:
Revenue:
Policy fees $ 305 $ 276 11% $ 929 $ 838 11%
Net investment income 1,341 1,551 (14) 4,544 4,802 (5)
Operating expenses:
Policyholder benefits and claims incurred 123 (34) - 127 24 429
Interest credited to policyholder account balances 917 913 - 2,713 2,730 (1)
Amortization of deferred acquisition costs 230 75 207 613 381 61
Policy acquisition and other expenses 190 223 (15) 595 623 (4)
Operating income 186 650 (71) 1,425 1,882 (24)
Net realized capital gains (losses) (198) 40 - (398) (1,482) 73
Benefit (amortization) of DAC, VOBA and SIA
related to net realized capital gains (losses) (153) (35) (337) (189) 159 -
Pre-tax income (loss) $ (165) $ 655 -% $ 838 $ 559 50%
136
American International Group, Inc.
137
American International Group, Inc.
SunAmerica’s life insurance companies have received industry-wide regulatory inquiries with respect to claims
settlement practices and compliance with unclaimed property laws. SunAmerica has enhanced its claims practices
to use information such as the Social Security Death Master File to determine when insureds have died, and thus
increased its estimated reserves for IBNR death claims by approximately $100 million in the second quarter of
2011. This estimate did not change significantly in the third quarter of 2011. Prior to the second quarter of 2011,
SunAmerica already had robust practices relating to insurance claims settlements and compliance with unclaimed
property laws that are consistent with applicable legal requirements and historical industry standards.
Pre-tax income for SunAmerica reflected a decline in net realized capital losses in the nine-month period ended
September 30, 2011 compared to the same period in 2010 due principally to a $704 million decline in
other-than-temporary impairments, a decline in fair value losses on derivatives primarily used to hedge the effect
of interest rate and foreign exchange movements on GIC reserves, and declines in the allowance for mortgage
loans. See Results of Operations — Net Realized Capital Gains (Losses).
* Life insurance sales include periodic premiums from new business expected to be collected over a one-year period and single premiums
and unscheduled deposits from new and existing policyholders. Annuity sales represent deposits from new and existing customers.
Premiums
Premiums represent premiums received on traditional life insurance policies and deposits on life contingent
payout annuities. Premiums, deposits and other considerations is a non-GAAP measure which includes life
insurance premiums, deposits on annuity contracts and mutual funds.
The following table presents a reconciliation of premiums, deposits and other considerations to premiums:
138
American International Group, Inc.
Total premiums, deposits and other considerations increased in both the three- and nine-month periods ended
September 30, 2011 as deposits from individual fixed annuities, individual variable annuities and retail mutual
funds all showed significant increases.
Group retirement deposits increased primarily due to an increase in individual rollover deposits. Individual fixed
annuity deposits increased as certain bank distributors negotiated a lower commission in exchange for a higher
rate offered to policyholders which made SunAmerica’s individual fixed products more attractive. However,
individual fixed annuity deposits were down sequentially from the three months ended June 30, 2011 primarily due
to the low interest rate environment experienced during the third quarter. Variable annuity sales increased due to
reinstatements at a number of key broker-dealers, and increased wholesaler productivity. Retail mutual funds
increased as a result of increased sales due to a sales strategy surrounding cyclical investment themes. The decline
in life insurance deposits was primarily driven by lower payout and deferred annuity sales and, for the nine
months ended September 30, 2011, lower institutional life sales.
Retail life insurance sales increased as product enhancements and efforts to re-engage independent distribution
continue to produce results. Sales of large institutional life policies decreased from prior periods which included
significant variable universal life sales.
139
American International Group, Inc.
140
American International Group, Inc.
Net flows improved in 2011 due to the impact of both the significant increase in deposits and favorable
surrender experience in group retirement and individual fixed annuities. Surrender rates for individual fixed
annuities have decreased in 2011 due to the low interest rate environment and the relative competitiveness of
interest credited rates on the existing block of fixed annuities versus interest rates on alternative investment
options available in the marketplace. SunAmerica has returned to a more normal level of group surrender activity
that no longer reflects the negative AIG publicity associated with the events of 2008 and 2009.
The following table presents reserves by surrender charge category and surrender rates:
2011 2010
Group Individual Individual Group Individual Individual
At September 30, Retirement Fixed Variable Retirement Fixed Variable
(in millions) Products* Annuities Annuities Products* Annuities Annuities
No surrender charge $ 51,798 $ 17,010 $ 9,333 $ 50,647 $ 13,272 $ 11,151
0% - 2% 1,007 2,981 4,147 1,157 3,585 3,943
Greater than 2% - 4% 1,189 4,893 1,785 1,762 5,014 1,854
Greater than 4% 3,226 23,578 7,440 2,926 23,135 6,959
Non-Surrenderable 872 3,086 1,012 902 3,141 1,137
Total reserves $ 58,092 $ 51,548 $ 23,717 $ 57,394 $ 48,147 $ 25,044
Surrender rates 8.4% 6.9% 12.4% 10.1% 7.4% 11.1%
* Excludes mutual funds of $8.6 billion and $8.4 billion at September 30, 2011 and 2010, respectively.
The following table summarizes the major components of the changes in SunAmerica DAC/VOBA:
* Net of benefit of DAC and VOBA related to net realized capital losses.
As SunAmerica operates in various markets, the estimated gross profits used to amortize DAC and VOBA are
subject to differing market returns and interest rate environments in any single period. The combination of market
returns and interest rates may lead to acceleration of amortization in some products and simultaneous
deceleration of amortization in other products.
DAC and VOBA for insurance-oriented, investment-oriented and retirement services products are reviewed for
recoverability, which involves estimating the future profitability of current business. This review involves significant
management judgment. If actual future profitability is substantially lower than estimated, SunAmerica’s DAC and
VOBA may be subject to an impairment charge and its results of operations could be significantly affected in
future periods. SunAmerica also conducts a review for recognition of losses assuming that the unrealized gains
included in other comprehensive income are actually realized and the proceeds are reinvested at lower yields.
Under these circumstances investment returns may not be sufficient to meet policy obligations. Due to significant
unrealized investment appreciation resulting from the low interest rate environment, SunAmerica recognized a
pre-tax adjustment to accumulated other comprehensive income as a consequence of the recognition of additional
policyholder benefit reserves of approximately $1.6 billion and a related reduction of deferred acquisition costs
(DAC) of approximately $0.1 billion. The adjustment to policyholder benefit reserves assumes the unrealized
appreciation on available-for-sale securities is actually realized and the proceeds are reinvested at lower yields.
141
American International Group, Inc.
142
American International Group, Inc.
In the Assessment performed during the third quarter of 2011, ILFC considered recent developments including:
• the impact of fuel price volatility and higher average fuel prices, resulting in fuel costs representing a higher
percentage of airlines operating costs, which has affected airline strategies related to out-of-production
aircraft;
• the growing impact of new technology aircraft (announcements, deliveries and order backlog) on current and
future demand for mid-generation aircraft;
• the higher production rates sustained by manufacturers for more fuel efficient newer generation aircraft
during the recent economic downturn;
• the unfavorable impact of low rates of inflation on aircraft values;
• current market conditions and future industry outlook for future marketing of older mid-generation and
out-of-production aircraft; and
• decreasing number of lessees for older aircraft.
In addition to these factors, ILFC considered its newly acquired end-of-life management capabilities from its
acquisition of AeroTurbine, which ILFC finalized on October 7, 2011, and its impact on ILFC’s strategy. While
ILFC’s overall business model has not changed, its expectation of how it may manage out-of-production aircraft,
or aircraft that have been affected by new technology developments, changed due to the AeroTurbine acquisition.
The acquisition of AeroTurbine provides ILFC with increased choices in managing the end-of-life of aircraft in its
fleet and makes the part-out of an aircraft a more economically and commercially viable option by bringing the
requisite capabilities in-house and eliminating the payment of commissions to third parties. Parting-out aircraft will
also enable ILFC to retain more cash flows from an aircraft during the last cycle of its life by allowing ILFC to
eliminate certain maintenance costs and realize higher net overhaul revenues.
As part of the Assessment performed during the three months ended September 30, 2011, management
performed a review of aircraft in its fleet that are currently out-of-production, or have been affected by new
technology developments. The purpose of the review was to identify end-of-life options that are the most likely to
occur on an individual aircraft basis in light of market conditions and the AeroTurbine acquisition. Most of the
aircraft reviewed were in the second half of their estimated 25 year useful life. The current economic environment
for these aircraft has been challenging and the outlook is expected to become more challenging due to the trends
noted above. All of these factors contributed to management’s conclusion that many of these aircraft would be
disposed of prior to the end of their previously estimated useful life.
The result of the Assessment based on ILFC’s updated assumptions and management’s change in its end-of-life
strategy for older generation aircraft indicated that the book value of 95 aircraft were not fully recoverable and
these aircraft were deemed impaired as of September 30, 2011. The aircraft impaired were primarily
out-of-production aircraft, or aircraft that have been impacted by new technology developments, included in the
aforementioned review. For the three-month period ended September 30, 2011, ILFC recorded impairment
charges of $1.5 billion on the 95 impaired aircraft and two additional aircraft that it deemed more likely than not
to be sold.
143
American International Group, Inc.
Other Operations
The components of AIG’s Other operations were revised in the third quarter of 2011, primarily as a result of
the reclassification of non-aircraft leasing operations from the Financial Services reportable segment as discussed
in Note 3 to the Consolidated Financial Statements, as follows:
• AIGFP’s derivatives portfolio, previously reported as a component of the Financial Services reportable
segment is now reported with AIG Markets, Inc. (AIG Markets) as Global Capital Markets in Other
Operations.
• AIG Global Real Estate Investment Corp. operations and Institutional Asset Management, previously
reported as components of Direct Investment book and Asset Management operations within Other
operations, respectively, are now reported in Corporate & Other.
AIG’s Other operations include the following:
• Mortgage Guaranty — UGC subsidiaries issue residential mortgage guaranty insurance, both domestically and
to a lesser extent internationally, that covers mortgage lenders from the first loss for credit defaults on high
loan-to-value conventional first-lien mortgages for the purchase or refinance of one-to four-family residences.
• Global Capital Markets — consist of the operations of AIG Markets and the remaining AIGFP derivatives
portfolio. AIG Markets acts as the derivatives intermediary between AIG companies and third parties, and
executes its derivative trades (interest rate and foreign exchange swaps and forwards) under International
Swaps and Derivatives Association, Inc. (ISDA) agreements. The agreements with third parties typically
require collateral postings. Many of AIG Markets’ transactions with AIG and its subsidiaries also include
collateral posting requirements. However, generally, no collateral is called under these contracts unless it is
needed to satisfy posting requirements with third parties. The active wind-down of the AIGFP derivatives
portfolio was completed by the end of the second quarter of 2011. The remaining AIGFP derivatives
portfolio consists predominantly of transactions AIG believes are of low complexity, low risk, supportive of
AIG’s risk management objectives or not economically appropriate to unwind based on a cost versus benefit
analysis, although the portfolio may experience periodic mark-to-market volatility. AIGFP is entering into
new derivative transactions only to hedge its current portfolio, reduce risk and hedge the currency, interest
rate and other market risks associated with the businesses of other AIG subsidiaries.
• Direct Investment book — includes results for the MIP and the results of certain non-derivative assets and
liabilities of AIGFP.
• Retained Interests — Fair value gains or losses on the MetLife securities that were received as consideration
from the sale of ALICO prior to their sale in March 2011, AIG’s remaining interest in AIA ordinary shares
retained following the AIA initial public offering, and the retained interest in ML III.
• Corporate & Other — consists primarily of interest expense, intercompany interest income that is eliminated
in consolidation, expenses of corporate staff not attributable to specific business segments (including
restructuring costs), expenses related to internal controls and the financial and operating platforms,
corporate initiatives, certain compensation plan expenses, corporate-level net realized capital gains and
losses, certain litigation-related charges and credits, the results of AIG’s real estate investment operations,
Institutional Asset Management operations, and net gains and losses on sales of divested businesses that did
not qualify for discontinued operations accounting treatment.
• Divested Businesses — include results of certain businesses that have been divested that did not meet the
criteria for discontinued operations classification, primarily consisting of AIA in 2010.
144
American International Group, Inc.
Mortgage Guaranty
Quarterly Mortgage Guaranty Results
UGC recorded a decline in pre-tax loss in the three-month period ended September 30, 2011 compared to the
same period in 2010, primarily due to:
• a decrease in claims and claims adjustment expenses for second-lien and student loan businesses partially
offset by an increase in claims and claims adjustment expenses for first-lien and international businesses.
Second-lien claims and claims adjustment expenses have declined primarily as a result of lower unfavorable
development in the current period compared to the same period in 2010, a decline in newly reported
delinquencies and the recognition of stop loss limits on certain second lien policies. Claims and claims
adjustment expenses for student loans declined primarily due to the commutation of the majority of the
student loan portfolio during 2010. The higher first lien claims and claims adjustment expenses include
provisions for increased overturns of denied and rescinded claims and unfavorable reserve development in
the current period compared to favorable development experienced in the same period in 2010. The
increased overturns reflect the additional resources deployed by lenders and mortgage servicers to address
loan documentation issues. The unfavorable loss reserve development reflects higher claim frequency and
severity, primarily due to delinquencies in Florida where property values have continued to decline combined
with the slower pace of foreclosure activity due to the foreclosure moratorium in certain states. This slower
foreclosure process has resulted in generally increasing the severity of individual claims; and
• a reduction in underwriting expenses reflecting a $30 million accrual of estimated remedy losses in 2010.
Remedy losses represent the indemnification for losses incurred by lenders arising from obligations
contractually assumed by UGC as a result of underwriting services provided to lenders during times of high
loan origination activity. UGC believes it has adequately accrued for these losses at September 30, 2011.
145
American International Group, Inc.
Partially offsetting these declines in expenses were declines in earned premiums from the second-lien, private
student loan and international businesses resulting from these businesses being placed into runoff during the
fourth quarter of 2008, partially offset by an increase in earned premiums from first-lien business.
UGC, like other participants in the mortgage insurance industry, has made claims against various counterparties
in relation to alleged underwriting failures, and received similar claims from counterparties. These claims and
counter-claims allege breach of contract, breach of good faith and fraud, among other allegations. During the
three-month period ended September 30, 2011, UGC accrued $22 million to pay for previously rescinded losses,
certain legal fees and interest in connection with an adverse judgment. UGC has appealed the court’s decision.
Risk-in-Force
The following table presents risk in force and delinquency ratio information for Mortgage Guaranty domestic
business:
At September 30,
(dollars in billions) 2011 2010
Domestic first-lien:
Risk in force $ 25.1 $ 25.5
60+ day delinquency ratio on primary loans(a) 14.1% 17.8%
Domestic second-lien:
Risk in force(b) $ 1.6 $ 2.2
(b) Represents the full amount of second-lien loans insured reduced for contractual aggregate loss limits on certain pools of loans, usually
10 percent of the full amount of loans insured in each pool. Certain second-lien pools have reinstatement provisions, which will expire as the
loan balances are repaid.
146
American International Group, Inc.
147
American International Group, Inc.
The following table presents credit valuation adjustment gains (losses) for the Direct Investment book (excluding
intercompany transactions):
(in millions)
Counterparty Credit AIG’s Own Credit
Valuation Adjustment on Assets Valuation Adjustment on Liabilities
Three Months Ended September 30, 2011
Bond trading securities $ (403) Notes and bonds payable $ 164
Loans and other assets (1) Hybrid financial instrument liabilities 186
GIAs 85
Other liabilities 23
Decrease in assets $ (404) Decrease in liabilities $ 458
Net pre-tax increase to Other income $ 54
(in millions)
Counterparty Credit AIG’s Own Credit
Valuation Adjustment on Assets Valuation Adjustment on Liabilities
Nine Months Ended September 30, 2011
Bond trading securities $ (121) Notes and bonds payable $ 160
Loans and other assets 17 Hybrid financial instrument liabilities 178
GIAs 114
Other liabilities 22
Decrease in assets $ (104) Decrease in liabilities $ 474
Net pre-tax increase to Other income $ 370
148
American International Group, Inc.
Divested Businesses
Divested businesses include the operating results of divested businesses that did not qualify for discontinued
operations accounting through the date of their sale as well as certain non-core businesses currently in run-off.
The Divested businesses results for the three and nine months ended September 30, 2010 primarily represent the
historical results of AIA, which was deconsolidated in November 2010.
149
American International Group, Inc.
150
American International Group, Inc.
Net cash used in operating activities for the first nine months of 2011 reflects:
• the payment of FRBNY Credit Facility accrued compounded interest and fees by AIG Parent totaling
$6.4 billion, which were previously paid in-kind, and accordingly did not reduce operating cash flows in prior
periods;
• a $6.5 billion reduction in cash provided by operating activities attributable to foreign life subsidiaries that
were sold (e.g., AIA, ALICO, AIG Star and AIG Edison), which generated $3.4 billion in inflows through
the first nine months of 2011 and $9.9 billion in cash inflows for the same period in 2010; and
• the effect of catastrophes and the cession of the bulk of Chartis net asbestos liabilities in the United States
to NICO. Insurance companies generally receive most premiums in advance of the payment of claims or
policy benefits, but the ability of Chartis to generate positive cash flow is affected by the frequency and
severity of losses under its insurance policies, policy retention rates and operating expenses. Excluding the
impact of the NICO cession and catastrophes, cash provided by AIG’s reportable segments for the first nine
months of 2011 is consistent with the same period of 2010, as increases in claims paid were offset by
increases in premiums collected at the insurance organizations.
The significant increase in cash provided by investing activities in the first nine months of 2011 was primarily
attributable to:
• the utilization of $26.4 billion of restricted cash generated from the AIA IPO and ALICO sale in connection
with the Recapitalization and $9.6 billion disposition of MetLife securities, described in Note 1 to the
Consolidated Financial Statements;
• the sale of AIG Star, AIG Edison and Nan Shan in 2011 for total proceeds of $6.4 billion; and
• net sales of short term investments and maturities of available for sale investments, primarily at Chartis and
SunAmerica, which were partially offset by purchases of available for sale investments.
Net cash used in investing activities in the first nine months of 2010 primarily resulted from net purchases of
fixed maturity securities, resulting from AIG’s investment of cash generated from operating activities, and the
redeployment of liquidity that had been accumulated by the insurance companies in 2008 and 2009.
Net cash used in financing activities for the first nine months of 2011 primarily represents the repayment of the
FRBNY Credit Facility and the $11.4 billion partial repayment of the SPV Preferred Interests in connection with
the Recapitalization described in Note 1 to the Consolidated Financial Statements and use of proceeds received
from the sales of foreign life insurance entities in 2011.
151
American International Group, Inc.
Sources of Liquidity
AIG Parent’s primary sources of cash flow are dividends, distributions, and other payments from subsidiaries. In
the first nine months of 2011, AIG Parent collected $2.2 billion in payments from subsidiaries, including
$905 million in dividends from Chartis and repayment of intercompany loans of $1.1 billion from the SunAmerica
companies. AIG also raised approximately $2.9 billion in net proceeds from the sale of AIG Common Stock and
also raised approximately $2.0 billion in net proceeds from the issuance of senior unsecured notes; these items are
discussed under Liquidity of Parent and Subsidiaries — AIG Parent above.
AIG has established and maintains substantial sources of actual and contingent liquidity.
The following table presents AIG Parent’s sources of liquidity. This does not include liquidity that is expected to
result from cash flows from operations:
As of
(in millions) September 30, 2011
Cash(a) $ 165
Short-term investments(b) 11,468
Available capacity under Syndicated Credit Facilities 3,182
Available capacity under Contingent Liquidity Facility 500
Total AIG Parent liquidity sources $ 15,315
(a) Excludes Cash and Short-term Investments held by AIGFP which are considered to be unrestricted and available for use by AIG Parent of
$187 million at September 30, 2011.
(b) Includes reverse repurchase agreements totaling $8.7 billion used to reduce unsecured exposures.
152
American International Group, Inc.
AIG’s ability to borrow under the syndicated credit and contingent liquidity facilities is not contingent on its
credit ratings. For further discussion of the terms and conditions relating to the bank credit facilities, see Credit
Facilities below.
In October 2011, AIG entered into an additional contingent liquidity facility. Under this facility, AIG has the
right, for a period of one year, to enter into put option agreements, with an aggregate notional amount of up to
$500 million, with an unaffiliated international financial institution pursuant to which AIG has the right, for a
period of five years, to issue up to $500 million in senior debt to the financial institution, at AIG’s discretion.
For additional information on the existing contingent liquidity facility, see Debt below.
Uses of Liquidity
AIG Parent’s primary uses of cash flow are for debt service, operating expenses and subsidiary capital needs. In
the first nine months of 2011, AIG Parent retired $4.4 billion of debt, including $2.2 billion of MIP obligations,
and made interest payments totaling $1.7 billion. Approximately $5.4 billion of AIG Parent’s cash and short-term
investments balance is attributable to the MIP and is available to meet obligations of the DIB. See Liquidity of
Parent and Subsidiaries — Other Operations — Direct Investment Book below for additional details.
AIG Parent made $3.8 billion in net capital contributions to subsidiaries in the first nine months of 2011, of
which $3.7 billion was contributed to Chartis in response to the reserve strengthening in the fourth quarter of
2010. This transaction was funded from the retention of $2 billion of net cash proceeds from the sale of AIG Star
and AIG Edison (for which the Department of the Treasury provided a waiver permitting AIG to use such
proceeds for this purpose instead of using the proceeds to pay down SPV Preferred Interests) and available cash
at AIG Parent.
AIG believes that it has sufficient liquidity at the AIG Parent level to satisfy future liquidity requirements and
meet its obligations, including reasonably foreseeable contingencies or events. No assurance can be given, however,
that AIG’s cash needs will not exceed projected liquidity. Additional collateral calls, deterioration in investment
portfolios or reserve strengthening affecting statutory surplus, higher surrenders of annuities and other policies,
further downgrades in AIG’s credit ratings, or catastrophic losses may result in significant additional cash needs,
loss of some sources of liquidity or both. Regulatory and other legal restrictions could limit AIG’s ability to
transfer funds freely, either to or from its subsidiaries.
Chartis
AIG currently expects that its Chartis subsidiaries will be able to continue to satisfy future liquidity
requirements and meet their obligations, including reasonably foreseeable contingencies or events, through cash
from operations and, to the extent necessary, asset dispositions. Chartis subsidiaries maintain substantial liquidity
in the form of cash and short-term investments, totaling $9.0 billion as of September 30, 2011. Further, Chartis
businesses maintain significant levels of investment-grade fixed maturity securities, including substantial holdings in
government and corporate bonds, which Chartis could monetize in the event liquidity levels are deemed
insufficient.
In the first quarter of 2011, Chartis received a capital contribution of $3.7 billion in cash from AIG Parent
following the reserve strengthening in the fourth quarter of 2010. Chartis used $1.8 billion of this amount to
purchase certain assets from the DIB. Chartis subsequently returned capital of $2.2 billion to AIG Parent in the
form of all of the outstanding stock of UGC in the first quarter of 2011. In the first nine months of 2011, Chartis
paid dividends of $905 million to AIG Parent.
One or more large catastrophes may require AIG to provide additional support to the affected Chartis
operations. In addition, downgrades in AIG’s credit ratings could put pressure on the insurer financial strength
ratings of its subsidiaries, which could result in non-renewals or cancellations by policyholders and adversely affect
the relevant subsidiary’s ability to meet its own obligations, and require AIG to provide capital or liquidity support
to the subsidiary. Increases in market interest rates may adversely affect the financial strength ratings of Chartis
153
American International Group, Inc.
subsidiaries, as rating agency capital models may reduce the amount of available capital relative to required
capital. Other potential events that could cause a liquidity strain include economic collapse of a nation or region
significant to Chartis operations, nationalization, catastrophic terrorist acts, pandemics or other events causing
economic or political upheaval.
In February 2011, AIG entered into CMAs with certain Chartis domestic property and casualty insurance
companies. Among other things, the CMAs provide that AIG will maintain the total adjusted capital of these
Chartis insurance companies at or above a specified minimum percentage of the companies’ projected total
authorized control level Risk-Based Capital (RBC) (as defined by National Association of Insurance
Commissioners (NAIC) guidelines). In addition, the CMAs also provide that if the total adjusted capital of these
Chartis insurance companies is in excess of a specified minimum percentage of their respective total authorized
control level RBCs (as reflected in the companies’ quarterly or annual statutory financial statements), subject to
board and regulatory approval(s), the companies would declare and pay ordinary dividends to their equity holders
in amounts representing the excess over that required to maintain the specified minimum percentage.
Chartis continues to identify cost effective opportunities to manage its capital allocation through the use of
intercompany reinsurance.
During September 2011, a $725 million letter of credit facility was put in place, under which Chartis and Ascot
Corporate Name Limited (ACNL) acted as co-obligors. ACNL, a Chartis subsidiary and member of the Lloyd’s of
London insurance syndicate (Lloyd’s), is required to provide capital to Lloyd’s, known as Funds at Lloyds (FAL).
Under the new facility, which supports the 2012 and 2013 years of account, the entire FAL requirement will be
satisfied with a letter of credit in substitution for $552 million of FAL previously contributed through a
$400 million letter of credit and $152 million in the form of cash and securities.
SunAmerica
Management considers the sources of liquidity for SunAmerica subsidiaries adequate to satisfy future liquidity
requirements and meet foreseeable liquidity requirements, including reasonably foreseeable contingencies or
events. The SunAmerica companies continue to maintain substantial liquidity in the form of cash and short-term
investments, totaling $3.8 billion as of September 30, 2011. These subsidiaries generally have been lengthening
their maturity profile by purchasing investment grade fixed maturity securities in order to reduce the levels of
cash, cash equivalents and other short-term instruments that had been maintained during 2009 and 2010. In the
first nine months of 2011, the SunAmerica life insurance companies paid dividends and surplus note interest
totaling approximately $1.7 billion to their respective holding companies, of which $1.1 billion was used to provide
liquidity to AIG Parent through the repayment of intercompany loans.
The most significant potential liquidity requirements of the SunAmerica companies are the funding of product
surrenders, withdrawals and maturities. Given the size and liquidity profile of SunAmerica’s investment portfolios,
AIG believes that deviations from projected claim or surrender experience would not constitute a significant
liquidity risk. As part of SunAmerica’s risk management framework, it is evaluating and will deploy programs to
enhance its liquidity position and facilitate SunAmerica’s ability to maintain a fully invested asset portfolio. Such
programs may include securities lending programs structured to increase liquidity and membership in Federal
Home Loan Banks. Securities lending programs may be beneficial from a tax perspective as well.
In March 2011, AIG entered into CMAs with certain SunAmerica insurance companies. Among other things,
the CMAs provide that AIG will maintain the total adjusted capital of these SunAmerica insurance companies at
or above a specified minimum percentage of the companies’ projected company action level RBCs (as defined by
NAIC guidelines). In addition, the CMAs also provide that if the total adjusted capital of these SunAmerica
insurance companies is in excess of a specified minimum percentage of their respective total company action level
RBCs (as reflected in the companies’ quarterly or annual statutory financial statements), subject to board and
regulatory approval(s), the companies would declare and pay ordinary dividends to their equity holders in amounts
representing the excess over that required to maintain the specified minimum percentage.
154
American International Group, Inc.
Aircraft Leasing
On September 2, 2011, ILFC Holdings filed a registration statement on Form S-1 with the SEC for a proposed
initial public offering. The number of shares to be offered, price range and timing for any offering have not been
determined. The timing of any offering will depend on market conditions and no assurance can be given regarding
terms or that an offering will be completed. All proceeds from any offering will go to the selling shareholder and
are required to be used to pay down a portion of the liquidation preference of the Department of the Treasury’s
AIA SPV Preferred Interests.
ILFC’s sources of liquidity include existing cash and short-term investments of $882 million, future cash flows
from operations, debt issuances and aircraft sales, subject to market and other conditions. Uses of liquidity for
ILFC primarily consist of aircraft purchases and debt repayments. In 2011, ILFC improved its liquidity position by
entering into an unsecured $2.0 billion three-year revolving credit facility and a secured $1.5 billion term loan
facility. In addition, on May 24, 2011, ILFC issued $2.25 billion aggregate principal amount of senior unsecured
notes, with $1.0 billion maturing in 2016 and $1.25 billion maturing in 2019. On June 17, 2011, ILFC completed
tender offers for the purchase of approximately $1.67 billion aggregate principal amount of notes with maturity
dates in 2012 and 2013 for total cash consideration, including accrued interest, of approximately $1.75 billion.
ILFC recorded a $61 million loss on the extinguishment of debt during the second quarter of 2011.
See Debt — Debt Maturities — ILFC for further details on ILFC’s outstanding debt.
Other Operations
Mortgage Guaranty
AIG currently expects that its UGC subsidiaries will be able to continue to satisfy future liquidity requirements
and meet their obligations, including reasonably foreseeable contingencies or events, through cash from operations
and, to the extent necessary, asset dispositions. UGC subsidiaries maintain substantial liquidity in the form of cash
and short-term investments, totaling $1.0 billion as of September 30, 2011. Further, UGC businesses maintain
significant levels of investment-grade fixed maturity securities, including substantial holdings in municipal and
corporate bonds ($3.0 billion in the aggregate at September 30, 2011), which UGC could monetize in the event
liquidity levels are insufficient.
AIGFP
AIGFP continues to rely upon AIG Parent to meet most of its collateral and other liquidity requirements in
connection with its remaining derivatives portfolio.
155
American International Group, Inc.
The following table presents a rollforward of the amount of collateral posted by AIGFP:
Additional
Collateral Postings, Collateral Collateral
Posted as of Netted by Returned by Posted as of
(in millions) December 31, 2010 Counterparty Counterparties September 30, 2011
Super senior credit default swap (CDS) portfolio $ 3,786 $ 375 $ 969 $ 3,192
All other derivatives 1,335 1,600 815 2,120
Total $ 5,121 $ 1,975 $ 1,784 $ 5,312
Collateral obtained by AIGFP from third parties was $590 million and $2.3 billion at September 30, 2011 and
December 31, 2010, respectively.
The following table presents the net notional amount and number of outstanding trade positions in AIGFP’s
portfolios:
(a) Excludes $12.6 billion and $11.5 billion of intercompany derivatives at September 30, 2011 and December 31, 2010, respectively.
(b) Excludes approximately 4,800 non-derivative trade positions that were transferred to Direct Investment book in 2010.
The active wind-down of the AIGFP derivatives portfolio was completed by the end of the second quarter of
2011. The remaining AIGFP derivatives portfolio consists predominantly of transactions AIG believes are of low
complexity, low risk, supportive of AIG’s risk management objectives or not economically appropriate to unwind
based on a cost versus benefit analysis, although the portfolio may experience periodic mark-to-market volatility.
156
American International Group, Inc.
Debt
Debt Maturities
The following table summarizes maturing debt at September 30, 2011 of AIG and its subsidiaries for the next
four quarters:
157
American International Group, Inc.
The following table provides the rollforward of AIG’s total debt outstanding:
(a) Terminated on January 14, 2011 in connection with the Recapitalization. Includes $6.4 billion of paid in kind interest and fees. See Note 1 to
the Consolidated Financial Statements.
(b) See Note 16 to the Consolidated Financial Statements for a discussion of the junior subordinated debt exchange offer.
(c) Represents remarketing of debentures related to Equity Units.
(d) Primarily represents adjustments to the fair value of debt.
(e) Includes $8.9 billion of secured financings, of which $101 million are non-recourse to ILFC.
(f) At September 30, 2011, includes debt of consolidated investments held through AIG Global Real Estate Investment Corp., AIG Credit Corp.
and SunAmerica of $1.7 billion, $240 million and $88 million, respectively.
158
American International Group, Inc.
The following table summarizes maturities of long-term debt, excluding borrowings of consolidated investments:
Year Ending
September 30, 2011 Remainder
(in millions) Total of 2011 2012 2013 2014 2015 2016 Thereafter
General borrowings:
Notes and bonds payable $ 11,553 $ 649 $ 27 $ 1,468 $ 500 $ 998 $ 1,754 $ 6,157
Junior subordinated debt(a) 11,759 - - - - - - 11,759
Loans and mortgages payable 230 - 156 - - 2 - 72
SAFG, Inc. notes and bonds payable 298 - - - - - - 298
Liabilities connected to trust preferred stock 1,339 - - - - - - 1,339
Total general borrowings 25,179 649 183 1,468 500 1,000 1,754 19,625
Borrowings supported by assets:
MIP notes payable 11,283 1,001 2,309 879 1,605 413 1,515 3,561
Series AIGFP matched notes and bonds payable 3,873 16 50 3 - - - 3,804
GIAs, at fair value 8,280 213 355 414 661 598 301 5,738
Notes and bonds payable, at fair value 2,440 242 792 158 58 194 326 670
Loans and mortgages payable, at fair value 519 4 223 89 67 - - 136
Total borrowings supported by assets 26,395 1,476 3,729 1,543 2,391 1,205 2,142 13,909
(b)
ILFC :
Notes and bonds payable 12,970 21 2,018 3,421 1,040 1,260 1,000 4,210
Junior subordinated debt 999 - - - - - - 999
ECA Facility(c) 2,411 76 429 429 424 336 258 459
Bank financings and other secured financings 7,001 77 559 133 1,503 877 1,953 1,899
Total ILFC 23,381 174 3,006 3,983 2,967 2,473 3,211 7,567
Other subsidiaries 402 1 3 3 4 23 6 362
Total $ 75,357 $ 2,300 $ 6,921 $ 6,997 $ 5,862 $ 4,701 $ 7,113 $ 41,463
(a) The junior subordinated debt exchange offer will not affect maturity dates on this table. See Note 16 to the Consolidated Financial Statements.
(b) AIG does not guarantee these borrowings.
(c) Reflects future minimum payment for ILFC’s borrowings under the 2004 Export Credit Agency (ECA) Facility.
Credit Facilities
AIG relies on credit facilities as potential sources of liquidity for general corporate purposes. Currently, AIG
and ILFC maintain committed, revolving credit facilities, including a facility that provides for the issuance of
letters of credit, summarized in the following table for general corporate purposes and for letter of credit issuance.
AIG intends to replace or extend these credit facilities on or prior to their expiration, although no assurance can
be given that these facilities will be replaced on favorable terms or at all. One of the facilities, as noted below,
contains a ‘‘term-out option’’ allowing for the conversion by the borrower of any outstanding loans at expiration
into one-year term loans. All facilities, except for the ILFC five-year syndicated credit facility maturing October
2012, are unsecured.
October 15, 2011 One-Year
(in millions) Available Term-Out Effective
Facility Size Borrower(s) Amount Expiration Option Date
AIG:
364-Day Syndicated Facility $ 1,500 AIG $ 1,500 October 2012 Yes 10/12/2011
4-Year Syndicated Facility 3,000 AIG 1,700 October 2015 No 10/12/2011
Total AIG $ 4,500 $ 3,200
ILFC:
5-Year Syndicated Facility $ 457 ILFC $ - October 2012 No 10/13/2006
3-Year Syndicated Facility 2,000 ILFC 2,000 January 2014 No 1/31/2011
Total ILFC $ 2,457 $ 2,000
159
American International Group, Inc.
On October 12, 2011, the previously outstanding AIG 364-Day Syndicated Facility, AIG 3-Year Syndicated
Facility and Chartis letter of credit facility were terminated upon AIG entering into a $1.5 billion 364-Day
Syndicated Facility and a $3.0 billion 4-Year Syndicated Facility. The new 4-Year Syndicated Facility provides for
$1.5 billion of revolving loans and includes a $1.5 billion letter of credit sublimit. The $1.3 billion of previously
issued letters of credit under the Chartis letter of credit facility were rolled into the letter of credit sublimit within
the 4-Year Syndicated Facility, so that a total of $1.7 billion remains available under this facility, of which
$0.2 billion is available for letters of credit. AIG expects that it may draw down on these facilities from time to
time, and may use the proceeds for general corporate purposes.
AIG’s ability to borrow under these facilities is conditioned on the satisfaction of certain legal, operating,
administrative and financial covenants and other requirements contained in the facilities, including covenants
relating to AIG’s maintenance of a specified total consolidated net worth, total consolidated debt to total
consolidated capitalization and total priority debt (defined as debt of AIG’s subsidiaries and secured debt of AIG)
to total consolidated capitalization. Failure to satisfy these and other requirements contained in the credit facilities
would restrict AIG’s access to the facilities and, consequently, could have a material adverse effect on AIG’s
financial condition, results of operations and liquidity.
ILFC’s three-year credit facility which became effective January 31, 2011 contains customary events of default
and restrictive financial covenants that require ILFC to maintain a minimum fixed charge coverage ratio, a
minimum consolidated tangible net worth, and a maximum ratio of consolidated debt to consolidated tangible net
worth. Prior to April 16, 2010, ILFC had a $2.5 billion five-year syndicated facility which was scheduled to expire
in October 2011. On April 16, 2010, ILFC amended and extended the maturity date of $2.16 billion of its
$2.5 billion revolving credit facility from October 2011 to October 2012. Upon effectiveness of these amendments,
the previously unsecured bank debt became secured by the equity interest in certain of ILFC’s non-restricted
subsidiaries, which hold a pool of aircraft with an appraised value of not less than 133 percent of the principal
amount of the outstanding loans. During 2010 and the first three quarters of 2011, ILFC paid down $1.97 billion
on the $2.5 billion revolving credit facility. In October 2011, ILFC paid off the non-extended portion of the facility
in the amount of $73 million, bringing the revolving credit facility size down to $457 million. The amended facility
prohibits ILFC from re-borrowing amounts repaid under this facility for any reason; therefore, the size of the
outstanding revolving credit facility is $457 million.
Credit Ratings
The cost and availability of unsecured financing for AIG and its subsidiaries are generally dependent on their
short- and long-term debt ratings. The following table presents the credit ratings of AIG and certain of its
subsidiaries as of October 28, 2011. In parentheses, following the initial occurrence in the table of each rating, is
an indication of that rating’s relative rank within the agency’s rating categories. That ranking refers only to the
generic or major rating category and not to the modifiers appended to the rating by the rating agencies to denote
relative position within such generic or major category.
Short-Term Debt Senior Long-Term Debt
Moody’s S&P Moody’s(a) S&P(b) Fitch(c)
AIG P-2 (2nd of 3) A-2 (2nd of 8) Baa 1 (4th of 9) A- (3rd of 8) BBB (4th of 9)
Stable Outlook Stable Outlook Stable Outlook Stable Outlook
(d)
AIG Financial Products Corp. P-2 A-2 Baa 1 A- -
Stable Outlook Stable Outlook Stable Outlook
(a) Moody’s appends numerical modifiers 1, 2 and 3 to the generic rating categories to show relative position within the rating categories.
(b) S&P ratings may be modified by the addition of a plus or minus sign to show relative standing within the major rating categories.
160
American International Group, Inc.
(c) Fitch ratings may be modified by the addition of a plus or minus sign to show relative standing within the major rating categories.
(d) AIG guarantees all obligations of AIG Financial Products Corp. and AIG Funding, Inc.
These credit 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.
‘‘Ratings 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. ‘‘Ratings triggers’’
generally relate to events that (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.
A significant portion of the GIAs, structured financing arrangements and financial derivative transactions have
provisions that require collateral to be posted upon a downgrade of AIG’s long-term debt ratings or, with the
consent of the counterparties, assignment or repayment of the positions or arrangement of a substitute guarantee
of AIG’s obligations by an obligor with higher debt ratings. Furthermore, certain downgrades of AIG’s long-term
senior debt ratings would permit either AIG or the counterparties to elect early termination of contracts.
The actual amount of collateral required to be posted to counterparties in the event of such downgrades, or the
aggregate amount of payments that AIG could be required to make, depends on market conditions, the fair value
of outstanding affected transactions and other factors prevailing at the time of the downgrade. For a discussion of
the effects of downgrades in the financial strength ratings of AIG’s insurance companies or AIG’s credit ratings,
see Part II, Item 1A. Risk Factors in AIG’s 2010 Annual Report on Form 10-K and Note 10 to the Consolidated
Financial Statements.
Contractual Obligations
The following table summarizes contractual obligations in total, and by remaining maturity:
(a) Primarily includes contracts to purchase future services and other capital expenditures.
(b) Does not reflect unrecognized tax benefits of $4.5 billion, the timing of which is uncertain. In addition, the majority of AIGFP’s credit default
swaps require AIGFP to provide credit protection on a designated portfolio of loans or debt securities. At September 30, 2011, the fair value
derivative liability was $3.1 billion, relating to AIGFP’s super senior multi-sector CDO credit default swap portfolio, realized in extinguishing
derivative obligations. Due to the long-term maturities of these credit default swaps, AIG is unable to make reasonable estimates of the periods
during which any payments would be made. However, at September 30, 2011 AIGFP had posted collateral of $2.7 billion with respect to these
swaps.
161
American International Group, Inc.
(a) Primarily represents liquidity facilities provided in connection with certain municipal swap transactions and collateralized bond obligations.
(b) Includes residual value guarantees associated with aircraft and SunAmerica construction guarantees connected to affordable housing
investments. Excludes potential amounts attributable to indemnifications included in asset sales agreements. See Note 11 to the Consolidated
Financial Statements.
(c) Includes commitments to invest in limited partnerships, private equity, hedge funds and mutual funds and commitments to purchase and
develop real estate in the United States and abroad. The commitments to invest in limited partnerships and other funds are called at the
discretion of each fund, as needed for funding new investments or expenses of the fund. The expiration of these commitments is estimated in
the table above based on the expected life cycle of the related fund, consistent with past trends of requirements for funding. Investors under
these commitments are primarily insurance and real estate subsidiaries.
(d) Excludes commitments with respect to pension plans. The remaining pension contribution for 2011 is expected to be approximately $10 million
for U.S. and non-U.S. plans.
(e) Does not include guarantees, capital maintenance agreements or other support arrangements among AIG consolidated entities.
Securities Financing
The fair value of securities transferred under repurchase agreements accounted for as sales was $2.4 billion and
$2.7 billion at September 30, 2011 and December 31, 2010, respectively, and the related cash collateral obtained
was $1.8 billion and $2.1 billion at September 30, 2011 and December 31, 2010, respectively.
Dividend Restrictions
See Note 18 to the Consolidated Financial Statements in AIG’s 2010 Annual Report on Form 10-K for
discussion of restrictions on payments of dividends by AIG subsidiaries.
162
American International Group, Inc.
Investments
Investment Strategy
AIG’s investment strategies are tailored to the specific business needs of each operating unit. The investment
objectives are driven by the business model for each of the businesses: general insurance, life insurance,
retirement services and the Direct Investment book. The primary objectives are generation of investment income,
preservation of capital, liquidity management and growth of surplus to support the insurance products.
At the local operating unit level, investment strategies are based on considerations that include the local market,
liability duration and cash flow characteristics, rating agency and regulatory capital considerations, legal investment
limitations, tax optimization and diversification.
The majority of assets backing insurance liabilities at AIG consist of intermediate and long duration fixed
maturity securities. In the case of life insurance and retirement services companies, as well as in the Direct
Investment book, the fundamental investment strategy is, as nearly as is practicable, to match the duration
characteristics of the liabilities with assets of comparable duration. Domestically, fixed maturity securities held by
the insurance companies included in Chartis historically have consisted primarily of laddered holdings of
tax-exempt municipal bonds, which provided attractive after-tax returns and limited credit risk. In order to meet
the current risk-return and tax objectives of Chartis, the domestic property and casualty companies have begun to
shift investment allocations away from tax-exempt municipal bonds towards taxable instruments which meet the
companies’ liquidity, duration and credit quality objectives as well as current risk-return and tax objectives.
Outside of the U.S., fixed maturity securities held by Chartis companies consist primarily of intermediate duration
high-grade securities.
The market price of fixed maturity securities reflects numerous components, including interest rate environment,
credit spread, embedded optionality (such as call features), liquidity, structural complexity, foreign exchange risk
and other credit and non-credit factors. However, in most circumstances, pricing is most sensitive to interest rates,
such that the market price declines as interest rates rise, and increases as interest rates fall. This effect is more
pronounced for longer duration securities.
AIG accounts for the vast majority of the invested assets held by its insurance companies at fair value.
However, with limited exceptions (primarily with respect to separate account products on AIG’s Consolidated
Balance Sheet), AIG does not modify the fair value of its insurance liabilities for changes in interest rates, even
though rising interest rates have the effect of reducing the fair value of such liabilities, and falling interest rates
have the opposite effect. This results in the recording of changes in unrealized gains (losses) on securities in
Accumulated other comprehensive income resulting from changes in interest rates without any correlative, inverse
changes in gains (losses) on AIG’s liabilities. Because AIG’s asset duration in certain low-yield currencies,
particularly Japan, is shorter than its liability duration, AIG views increasing interest rates in these countries as
economically advantageous, notwithstanding the effect that higher rates have on the market value of its fixed
maturity portfolio.
At September 30, 2011, approximately 88 percent of the fixed maturity securities were held by domestic entities.
Approximately 24 percent of such securities were rated AAA by one or more of the principal rating agencies.
Approximately 12 percent were below investment grade or not rated. AIG’s investment decision process relies
primarily on internally generated fundamental analysis and internal risk ratings. Third-party rating services’ ratings
and opinions provide one source of independent perspective for consideration in the internal analysis.
A significant portion of the foreign fixed maturity portfolio is rated by Moody’s, S&P or similar foreign rating
services. Rating services are not available in all overseas locations. AIG’s Credit Risk Committee closely reviews
the credit quality of the foreign portfolio’s non-rated fixed maturity securities. At September 30, 2011,
approximately 29 percent of the foreign fixed maturity investments were either rated AAA or, on the basis of
AIG’s internal analysis, were equivalent from a credit standpoint to securities so rated. Approximately 3 percent
were below investment grade or not rated at that date. Approximately 40 percent of the foreign fixed maturity
portfolio are sovereign fixed maturity securities supporting policy liabilities in the country of issuance.
163
American International Group, Inc.
Investment Highlights
The third quarter of 2011 gave rise to elevated levels of volatility in the capital markets both domestically and
globally. Ten-year U.S. Treasuries dropped to historic lows, commodities declined from their previous highs, and
equity markets experienced their worst performance since the first quarter of 2009. As a result, AIG experienced
significantly lower net investment income in the third quarter of 2011 compared to the same period in 2010.
An overview of noteworthy investment activities during the third quarter of 2011 is provided below:
• purchased approximately $23 billion of fixed maturity securities during the quarter (approximately $71 billion
during the nine months ended September 30, 2011) by insurance operations. The purchases were made using
proceeds from sales and maturity of securities, paydowns on structured securities, cash flow from operations
and investments, and from the redeployment of existing cash and short-term investments. Short-term
investments were redeployed into approximately $19 billion of higher yielding fixed maturity securities during
the nine months ended September 30, 2011.
• corporate debt (primarily high grade) represented approximately 75 percent of new purchases. Risk-weighted
opportunistic investments in structured securities continued to be made to improve yields and increase net
investment income, but the amount of such purchases was significantly less than in the second quarter of
2011;
• base yields at Chartis and SunAmerica continued to improve as a result of cash deployment activities, but
the low rate environment continues to put downward pressure on yields as new money rates are generally
lower than maturing or called investment yields;
• continued reductions of the tax exempt municipal bond portfolio exposure of $1.7 billion and $9.8 billion for
the three- and nine-month periods ended September 30, 2011, respectively, primarily from sales, although
sales levels were lower in the third quarter than in the first two quarters in 2011;
• partnership income was at its lowest level since the third quarter of 2010, driven primarily by poor equity
market performance. Hedge fund losses were more than offset by positive private equity returns;
• continuation of decreases in fair value on the Maiden Lane Interests due to widening spread trends and
negative changes in future cash flow projections. The combined third quarter 2011 fair value loss of
$1.0 billion compares unfavorably to the second quarter 2011 and the third quarter 2010 by $0.2 billion and
$1.5 billion, respectively;
• a decline in the value of AIA ordinary shares of $2.3 billion that offset the majority of the $2.6 billion gain
recorded for the first six months of the year;
• $2.2 billion net unrealized appreciation in AIG’s invested assets in the quarter driven by lower yields across
its U.S. government, municipal bonds, agency structured securities, and non-financial corporate debt
investments, partially offset by unrealized losses in non agencies, financial corporate debt instruments, and
equities;
• $620 million of net realized capital gains on sales of fixed maturity securities and equities in the third
quarter of 2011, a seven percent decline compared to the $669 million of gains in the second quarter of 2011
and a 36 percent decline compared to the $974 million of gains in the third quarter of 2010. The current
quarter gains consist primarily of realized gains on the sale of corporate debt instruments, with additional
contributions from the continuing tax-exempt municipal bond sales strategy;
• other-than-temporary impairments of $496 million in the third quarter of 2011, with the majority related to
structured securities. This was the first quarterly increase in other-than-temporary impairments experienced
in 2011;
164
American International Group, Inc.
• realized capital losses of approximately $334 million on the unhedged interest rate component contained in
certain annuity and life contracts. The realized capital losses were driven by the significant decrease in
interest rates in the third quarter of 2011; and
• U.S. Dollar strengthening against the British Pound and Euro resulted in realized capital gains of
$260 million on AIG’s unhedged foreign-denominated debt in the third quarter of 2011.
The credit ratings in the table below and in subsequent tables reflect (a) the ratings on AIG’s fixed maturity
investments at September 30, 2011 by one or more of the major rating agencies or by the National Association of
Insurance Commissioners (NAIC) Securities Valuations Office (SVO) (over 99 percent of total fixed maturity
investments), or (b) AIG’s equivalent internal ratings where the investments have not been rated by any of the
major rating agencies or the NAIC. The ‘‘Non-rated’’ category in those tables consists of fixed maturity
investments that have not been rated by any of the major rating agencies, the NAIC or AIG, and represents
primarily AIG’s interest in ML III.
See Enterprise Risk Management for a discussion of credit risks associated with Investments.
The following table presents the credit ratings of AIG’s fixed maturity investments based on fair value:
* In the table above, U.S. Government and US Government-sponsored fixed maturity securities are included in AAA, based on the majority view
of rating agencies and AIG’s internal analysis and rating.
165
American International Group, Inc.
Investments by Segment
The following tables summarize the composition of AIG’s investments by reportable segment:
Reportable Segment
Aircraft Other
(in millions) Chartis SunAmerica Leasing Operations Total
September 30, 2011
Fixed maturity securities:
Bonds available for sale, at fair value $ 101,367 $ 153,146 $ - $ 5,316 $ 259,829
Bond trading securities, at fair value 97 1,573 - 22,984 24,654
Equity securities:
Common and preferred stock available for sale, at fair
value 2,579 179 1 450 3,209
Common and preferred stock trading, at fair value - - - 148 148
Mortgage and other loans receivable, net of allowance 551 16,497 73 2,158 19,279
Flight equipment primarily under operating leases, net of
accumulated depreciation - - 35,758 - 35,758
Other invested assets 12,986 13,038 - 15,107(c) 41,131
Short-term investments 8,302 3,359 868 16,569 29,098
Total investments(a) 125,882 187,792 36,700 62,732 413,106
Cash 731 444 14 353 1,542
Total invested assets $ 126,613 $ 188,236 $ 36,714 $ 63,085 $ 414,648
December 31, 2010
Fixed maturity securities:
Bonds available for sale, at fair value $ 88,904 $ 128,347 $ - $ 11,051 $ 228,302
Bond trading securities, at fair value - 1,307 - 24,875 26,182
Equity securities:
Common and preferred stock available for sale, at fair
value 3,827 218 2 534 4,581
Common and preferred stock trading, at fair value - 1 - 6,651 6,652
Mortgage and other loans receivable, net of allowance 690 16,727 134 2,686 20,237
Flight equipment primarily under operating leases, net of
accumulated depreciation - - 38,510 - 38,510
Other invested assets 13,743 13,069 - 15,398(c) 42,210
Short-term investments 11,799 19,160 3,058 9,721 43,738
Total investments(a) 118,963 178,829 41,704 70,916 410,412
Cash 572 270 9 707 1,558
Total invested assets(b) $ 119,535 $ 179,099 $ 41,713 $ 71,623 $ 411,970
(a) At September 30, 2011, approximately 87 percent and 13 percent of investments were held by domestic and foreign entities, respectively,
compared to approximately 85 percent and 15 percent, respectively, at December 31, 2010.
(b) Total invested assets of businesses held for sale amounted to $96.3 billion and are excluded. See Note 4 to the Consolidated Financial
Statements.
(c) Includes $11.4 billion and $11.1 billion of AIA ordinary shares at September 30, 2011 and December 31, 2010, respectively.
166
American International Group, Inc.
Other-Than-
Amortized Gross Gross Temporary
Cost or Unrealized Unrealized Fair Impairments
(in millions) Cost Gains Losses Value in AOCI(a)
September 30, 2011
Bonds available for sale:
U.S. government and government sponsored entities $ 7,123 $ 434 $ (3) $ 7,554 $ -
Obligations of states, municipalities and political
subdivisions 36,921 2,558 (89) 39,390 (29)
Non-U.S. governments 18,969 761 (76) 19,654 -
Corporate debt 136,018 11,811 (1,563) 146,266 94
Mortgage-backed, asset-backed and collateralized:
RMBS 32,448 1,507 (1,397) 32,558 (625)
CMBS 8,168 458 (986) 7,640 (143)
CDO/ABS 6,743 498 (474) 6,767 54
Total mortgage-backed, asset-backed and collateralized 47,359 2,463 (2,857) 46,965 (714)
(b)
Total bonds available for sale 246,390 18,027 (4,588) 259,829 (649)
Equity securities available for sale:
Common stock 1,652 1,444 (68) 3,028 -
Preferred stock 83 31 - 114 -
Mutual funds 55 12 - 67 -
Total equity securities available for sale 1,790 1,487 (68) 3,209 -
Total $ 248,180 $ 19,514 $ (4,656) $ 263,038 $ (649)
December 31, 2010
Bonds available for sale:
U.S. government and government sponsored entities $ 7,239 $ 184 $ (73) $ 7,350 $ -
Obligations of states, municipalities and political
subdivisions 45,297 1,725 (402) 46,620 2
Non-U.S. governments 14,780 639 (75) 15,344 (28)
Corporate debt 118,729 8,827 (1,198) 126,358 99
Mortgage-backed, asset-backed and collateralized:
RMBS 20,661 700 (1,553) 19,808 (648)
CMBS 7,320 240 (1,149) 6,411 (218)
CDO/ABS 6,643 402 (634) 6,411 32
Total mortgage-backed, asset-backed and collateralized 34,624 1,342 (3,336) 32,630 (834)
Total bonds available for sale(b) 220,669 12,717 (5,084) 228,302 (761)
Equity securities available for sale:
Common stock 1,820 1,931 (52) 3,699 -
Preferred stock 400 88 (1) 487 -
Mutual funds 351 46 (2) 395 -
Total equity securities available for sale 2,571 2,065 (55) 4,581 -
Total(c) $ 223,240 $ 14,782 $ (5,139) $ 232,883 $ (761)
(a) Represents the amount of other-than-temporary impairment losses recognized in Accumulated other comprehensive income. Amount includes
unrealized gains and losses on impaired securities relating to changes in the value of such securities subsequent to the impairment measurement
date.
(b) At September 30, 2011 and December 31, 2010, bonds available for sale held by AIG that were below investment grade or not rated totaled
$20.9 billion and $18.6 billion, respectively.
(c) Excludes $80.5 billion of available for sale securities at fair value from businesses held for sale. See Note 4 herein.
167
American International Group, Inc.
The following table presents the fair value of AIG’s available for sale U.S. municipal bond portfolio by state and
type:
(a) Excludes certain university and not-for-profit entities that issue in the corporate debt market. Includes industrial revenue bonds.
At September 30, 2011, the U.S. municipal bond portfolio was composed primarily of essential service revenue
bonds and high-quality tax-backed bonds with 97 percent of the portfolio rated A or higher.
The following table presents the industry categories of AIG’s available for sale corporate debt securities based on
amortized cost:
168
American International Group, Inc.
Investments in RMBS
The following table presents AIG’s RMBS investments by year of vintage:
September 30, 2011 December 31, 2010
Gross Gross Percent of Gross Gross Percent of
Amortized Unrealized Unrealized Fair Amortized Amortized Unrealized Unrealized Fair Amortized
(in millions) Cost Gains Losses Value Cost Cost Gains Losses Value Cost
Total RMBS*
2011 $ 7,101 $ 323 $ (1) $ 7,423 22% $ - $ - $ - $ - -%
2010 4,238 157 (1) 4,394 13 4,157 11 (53) 4,115 20
2009 733 23 - 756 2 881 9 (3) 887 4
2008 774 57 - 831 2 937 39 (2) 974 5
2007 4,669 137 (271) 4,535 15 2,836 114 (213) 2,737 14
2006 and prior 14,933 810 (1,124) 14,619 46 11,850 527 (1,282) 11,095 57
Total RMBS $ 32,448 $ 1,507 $ (1,397) $32,558 100% $ 20,661 $ 700 $ (1,553) $ 19,808 100%
Agency
2011 $ 6,101 $ 323 $ (1) $ 6,423 38% $ - $ - $ - $ - -%
2010 4,166 156 (1) 4,321 26 4,067 10 (52) 4,025 40
2009 658 22 - 680 4 784 9 (3) 790 8
2008 774 57 - 831 5 937 39 (2) 974 9
2007 618 45 - 663 4 526 36 (2) 560 5
2006 and prior 3,627 509 - 4,136 23 3,825 357 (1) 4,181 38
Total Agency $ 15,944 $ 1,112 $ (2) $17,054 100% $ 10,139 $ 451 $ (60) $ 10,530 100%
Alt-A
2011 $ - $ - $ - $ - -% $ - $ - $ - $ - -%
2010 65 1 - 66 1 70 1 (1) 70 2
2009 - - - - - - - - - -
2008 - - - - - - - - - -
2007 1,799 45 (171) 1,673 29 1,004 39 (76) 967 28
2006 and prior 4,312 91 (394) 4,009 70 2,449 41 (380) 2,110 70
Total Alt-A $ 6,176 $ 137 $ (565) $ 5,748 100% $ 3,523 $ 81 $ (457) $ 3,147 100%
Subprime
2011 $ - $ - $ - $ - -% $ - $ - $ - $ - -%
2010 - - - - - - - - - -
2009 - - - - - - - - - -
2008 - - - - - 44 - - 44 3
2007 78 14 (10) 82 4 111 19 (5) 125 9
2006 and prior 1,735 24 (351) 1,408 96 1,104 16 (317) 803 88
Total Subprime $ 1,813 $ 38 $ (361) $ 1,490 100% $ 1,259 $ 35 $ (322) $ 972 100%
Prime non-agency
2011 $ 1,000 $ - $ - $ 1,000 12% $ - $ - $ - $ - -%
2010 7 - - 7 - 20 - (1) 19 -
2009 75 1 - 76 1 97 - - 97 2
2008 - - - - - - - - - -
2007 2,028 23 (67) 1,984 25 1,097 19 (71) 1,045 21
2006 and prior 4,967 146 (311) 4,802 62 4,010 96 (483) 3,623 77
Total Prime non-agency $ 8,077 $ 170 $ (378) $ 7,869 100% $ 5,224 $ 115 $ (555) $ 4,784 100%
Total Other Housing
Related $ 438 $ 50 $ (91) $ 397 100% $ 516 $ 18 $ (159) $ 375 100%
169
American International Group, Inc.
(a) The weighted average expected life is 5 years and 6 years at September 30, 2011 and December 31, 2010, respectively.
(b) Commencing in the second quarter of 2011, AIG purchased certain RMBS securities that had experienced deterioration in credit quality since
their origination. See Note 7 to the Consolidated Financial Statements, Investments – Purchased Credit Impaired (PCI) Securities, for
additional discussion.
170
American International Group, Inc.
AIG’s underwriting practices for investing in RMBS, other asset-backed securities and CDOs take into
consideration the quality of the originator, the manager, the servicer, security credit ratings, underlying
characteristics of the mortgages, borrower characteristics, and the level of credit enhancement in the transaction.
Investments in CMBS
The following table presents the amortized cost, gross unrealized gains (losses) and fair value of AIG’s CMBS
investments:
171
American International Group, Inc.
The following table presents the percentage of AIG’s CMBS investments by geographic region based on amortized
cost:
The following table presents the percentage of AIG’s CMBS investments by industry based on amortized cost:
Although the market value of CMBS holdings has remained stable during the first nine months of 2011, the
portfolio continues to be below amortized cost. The majority of AIG’s investments in CMBS are in tranches that
contain substantial protection features through collateral subordination. As indicated in the tables, downgrades
have occurred on many CMBS holdings. The majority of CMBS holdings are traditional conduit transactions,
broadly diversified across property types and geographical areas.
172
American International Group, Inc.
Investments in CDOs
The following table presents AIG’s CDO investments by collateral type:
September 30, 2011 December 31, 2010
Gross Gross Percent of Gross Gross Percent of
Amortized Unrealized Unrealized Fair Amortized Amortized Unrealized Unrealized Fair Amortized
(in millions) Cost Gains Losses Value Cost Cost Gains Losses Value Cost
Collateral Type:
Bank loans (CLO) $ 1,913 $ 60 $ (284) $ 1,689 85% $ 1,697 $ 62 $ (321) $ 1,438 76%
Synthetic investment
grade 16 79 - 95 1 78 102 (2) 178 4
Other 285 167 (19) 433 13 433 151 (52) 532 19
Subprime ABS 16 4 (8) 12 1 24 2 (12) 14 1
Total $ 2,230 $ 310 $ (311) $ 2,229 100% $ 2,232 $ 317 $ (387) $ 2,162 100%
173
American International Group, Inc.
Impairments
174
American International Group, Inc.
Other-Than-Temporary Impairments
The following tables present other-than-temporary impairment charges in earnings, excluding impairments on life
settlement contracts and real estate shown above.
Reportable Segment
Aircraft Other
(in millions) Chartis SunAmerica Leasing Operations Total
Three Months Ended September 30, 2011
Impairment Type:
Severity $ 23 $ 2 $ - $ - $ 25
Change in intent 1 3 - - 4
Foreign currency declines 8 - - - 8
Issuer-specific credit events 82 367 - 7 456
Adverse projected cash flows 1 2 - - 3
Total $ 115 $ 374 $ - $ 7 $ 496
Three Months Ended September 30, 2010
Impairment Type:
Severity $ 1 $ 4 $ - $ - $ 5
Change in intent 312 15 - 13 340
Foreign currency declines 12 - - 5 17
Issuer-specific credit events 12 337 - 112 461
Adverse projected cash flows - 1 - - 1
Total $ 337 $ 357 $ - $ 130 $ 824
Nine Months Ended September 30, 2011
Impairment Type:
Severity $ 42 $ 4 $ - $ - $ 46
Change in intent 1 7 - - 8
Foreign currency declines 13 - - - 13
Issuer-specific credit events 119 701 - 26 846
Adverse projected cash flows 2 17 - - 19
Total $ 177 $ 729 $ - $ 26 $ 932
Nine Months Ended September 30, 2010
Impairment Type:
Severity $ 22 $ 13 $ - $ 19 $ 54
Change in intent 313 30 - 18 361
Foreign currency declines 15 - - 6 21
Issuer-specific credit events 129 1,389 - 315 1,833
Adverse projected cash flows - 1 - 1 2
Total $ 479 $ 1,433 $ - $ 359 $ 2,271
175
American International Group, Inc.
* Includes other-than-temporary impairment charges on partnership investments and direct private equity investments.
176
American International Group, Inc.
Other
Fixed Equities/Other
(in millions) RMBS CDO/ABS CMBS Maturity Invested Assets* Total
Three Months Ended September 30, 2011
Rating:
AAA $ 8 $ - $ - $ 1 $ - $ 9
AA 4 - - 1 - 5
A 2 - - 7 - 9
BBB 2 3 - 1 - 6
Below investment grade 310 3 58 1 - 372
Non-rated - - - - 95 95
Total $ 326 $ 6 $ 58 $ 11 $ 95 $ 496
Three Months Ended September 30, 2010
Rating:
AAA $ 22 $ - $ - $ 10 $ - $ 32
AA 8 - - - - 8
A 14 - - 2 2 18
BBB 12 2 10 12 4 40
Below investment grade 425 10 187 41 3 666
Non-rated - - - 9 51 60
Total $ 481 $ 12 $ 197 $ 74 $ 60 $ 824
Nine Months Ended September 30, 2011
Rating:
AAA $ 20 $ - $ - $ 3 $ - $ 23
AA 37 - - 4 - 41
A 13 - - 7 - 20
BBB 11 7 9 1 - 28
Below investment grade 486 10 106 13 - 615
Non-rated 1 - - 1 203 205
Total $ 568 $ 17 $ 115 $ 29 $ 203 $ 932
Nine Months Ended September 30, 2010
Rating:
AAA $ 24 $ - $ - $ 17 $ - $ 41
AA 19 1 2 - - 22
A 46 - 13 5 7 71
BBB 45 2 54 15 4 120
Below investment grade 795 15 735 83 6 1,634
Non-rated - 3 - 13 367 383
Total $ 929 $ 21 $ 804 $133 $ 384 $ 2,271
* Includes other-than-temporary impairment charges on partnership investments and direct private equity investments.
177
American International Group, Inc.
Notwithstanding AIG’s intent and ability to hold its securities which suffered severity losses until they had
recovered their cost or amortized cost basis, and despite structures that indicated, at the time, that a substantial
amount of the securities should have continued to perform in accordance with original terms, AIG concluded, at
the time, that it could not reasonably assert that the impairment would be temporary.
Determinations of other-than-temporary impairments are based on fundamental credit analyses of individual
securities without regard to rating agency ratings. Based on this analysis, AIG expects to receive cash flows
sufficient to cover the amortized cost of all below investment grade securities for which credit losses were not
recognized.
AIG recorded other-than-temporary impairment charges in the three- and nine-month periods ended
September 30, 2011 and 2010 related to:
• securities for which AIG has changed its intent to hold or sell;
• declines due to foreign exchange rates;
• issuer-specific credit events;
• certain structured securities; and
• other impairments, including equity securities, partnership investments, private equity investments and
investments in life settlement contracts.
With respect to the issuer-specific credit events shown above, no other-than-temporary impairment charge with
respect to any one single credit was significant to AIG’s consolidated financial condition or results of operations,
and no individual other-than-temporary impairment charge exceeded 0.07 percent and 0.10 percent of Total equity
in the nine-month periods ended September 30, 2011 and 2010, respectively.
In periods subsequent to the recognition of an other-than-temporary impairment charge for available for sale
fixed maturity securities that is not foreign exchange related, AIG generally prospectively accretes into earnings
the difference between the new amortized cost and the expected undiscounted recovery value over the remaining
expected holding period of the security. The amounts of accretion recognized in earnings were $141 million and
$94 million for the three-month periods ended September 30, 2011 and 2010, respectively, and $355 million and
$315 million for the nine-month periods ended September 30, 2011 and 2010, respectively. For a discussion of
AIG’s other-than-temporary impairment accounting policy, see Note 7 to the Consolidated Financial Statements in
AIG’s 2010 Annual Report on Form 10-K.
178
American International Group, Inc.
An aging of the pre-tax unrealized losses of fixed maturity and equity securities, distributed as a percentage of
cost relative to unrealized loss (the extent by which the fair value is less than amortized cost or cost), including
the number of respective items was as follows:
(a) Represents the number of consecutive months that fair value has been less than cost by any amount.
(b) Represents the percentage by which fair value is less than cost at September 30, 2011.
(d) The effect on Net income of unrealized losses after taxes will be mitigated upon realization because certain realized losses will result in current decreases in the
amortization of certain DAC.
For the nine-month period ended September 30, 2011, net unrealized gains related to fixed maturity and equity
securities increased by $5.2 billion primarily resulting from the narrowing of credit spreads.
As of September 30, 2011, the majority of AIG’s fixed maturity investments in an unrealized loss position of
more than 50 percent for more than 12 months consisted of the unrealized loss of $444 million related to CMBS
and RMBS securities originally rated investment grade that are floating rate or that have low fixed coupons
relative to current market yields. A total of 55 securities with an amortized cost of $369 million and a net
unrealized loss of $198 million are still investment grade. As part of its credit evaluation procedures applied to
these and other securities, AIG considers the nature of both the specific securities and the market conditions for
those securities. For most security types supported by real estate-related assets, current market yields continue to
be higher than the yields were at the respective issuance dates of the securities. This is largely due to investors
demanding additional yield premium for securities whose performance is closely linked to the commercial and
residential real estate sectors. In addition, for floating rate securities, persistently low LIBOR levels continue to
make these securities less attractive.
AIG believes that the lack of demand for commercial and residential real estate collateral-based securities, low
contractual coupons and interest rate spreads, and the deterioration in the level of collateral support due to real
estate market conditions are the primary reasons for these securities trading at significant price discounts. Based
on its analysis, and taking into account the level of subordination below these securities, AIG continues to believe
179
American International Group, Inc.
that the expected cash flows from these securities will be sufficient to recover the amortized cost of its investment.
AIG continues to monitor these positions for potential credit impairments that could result from further
deterioration in commercial and residential real estate fundamentals.
See also Note 7 to the Consolidated Financial Statements for further discussion of AIG’s investment portfolio.
180
American International Group, Inc.
Among AIG’s financial institution exposures, aggregate credit exposures to United Kingdom- and European-
based banks totaled $27.9 billion at September 30, 2011, of which $27.3 billion were considered investment grade
based on AIG’s internal ratings. Aggregate below investment grade-rated credit exposures to European banks
were $552 million at September 30, 2011.
AIG’s credit exposures to banks domiciled in the Euro-Zone countries totaled $11.7 billion, of which
$5.8 billion were fixed maturity securities. Credit exposures to banks based in the five countries of the Euro-Zone
periphery totaled $2 billion, of which $1.2 billion were fixed maturity securities. Credit exposures to banks based
in France totaled $2.2 billion, of which $933 million were fixed maturity securities. AIG’s credit exposures were
predominantly to the largest banks in these countries.
The following table presents AIG’s aggregate credit exposures to banks in the United Kingdom and Europe:
(a) Fixed maturity securities primarily includes available for sale and trading securities reported at fair value and single name CDS at notional
contract amounts.
(b) Cash and short-term investments include bank deposit placements, operating accounts, securities purchased under agreements to resell and
collateral posted to counterparties against structured products. Credit equivalent exposure to securities purchased under agreements to resell was
$94 million (notional value of $3.3 billion).
(c) Other primarily consists of commercial letters of credit supporting insurance credit exposures ($1.7 billion), captive programs in the United
Kingdom and the Netherlands ($1.8 billion) and derivative transactions at fair value ($1.3 billion).
Out of a total of $5.8 billion of fixed maturity securities of banks in the Euro-Zone countries, AIG’s
subordinated debt holdings and Tier 1 and preference share securities in these banks totaled $1.5 billion and
$612 million, respectively, at September 30, 2011. These exposures were predominantly to the largest banks in
those countries.
181
American International Group, Inc.
The following table presents further detail on AIG’s fixed maturity security exposure to banks in the United
Kingdom and Europe:
(a) Fixed maturity securities primarily includes available for sale and trading securities reported at fair value and single name CDS at notional
contract value.
(b) Secured/government primarily includes covered bonds and securities issued by government-sponsored entities or debt guaranteed by a
government.
AIG also had credit exposures to several European governments whose ratings have been downgraded or placed
under review in recent months by one or more of the major rating agencies. These downgrades occurred mostly in
countries in the European periphery (Spain, Italy and Portugal) where AIG’s credit exposures totaled $415 million
at September 30, 2011. The downgrades primarily reflect the large government budget deficits and rising
government debt-to-GDP ratios of these sovereigns. These credit exposures primarily included available for sale
and trading securities (at fair value) issued by these governments. AIG had no direct or guaranteed credit
exposure to the governments of Greece or Ireland.
182
American International Group, Inc.
The following table presents AIG’s aggregate (gross and net) credit exposures to governments in the Euro-Zone
and other non-U.S. government concentrations:
* For comparative purposes, December 31, 2010 figures have been adjusted to reflect the divestitures of AIG Star, AIG Edison, and Nan Shan,
which occurred in 2011.
AIG believes that its combined credit risk exposures to sovereign governments and financial institutions in the
Euro-zone are manageable risks given the type of exposure and the quality and size of the issuers.
AIG also monitors its aggregate cross-border exposures by country and regional group of countries. AIG
includes in its cross-border exposures both aggregated cross-border credit exposures to unrelated third parties and
its cross-border investments in its own international subsidiaries. Ten countries had cross-border exposures in
excess of 10 percent of Total equity at September 30, 2011 compared to eight such countries in December 31,
2010. Based on AIG’s internal risk ratings, at September 30, 2011, six countries were rated AAA, two were rated
AA, and two were rated A. The two largest cross-border exposures were to the United Kingdom and Hong Kong.
AIG also has a risk concentration, primarily through the investment portfolios of its insurance companies, in the
U.S. municipal sector. A majority of these securities were held in available for sale portfolios of AIG’s domestic
property casualty insurance companies. AIG had $881 million of additional exposure to the municipal sector
outside of its insurance company portfolios at September 30, 2011, compared to $974 million at December 31,
2010. These exposures consisted of AIGFP derivatives and trading securities (at fair value) and exposure related
to other insurance and financial services operations.
See also Investments herein for further information.
183
American International Group, Inc.
AIG’s Credit Risk Management Department reviews quarterly concentration reports in all categories listed
above as well as credit trends by risk ratings. AIG Credit Risk Management periodically adjusts limits to provide
reasonable assurance that AIG does not incur excessive levels of credit risk and that AIG’s credit risk profile is
properly calibrated across business units.
Market Risk Management
Exposure Effect
September 30, December 31, September 30, December 31,
(dollars in millions) 2011 2010* Sensitivity Factor 2011 2010
Yield sensitive assets $ 331,300 $ 308,900 100 bps parallel increase in all $ (15,200) $ (13,400)
yield curves
Equity and alternative $ 39,000 $ 46,400 20% decline in stock prices and $ (7,800) $ (9,300)
investments exposure value of alternative investments
Foreign currency exchange rates $ 5,300 $ 3,400 10% depreciation of all foreign $ (530) $ (340)
net exposure currency exchange rates
against the U.S. dollar
* All figures and periods have been adjusted to reflect the divestitures of AIG Star, AIG Edison, and Nan Shan, which occurred in 2011.
Exposures for yield curves include assets that are directly sensitive to yield curve movements, such as fixed
maturity securities, loans, finance receivables and short-term investments (excluding consolidated separate account
assets). Exposures for equity and alternative investment prices include investments in common stocks, preferred
stocks, mutual funds, hedge funds, private equity funds, commercial real estate and real estate funds (excluding
consolidated separate account assets and consolidated managed partnerships and funds). Exposures to foreign
currency exchange rates reflect AIG’s consolidated non-U.S. dollar net capital investments on a GAAP basis.
• Total yield sensitive assets increased 7.3 percent or $22.4 billion at September 30, 2011 compared to
December 31, 2010, primarily due to an increase in fixed income assets of $33.9 billion. This increase was
partially offset by a decrease in cash and other assets of $11.5 billion.
• Total equity and alternative investments exposure decreased 16.0 percent or $7.4 billion compared to
December 31, 2010, primarily due to: AIG’s sale of MetLife equity securities ($6.5 billion); a decrease in
mutual fund value ($1.3 billion); a decrease in common equity securities ($1.4 billion); and a decrease in real
estate investment ($0.3 billion). The decrease was partially offset by an increase in partnership value
($1.0 billion) and an increase in all other equity investments ($1.1 billion).
• The 55.9 percent or $1.89 billion increase in foreign currency exchange rates net exposure at September 30,
2011, compared to December 31, 2010, includes: $944 million from certain foreign-denominated equity
holdings; goodwill translation adjustment of $832 million; and a change in all other currencies of
$119 million.
The above sensitivities of a 100 basis point increase in yield curves, a 20 percent decline in equities and
alternative assets, and a 10 percent depreciation of all foreign currency exchange rates against the U.S. dollar were
chosen solely for illustrative purposes. The selection of these specific events should not be construed as a
prediction, but only as a demonstration of the potential effects of such events. These scenarios should not be
construed as the only risks AIG faces; these events are shown as an indication of several possible losses AIG
could experience. In addition, losses from these and other risks could be materially higher than illustrated. The
sensitivity factors are the same as those used in AIG’s 2010 Annual Report on Form 10-K.
184
American International Group, Inc.
185
American International Group, Inc.
AIG has had several favorable developments, including the completion of the Recapitalization in January 2011,
the wind-down of AIGFP’s portfolios, the sale of certain businesses, and its emergence from cumulative losses in
recent years. AIG’s U.S. consolidated income tax group, however, still needs to demonstrate sustainable operating
profit. Based on the results of the third quarter of 2011, AIG’s level of profitability in the fourth quarter of 2011
will be very important in demonstrating sustainable operating profit. AIG’s ability to demonstrate sustainable
operating profit, together with the recent emergence from cumulative losses as well as projections of sufficient
future taxable income, would represent significant positive evidence. Depending on AIG’s level of profitability and
the characteristics of the deferred tax assets, it is possible that the valuation allowance could be released in large
part in the fourth quarter of 2011, which would materially and favorably affect Net income and shareholders’
equity in that period. At December 31, 2010, the valuation allowance for AIG’s U.S. consolidated income tax
group was $23.8 billion.
Goodwill:
Goodwill is the excess of the cost of an acquired business over the fair value of the identifiable net assets of the
acquired business. Goodwill is tested for impairment annually, or more frequently if circumstances indicate an
impairment may have occurred.
The impairment assessment involves a two-step process in which an initial assessment for potential impairment
is performed and, if potential impairment is present, the amount of impairment is measured (if any) and recorded.
Impairment is tested at the reporting unit level.
Management initially assesses the potential for impairment by estimating the fair value of each of AIG’s
reporting units and comparing the estimated fair values with the carrying amounts of those reporting units,
including allocated goodwill. The estimate of a reporting unit’s fair value may be based on one or a combination
of approaches including market-based earning multiples of the unit’s peer companies, discounted expected future
cash flows, external appraisals or, in the case of reporting units being considered for sale, third-party indications of
fair value, if available. Management considers one or more of these estimates when determining the fair value of a
reporting unit to be used in the impairment test.
If the estimated fair value of a reporting unit exceeds its carrying value, goodwill is not impaired. If the carrying
value of a reporting unit exceeds its estimated fair value, goodwill associated with that reporting unit potentially is
impaired. The amount of impairment, if any, is measured as the excess of the carrying value of goodwill over the
estimated fair value of the goodwill. The estimated fair value of the goodwill is measured as the excess of the fair
186
American International Group, Inc.
value of the reporting unit over the amounts that would be assigned to the reporting unit’s assets and liabilities in
a hypothetical business combination. An impairment charge is recognized in earnings to the extent of the excess.
During the third quarter of 2011, Chartis finalized its reorganization, operating design and related segment
reporting changes. In connection with this reorganization, total goodwill of $1.4 billion was allocated between
Commercial Insurance and Consumer Insurance based on their relative fair values as of September 30, 2011.
Management tested the allocated goodwill for impairment and determined that the fair values of the Commercial
Insurance and Consumer Insurance reporting units exceeded book value at September 30, 2011 and therefore the
goodwill of these reporting units was considered not impaired.
AIG will continue to monitor overall competitive, business and economic conditions, and other events or
circumstances, including Chartis operating results that might result in an impairment of goodwill in the future.
(a) Includes $22.5 billion for which the primary source is broker quotes.
(b) Includes available for sale and trading securities.
See Note 6 to the Consolidated Financial Statements for more detailed information about AIG’s accounting
policies for the incorporation of credit risk in fair value measurements and the measurement of fair value of
financial assets and financial liabilities.
AIGFP’s Super Senior Credit Default Swap Portfolio: AIGFP wrote credit protection on the super senior risk
layer of collateralized loan obligations (CLOs), multi-sector CDOs and diversified portfolios of corporate debt,
and prime residential mortgages. In these transactions, AIGFP is at risk of credit performance on the super senior
187
American International Group, Inc.
risk layer related to such assets. To a lesser extent, AIGFP also wrote protection on tranches below the super
senior risk layer, primarily in respect of regulatory capital relief transactions.
The following table presents the net notional amount, fair value of derivative (asset) liability and unrealized
market valuation gain (loss) of the AIGFP super senior credit default swap portfolio, including credit default
swaps written on mezzanine tranches of certain regulatory capital relief transactions, by asset class:
Unrealized Market
Fair Value of Valuation Gain (Loss)
Derivative (Asset) Three Months Nine Months
Net Notional Amount Liability at Ended Ended
September 30, December 31, September 30, December 31, September 30, September 30,
(in millions) 2011(a) 2010(a) 2011(b)(c) 2010(b)(c) 2011(c) 2010(c) 2011(c) 2010(c)
Regulatory Capital:
Corporate loans $ 2,275 $ 5,193 $ - $ - $ - $ - $ - $ -
Prime residential mortgages(d) 4,355 31,613 - (190) - 45 6 71
Other 984 1,263 17 17 (10) 6 - (1)
Total 7,614 38,069 17 (173) (10) 51 6 70
Arbitrage:
Multi-sector CDOs(e) 5,667 6,689 3,106 3,484 47 117 230 516
Corporate debt/CLOs(f) 12,035 12,269 160 171 (33) 8 11 (82)
Total 17,702 18,958 3,266 3,655 14 125 241 434
(d)(g)
Mezzanine tranches 726 2,823 (12) 198 (1) (24) (15) (72)
Total $ 26,042 $ 59,850 $ 3,271 $ 3,680 $ 3 $ 152 $ 232 $ 432
(a) Net notional amounts presented are net of all structural subordination below the covered tranches.
(b) Fair value amounts are shown before the effects of counterparty netting adjustments and offsetting cash collateral.
(c) Includes credit valuation adjustment gains (losses) of $25 million and $(34) million in the three-month periods ended September 30, 2011 and
2010, respectively, and $27 million and $(124) million in the nine-month periods ended September 30, 2011 and 2010, respectively, representing
the effect of changes in AIG’s credit spreads on the valuation of the derivatives liabilities.
(d) During the second quarter of 2011, AIGFP terminated two super senior prime residential mortgage transactions, with a combined net notional
amount of $24.1 billion at March 31, 2011, that had previously been the subject of a collateral dispute. In addition, AIGFP terminated the vast
majority of the related mezzanine tranches and the majority of the hedge transactions related to those mezzanine tranches, with a combined net
notional amount of $2.2 billion. The transactions were terminated at values that approximated their collective fair values at the time of
termination and, as a result, unrealized gains and losses were realized at termination.
(e) During the nine-month period ended September 30, 2011, AIGFP liquidated one multi-sector super senior CDS transaction with a net notional
amount of $188 million. The primary underlying collateral components, which consisted of individual ABS CDS transactions, were sold in an
auction to counterparties, including AIGFP, at their approximate fair value at the time of the liquidation. AIGFP was the winning bidder on
approximately $107 million of individual ABS CDS transactions, which are reported in written single name credit default swaps as of
September 30, 2011. As a result, a $121 million loss, which was previously included in the fair value of the derivative liability as an unrealized
market valuation loss, was realized. During the nine-month period ended September 30, 2011, AIGFP also paid $27 million to its
counterparties with respect to multi-sector CDOs. Upon payment, a $27 million loss, which was previously included in the fair value of the
derivative liability as an unrealized market valuation loss, was realized. Multi-sector CDOs also include $4.8 billion and $5.5 billion in net
notional amount of credit default swaps written with cash settlement provisions at September 30, 2011 and December 31, 2010, respectively.
(f) Corporate debt/CLOs include $1.3 billion in net notional amount of credit default swaps written on the super senior tranches of CLOs at both
September 30, 2011 and December 31, 2010.
(g) Net of offsetting purchased CDS of $272 million and $1.4 billion in net notional amount at September 30, 2011 and December 31, 2010,
respectively.
188
American International Group, Inc.
The following table presents changes in the net notional amount of the AIGFP super senior credit default swap
portfolio, including credit default swaps written on mezzanine tranches of certain regulatory capital relief
transactions:
(a) Net notional amounts presented are net of all structural subordination below the covered tranches.
(b) Relates to the weakening of the U.S. dollar, primarily against the Euro and the British Pound.
(c) Multi-sector CDOs include $4.8 billion and $5.5 billion in net notional amount of credit default swaps written with cash settlement provisions
at September 30, 2011 and December 31, 2010, respectively.
(d) Corporate debt/CLOs include $1.3 billion in net notional amount of credit default swaps written on the super senior tranches of CLOs at both
September 30, 2011 and December 31, 2010.
(e) Net of offsetting purchased CDS of $272 million and $1.4 billion in net notional amount at September 30, 2011 and December 31, 2010,
respectively.
The following table presents summary statistics for the AIGFP super senior credit default swaps at September 30,
2011 and totals for September 30, 2011 and December 31, 2010:
189
American International Group, Inc.
190
American International Group, Inc.
The following table presents, for each of the regulatory capital CDS transactions in the corporate loan portfolio,
the gross transaction notional amount, net notional amount, attachment points, inception to date realized losses
and percent non-investment grade:
(a) Expressed as a percentage of gross transaction notional amount of the referenced obligations. As a result of participation ratios, replenishment
rights and partial terminations, the attachment point may not always be computed by dividing net notional amount by gross transaction
notional amount.
(b) Represents realized losses incurred by the transaction (defaulted amounts less amounts recovered) from inception through September 30, 2011
expressed as a percentage of the initial gross transaction notional amount.
(c) Represents non-investment grade obligations in the underlying pools of corporate loans expressed as a percentage of gross transaction notional
amount.
The following table presents, for each of the regulatory capital CDS transactions in the prime residential
mortgage portfolio, the gross transaction notional amount, net notional amount, attachment points, and inception
to date realized losses:
191
American International Group, Inc.
All of the regulatory capital CDS transactions directly or indirectly reference tranched pools of large numbers of
whole loans that were originated by the financial institution (or its affiliates) receiving the credit protection, rather
than structured securities containing loans originated by other third parties. In the vast majority of transactions,
the loans are intended to be retained by the originating financial institution and in all cases the originating
financial institution is the purchaser of the CDS, either directly or through an intermediary.
As further discussed below, AIGFP receives information monthly or quarterly regarding the performance and
credit quality of the underlying referenced assets. AIGFP also obtains other information, such as ratings of the
tranches below the super senior risk layer. The nature of the information provided or otherwise available to
AIGFP with respect to the underlying assets in each regulatory capital CDS transaction is not consistent across all
transactions. Furthermore, in all corporate loan and residential mortgage transactions, the pools are blind,
meaning that the identities of the obligors are not disclosed to AIGFP. In addition, although AIGFP receives
periodic reports on the underlying asset pools, virtually all of the regulatory capital CDS transactions contain
confidentiality restrictions that preclude AIGFP’s public disclosure of information relating to the underlying
referenced assets. The originating financial institutions, calculation agents or trustees (each a Report Provider)
provide periodic reports on all underlying referenced assets as described below, including for those within the
blind pools. While much of this information received by AIGFP cannot be aggregated in a comparable way for
disclosure purposes because of the confidentiality restrictions and the inconsistency of the information, it does
provide a sufficient basis for AIGFP to evaluate the risks of the portfolio and to determine a reasonable estimate
of fair value.
For regulatory capital CDS transactions written on underlying pools of corporate loans, AIGFP receives
monthly or quarterly updates from one or more Report Providers for each such referenced pool detailing, with
respect to the corporate loans comprising such pool, the principal amount outstanding and defaults. In all of these
reports, AIGFP also receives information on recoveries and realized losses. AIGFP also receives quarterly
stratification tables for each pool incorporating geography, industry and, when not publicly rated, the
counterparty’s assessment of the credit quality of the underlying corporate loans.
Ratings from independent ratings agencies for the underlying assets of the corporate loan portfolio are not
universally available, but AIGFP estimates the ratings for the assets not rated by independent agencies by
mapping the information obtained from the Report Providers to rating agency criteria. The ‘‘Percent
Non-Investment Grade’’ information in the table above is provided as an indication of the nature of loans
underlying the transactions, not necessarily as an indicator of relative risk of the CDS transactions, which is
determined by the individual transaction structures. All of the remaining corporate loan transactions are written
on Small and Medium Enterprise (SME) loan balances, which tend to be rated lower than loans to large,
well-established enterprises. However, the greater number of loans and the smaller average size of the SME loans
mitigate the risk profile of the pools. In addition, the transaction structures reflect AIGFP’s assessment of the
loan collateral arrangements, expected recovery values and reserve accounts in determining the level of
subordination required to minimize the risk of loss. The percentage of non-investment grade obligations in the
underlying pools of corporate loans varies considerably. One pool containing the highest percentage of
non-investment grade obligations, which is the only transaction with a pool of non-investment grade percentages
greater than 45 percent, is comprised solely of granular SME loan pools which benefit from collateral
arrangements made by the originating financial institutions and from work out of recoveries by the originating
financial institutions. The number of loans in this pool is 5,701. This large number of SME loans increases the
predictability of the expected loss and lessens the probability that discrete events will have a meaningful impact on
the results of the overall pool. This transaction benefits from a tranche junior to it which was still rated AAA by
at least two rating agencies at September 30, 2011. Two other pools, with a total net notional amount of
$654 million, have non-investment grade percentages less than 45 percent, with a weighted average remaining life
to maturity of 3.2 years. These pools have weighted average realized losses of 0.29 percent from inception through
September 30, 2011 and have current weighted average attachment points of 33.69 percent. Approximately
5.73 percent of the assets underlying the corporate loan transactions are in default. The percentage of assets in
default by transaction was available for all transactions and ranged from 3.63 percent to 16.38 percent.
192
American International Group, Inc.
For regulatory capital CDS transactions written on underlying pools of residential mortgages, AIGFP receives
quarterly reports for each such referenced pool detailing, with respect to the residential mortgages comprising
such pool, the aggregate principal amount outstanding, defaults and realized losses. These reports include
additional information on delinquencies for the large majority of the transactions and recoveries for substantially
all transactions. AIGFP also receives quarterly stratification tables for each pool incorporating geography for the
underlying residential mortgages. The stratification tables also include information on remaining term, property
use and interest rates for a large majority of the transactions.
Delinquency information for the mortgages underlying the residential mortgage transactions was available on
82.22 percent of the total gross transaction notional amount and mortgages delinquent more than 30 days ranged
from 0.19 percent to 2.20 percent, averaging 0.44 percent. Except for one transaction, which comprised less than
5.00 percent of the total gross transaction notional amount, the average default rate (expressed as a percentage of
gross transaction notional amount) was 0.95 percent and the default rates ranged from 0.00 percent to
6.53 percent. The default rate on this one transaction was 23.10 percent with a subordination level of
63.63 percent.
For all regulatory capital transactions, where the rating agencies directly rate the junior tranches of the pools,
AIGFP monitors the rating agencies’ releases for any affirmations or changes in such ratings, as well as any
changes in rating methodologies or assumptions used by the rating agencies to the extent available. The tables
below show the percentage of regulatory capital CDS transactions where there is an immediately junior tranche
that is rated and the average rating of that tranche across all rated transactions.
AIGFP analyzes the information regarding the performance and credit quality of the underlying pools of assets
to make its own risk assessment and to determine any changes in credit quality with respect to such pools of
assets. This analysis includes a review of changes in pool balances, subordination levels, delinquencies, realized
losses and expected performance under more adverse credit conditions. Using data provided by the Report
Providers and information available from rating agencies, governments and other public sources that relate to
macroeconomic trends and loan performance, AIGFP is able to analyze the expected performance of the overall
portfolio because of the large number of loans that comprise the collateral pools.
Given the current performance of the underlying portfolios, the level of subordination and AIGFP’s own
assessment of the credit quality, as well as the risk mitigants inherent in the transaction structures, AIGFP does
not expect that it will be required to make payments pursuant to the contractual terms of those transactions
providing regulatory relief. Further, AIGFP expects that counterparties will continue to terminate these
transactions prior to their maturity.
The following table presents the AIGFP Regulatory Capital CDS transactions in the Corporate loans portfolio by
geographic location:
September 30, 2011 Net Current Realized Weighted Average Ratings of Junior
Notional Average Losses through Maturity (Years) Tranches(c)
Amount Percent Attachment September 30, To First To Number of Percent Average
Exposure Portfolio (in millions) of Total Point(a) 2011(b) Call Maturity Transactions Rated Rating
Germany $ 2,275 100% 27.11% 0.11% 0.98 7.93 3 100% A+
(a) Expressed as a percentage of gross transaction notional amount of the referenced obligations.
(b) Represents realized losses incurred by the transaction (defaulted amounts less amounts recovered) from inception through September 30, 2011
expressed as a percentage of the initial gross transaction notional amount.
(c) Represents the weighted average ratings, when available, of the tranches immediately junior to AIGFP super senior tranche. The percentage
rated represents the percentage of net notional amount where there exists a rated tranche immediately junior to AIGFP super senior tranche.
193
American International Group, Inc.
The following table presents the AIGFP Regulatory Capital CDS transactions in the Prime residential mortgage
portfolio summarized by geographic location:
September 30, 2011 Net Current Realized Weighted Average Ratings of Junior
Notional Average Losses through Maturity (Years) Tranches(c)
Amount Percent Attachment September 30, To First To Number of Percent Average
(in millions) of Total Point(a) 2011(b) Call Maturity Transactions Rated Rating
Country:
France $ 849 19.50% 29.35% 0.05% 0.22 27.22 1 100% AAA
Germany 1,685 38.69 36.97% 1.02% 0.73 37.97 5 100 AAA
Sweden 1,821 41.81 36.78% 0.00% 0.34 28.34 1 100 AAA
Total $ 4,355 100.00% 35.53% 0.37% 0.48 31.96 7 100% AAA
(a) Expressed as a percentage of gross transaction notional amount of the referenced obligations.
(b) Represents realized losses incurred by the transaction (defaulted amounts less amounts recovered) from inception through September 30, 2011
expressed as a percentage of the initial gross transaction notional amount.
(c) Represents the weighted average ratings, when available, of the tranches immediately junior to AIGFP super senior tranche. The percentage
rated represents the percentage of net notional amount where there exists a rated tranche immediately junior to AIGFP super senior tranche.
Arbitrage Portfolio
A portion of the AIGFP super senior credit default swaps as of September 30, 2011 are arbitrage-motivated
transactions written on multi- sector CDOs or designated pools of investment grade senior unsecured corporate
debt or CLOs.
Multi-Sector CDOs
The following table summarizes gross transaction notional amount of the multi-sector CDOs on which AIGFP
wrote protection on the super senior tranche, subordination below the super senior risk layer, net notional
amount and fair value of derivative liability by underlying collateral type:
September 30, 2011 Gross Subordination
Transaction Below the Net Fair Value
Notional Super Senior Notional of Derivative
(in millions) Amount(a) Risk Layer Amount Liability
High grade with subprime collateral $ 2,693 $ 1,402 $ 1,291 $ 558
High grade with no subprime collateral 3,370 1,285 2,085 805
Total high grade(b) 6,063 2,687 3,376 1,363
Mezzanine with subprime collateral 2,173 678 1,495 1,108
Mezzanine with no subprime collateral 1,539 743 796 635
Total mezzanine(c) 3,712 1,421 2,291 1,743
Total $ 9,775 $ 4,108 $ 5,667 $ 3,106
194
American International Group, Inc.
The following table summarizes net notional amounts of the remaining multi-sector CDOs on which AIGFP wrote
CDS protection on the super senior tranche, by settlement alternative and currency:
September 30, December 31,
(in millions) 2011 2010
CDS transactions with cash settlement provisions
U.S. dollar-denominated $ 3,579 $ 4,010
Euro-denominated 1,204 1,475
Total CDS transactions with cash settlement provisions 4,783 5,485
CDS transactions with physical settlement provisions
U.S. dollar-denominated 3 68
Euro-denominated 881 1,136
Total CDS transactions with physical settlement provisions 884 1,204
Total $ 5,667 $ 6,689
The following table summarizes changes in the fair values of the derivative liability of the AIGFP super senior
multi-sector CDO credit default swap portfolio:
Nine Months Ended Year Ended
(in millions) September 30, 2011 December 31, 2010
Fair value of derivative liability, beginning of year $ 3,484 $ 4,418
Unrealized market valuation gain (230) (663)
Other terminations and realized losses (148) (271)
Fair value of derivative liability, end of period $ 3,106 $ 3,484
The following table presents, for each multi-sector CDO that is a reference obligation in a CDS written by AIGFP,
the gross and net notional amounts, attachment points and percentage of gross notional amount rated less than
B-/B-3:
(dollars in
millions) Percentage of Gross
Gross Transaction Net Notional Attachment Attachment Notional Amount Rated
Notional Amount at Amount at Point at Point at Less than B-/B-3 at
CDO September 30, 2011 September 30, 2011 Inception(a) September 30, 2011(a) September 30, 2011
1 $ 891 $ 411 40.00% 53.92% 72.23%
2 645 326 53.00% 49.50% 73.64%
3 893 470 53.00% 47.39% 97.36%
4 955 274 76.00% 71.29% 86.46%
5 653 3 10.83% 0.00% 32.47%
6 745 374 12.27% 7.17% 9.20%
7 757 508 25.24% 27.99% 9.41%
8 1,084 1,014 10.00% 6.44% 44.70%
9 1,869 1,204 16.50% 18.75% 4.72%
10 283 154 32.00% 45.33% 100.00%
11 366 366 24.49% 0.00%(b) 74.35%
12 418 382 32.90% 8.55% 99.27%
13 216 181 34.51% 15.94% 97.12%
Total $ 9,775 $ 5,667
(a) Expressed as a percentage of gross transaction notional amount of the referenced obligations. As a result of participation ratios, replenishment
rights and partial terminations, the attachment point may not always be computed by dividing net notional amount by gross transaction
notional amount.
(b) AIGFP began making payments on realized losses in excess of the attachment point on this trade in 2010.
In a number of instances, the level of subordination with respect to individual CDOs has increased since
inception relative to the overall size of the CDO. While the super senior tranches are amortizing, subordinate
195
American International Group, Inc.
layers have not been reduced by realized losses to date. Such losses are expected to emerge in the future. At
inception, substantially all of the underlying assets were rated B-/B3 or higher and in most cases at least BBB or
Baa. Thus, the percentage of gross notional amount rated less than B-/B3 represents a deterioration in the credit
quality of the underlying assets.
The following table summarizes the gross transaction notional amount, percentage of the total CDO collateral
pools and ratings and vintage breakdown of collateral securities in the multi-sector CDOs, by asset-backed
securities (ABS) category:
September 30, 2011
(in millions)
Gross
Transaction Ratings
Notional Percent
ABS Category Amount of Total AAA AA A BBB BB <BB NR 2008 2007 2006 2005+P
RMBS Prime $ 143 1.46% 0.07% 0.02% 0.04% 0.35% 0.09% 0.89% 0.00% 0.00% 0.13% 0.16% 1.17%
RMBS Alt-A 522 5.34% 0.07% 0.10% 0.10% 0.23% 0.10% 4.74% 0.00% 0.00% 0.05% 1.91% 3.38%
RMBS Subprime 2,507 25.65% 0.46% 0.40% 0.40% 0.75% 0.82% 22.82% 0.00% 0.00% 1.39% 2.44% 21.82%
CMBS 2,882 29.48% 0.86% 0.73% 3.44% 2.47% 2.20% 19.33% 0.45% 0.16% 2.78% 12.77% 13.77%
CDO 1,313 13.43% 0.44% 1.00% 1.10% 1.10% 1.01% 8.60% 0.18% 0.00% 0.65% 2.90% 9.88%
Other 2,408 24.64% 3.43% 4.86% 8.07% 4.14% 1.67% 2.30% 0.17% 0.83% 1.47% 7.57% 14.77%
Total $ 9,775 100.00% 5.33% 7.11% 13.15% 9.04% 5.89% 58.68% 0.80% 0.99% 6.47% 27.75% 64.79%
Corporate Debt/CLOs
The corporate arbitrage portfolio consists principally of CDS written on portfolios of corporate obligations that
were generally rated investment grade at the inception of the CDS. These CDS transactions require cash
settlement. This portfolio also includes CDS with a net notional amount of $1.3 billion written on the senior part
of the capital structure of CLOs, which require physical settlement.
The following table summarizes gross transaction notional amount of CDS transactions written on portfolios of
corporate obligations, percentage of the total referenced portfolios, and ratings by industry sector, in addition to
the subordinations below the super senior risk layer, AIGFP’s net notional amounts and fair value of derivative
liability:
Ratings
September 30, 2011 Gross Transaction Percent
(in millions) Notional Amount of Total Aa A Baa Ba <Ba NR
Industry Sector
United States
Industrial $ 6,025 34.4% 0.2% 3.4% 16.5% 3.9% 6.7% 3.7%
Financial 1,603 9.1% 0.1% 2.1% 4.1% 0.0% 1.7% 1.1%
Utilities 441 2.5% 0.0% 0.1% 1.5% 0.0% 0.2% 0.7%
Other 18 0.1% 0.0% 0.0% 0.0% 0.0% 0.0% 0.1%
Total United States 8,087 46.1% 0.3% 5.6% 22.1% 3.9% 8.6% 5.6%
Non-United States
Industrial 7,880 44.9% 0.0% 4.0% 9.8% 3.9% 3.5% 23.7%
Financial 783 4.5% 0.2% 1.6% 1.7% 0.1% 0.2% 0.7%
Government 440 2.5% 0.0% 0.8% 0.8% 0.6% 0.0% 0.3%
Utilities 208 1.2% 0.0% 0.1% 0.0% 0.2% 0.3% 0.6%
Other 133 0.8% 0.0% 0.6% 0.0% 0.0% 0.0% 0.2%
Total Non-United States 9,444 53.9% 0.2% 7.1% 12.3% 4.8% 4.0% 25.5%
Total gross transaction notional amount 17,531 100.0% 0.5% 12.7% 34.4% 8.7% 12.6% 31.1%
Subordination 5,496
Net Notional Amount $ 12,035
Fair Value of Derivative Liability $ 160
196
American International Group, Inc.
The following table presents, for each of the corporate debt and CLO CDS transactions, the net notional
amounts, attachment points and inception to date defaults:
(dollars in millions)
Net Notional
Amount at Attachment Point Attachment Point Defaults through
CDS Type September 30, 2011 at Inception(a) at September 30, 2011(a) September 30, 2011(b)
1 Corporate Debt $ 1,554 21.76% 18.94% 6.16%
2 Corporate Debt 5,292 22.00% 20.23% 3.76%
3 Corporate Debt 987 22.14% 20.21% 3.61%
4 Corporate Debt 982 20.80% 18.16% 5.26%
5 Corporate Debt 640 24.00% 22.42% 4.46%
6 Corporate Debt 1,286 24.00% 22.32% 4.63%
7 CLO 101 35.85% 48.85% 3.79%
8 CLO 126 43.76% 44.16% 0.51%
9 CLO 189 44.20% 48.88% 0.00%
10 CLO 77 44.20% 48.88% 0.00%
11 CLO 144 44.20% 48.88% 0.00%
12 CLO 160 31.76% 30.88% 3.29%
13 CLO 363 30.40% 29.04% 0.00%
14 CLO 134 31.23% 27.64% 0.54%
Total $ 12,035
(a) Expressed as a percentage of gross transaction notional amount of the referenced obligations.
(b) Represents defaults (assets that are technically defaulted but for which the losses have not yet been realized) from inception through
September 30, 2011 expressed as a percentage of the gross transaction notional amount at September 30, 2011.
Collateral
Most of the AIGFP credit default swaps are subject to collateral posting provisions. These provisions differ
among counterparties and asset classes. Although AIGFP has collateral posting obligations associated with both
regulatory capital relief transactions and arbitrage transactions, the large majority of these obligations to date have
been associated with arbitrage transactions in respect of multi-sector CDOs.
197
American International Group, Inc.
Negotiated Amount — Under this mechanism, the amount of collateral to be posted is determined based on
terms negotiated between AIGFP and the counterparty, which could be a fixed percentage of the notional
amount or present value of premiums to be earned by AIGFP.
The following table presents the amount of collateral postings by underlying mechanism as described above with
respect to the regulatory capital relief portfolio (prior to consideration of transactions other than the AIGFP
super senior credit default swaps subject to the same Master Agreements) as of the periods ended:
Collateral Calls
AIGFP has received collateral calls from counterparties in respect of certain super senior credit default swaps,
of which a large majority relate to multi-sector CDOs. To a lesser extent, AIGFP has also received collateral calls
in respect of certain super senior credit default swaps entered into by counterparties for regulatory capital relief
purposes and in respect of corporate arbitrage.
From time to time, valuation methodologies used and estimates made by counterparties with respect to certain
super senior credit default swaps or the underlying reference CDO securities, for purposes of determining the
amount of collateral required to be posted by AIGFP in connection with such instruments, have resulted in
estimates that differ, at times significantly, from AIGFP’s estimates. In almost all cases, AIGFP has been able to
198
American International Group, Inc.
successfully resolve the differences or otherwise reach an accommodation with respect to collateral posting levels,
including in certain cases by entering into compromise collateral arrangements. Due to the ongoing nature of
collateral arrangements, AIGFP regularly is engaged in discussions with one or more counterparties in respect of
these differences. Valuation estimates made by counterparties for collateral purposes are, like any other third-party
valuation, considered in the determination of the fair value estimates of the AIGFP super senior credit default
swap portfolio.
The following table presents the amount of collateral postings with respect to the AIGFP super senior credit
default swap portfolio (prior to offsets for other transactions) as of the periods ended:
The amount of future collateral posting requirements is a function of AIG’s credit ratings, the rating of the
reference obligations and the market value of the relevant reference obligations, with the latter being the most
significant factor. While a high level of correlation exists between the amount of collateral posted and the
valuation of these contracts in respect of the arbitrage portfolio, a similar relationship does not exist with respect
to the regulatory capital portfolio given the nature of how the amount of collateral for these transactions is
determined. AIGFP estimates the amount of potential future collateral postings associated with its super senior
credit default swaps using various methodologies. The contingent liquidity requirements associated with such
potential future collateral postings are incorporated into AIG’s liquidity planning assumptions.
199
American International Group, Inc.
conditions which have proved to be highly volatile, especially given current market conditions. AIG cannot predict
reasonably likely changes in the prices of the underlying collateral securities held within a CDO at this time.
The following table presents key inputs used in the BET model, and the potential increase (decrease) to the fair
value of the derivative liability by ABS category at September 30, 2011 corresponding to changes in these key
inputs:
(a) The diversity score is an input at the CDO level. A calculation of sensitivity to this input by type of security is not possible.
(b) The discount curve is an input at the CDO level. A calculation of sensitivity to this input by type of security is not possible. Furthermore, for
this input it is not possible to disclose a weighted average input as a discount curve consists of a series of data points.
These results are calculated by stressing a particular assumption independently of changes in any other
assumption. No assurance can be given that the actual levels of the key inputs will not exceed, perhaps
significantly, the ranges assumed by AIGFP for purposes of the above analysis. No assumption should be made
that results calculated from the use of other changes in these key inputs can be interpolated or extrapolated from
the results set forth above.
Corporate Debt
The following table represents the relevant market credit inputs used to estimate the sensitivity for the credit
default swap portfolio written on investment-grade corporate debt and the estimated increase (decrease) in fair
value of derivative liability at September 30, 2011 corresponding to changes in these market credit inputs:
These results are calculated by stressing a particular assumption independently of changes in any other
assumption. No assurance can be given that the actual levels of the key inputs will not exceed, perhaps
significantly, the ranges assumed by AIGFP for purposes of the above analysis. No assumption should be made
that results calculated from the use of other changes in these key inputs can be interpolated or extrapolated from
the results set forth above.
Other derivatives. Valuation models that incorporate unobservable inputs initially are calibrated to the
transaction price. Subsequent valuations are based on observable inputs to the valuation model (e.g., interest rates,
credit spreads, volatilities, etc.). Model inputs are changed only when corroborated by observable market data.
200
American International Group, Inc.
201
American International Group, Inc.
Item 6. Exhibits
See accompanying Exhibit Index.
202
American International Group, Inc.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned thereunto duly authorized.
203
American International Group, Inc.
EXHIBIT INDEX
Exhibit
Number Description Location
4 Instruments defining the rights of security holders,
including indentures
(1) Eleventh Supplemental Indenture, dated as of Incorporated by reference to Exhibit 4.1 to AIG’s
September 13, 2011, between AIG and The Bank of Current Report on Form 8-K filed with the SEC on
New York Mellon, as Trustee September 13, 2011 (File No. 1-8787).
(2) Twelfth Supplemental Indenture, dated as of Incorporated by reference to Exhibit 4.2 to AIG’s
September 13, 2011, between AIG and The Bank of Current Report on Form 8-K filed with the SEC on
New York Mellon, as Trustee September 13, 2011 (File No. 1-8787).
(3) Form of the 2014 Notes (included in Exhibit 4(1))
(4) Form of the 2016 Notes (included in Exhibit 4(2))
10 Material Contracts
(1) Four-Year Credit Agreement, dated as of Incorporated by reference to Exhibit 10.1 to AIG’s
October 12, 2011, among AIG, the subsidiary borrowers Current Report on Form 8-K filed with the SEC on
party thereto, the lenders party thereto, JPMorgan October 13, 2011 (File No. 1-8787).
Chase Bank, N.A., as Administrative Agent, and each
Several L/C Agent party thereto.
(2) 364-Day Credit Agreement, dated as of October 12, Incorporated by reference to Exhibit 10.2 to AIG’s
2011, among AIG, the subsidiary borrowers party Current Report on Form 8-K filed with the SEC on
thereto, the lenders party thereto, and JPMorgan Chase October 13, 2011 (File No. 1-8787).
Bank, N.A., as Administrative Agent.
11 Statement re: Computation of Per Share Earnings Included in Note 12 to the Consolidated Financial
Statements.
12 Computation of Ratios of Earnings to Fixed Charges Filed herewith.
31 Rule 13a-14(a)/15d-14(a) Certifications* Filed herewith.
32 Section 1350 Certifications* Filed herewith.
101 Interactive data files pursuant to Rule 405 of Filed herewith.
Regulation S-T: (i) the Consolidated Balance Sheet as
of September 30, 2011 and December 31, 2010, (ii) the
Consolidated Statement of Operations for the three and
nine months ended September 30, 2011 and 2010,
(iii) the Consolidated Statement of Equity for the nine
months ended September 30, 2011, (iv) the
Consolidated Statement of Cash Flows for the nine
months ended September 30, 2011 and 2010, (v) the
Consolidated Statement of Comprehensive Income for
the three and nine months ended September 30, 2011
and 2010 and (vi) the Notes to the Consolidated
Financial Statements.**
* This information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities
Exchange Act of 1934.
** As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act
of 1933 and Section 18 of the Securities Exchange Act of 1934.
204
American International Group, Inc.
Exhibit 12
(a) From continuing operations, excluding undistributed earnings (loss) from equity method investments and capitalized interest.
(b) The Ratio of earnings to fixed charges excluding interest credited to policy and contract holders removes interest credited to guaranteed
investment contract (GIC) policyholders and guaranteed investment agreement (GIA) contract holders. Such interest amounts are also removed
from earnings used in this calculation. GICs and GIAs are entered into by AIG’s subsidiaries. The proceeds from GICs and GIAs are invested
in a diversified portfolio of securities, primarily investment grade bonds. When these investments yield rates greater than the rates on the related
policyholders obligation or contract, a profit is earned from the spread.
205
American International Group, Inc.
Exhibit 31
CERTIFICATIONS
206
American International Group, Inc.
CERTIFICATIONS
I, David L. Herzog, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q 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.
207
American International Group, Inc.
Exhibit 32
CERTIFICATION
In connection with this Quarterly Report on Form 10-Q of American International Group, Inc. (the
‘‘Company’’) for the quarter ended September 30, 2011, as filed with the Securities and Exchange Commission on
the date hereof (the ‘‘Report’’), I, Robert H. Benmosche, 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.
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.
208
American International Group, Inc.
CERTIFICATION
In connection with this Quarterly Report on Form 10-Q of American International Group, Inc. (the
‘‘Company’’) for the quarter ended September 30, 2011, as filed with the Securities and Exchange Commission on
the date hereof (the ‘‘Report’’), I, David L. Herzog, 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.
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.
209