Travelers 2015 Annual Report Download - page 124

Debt Transactions.
2015. On August 25, 2015, the Company issued $400 million aggregate principal amount of 4.30%
senior notes that will mature on August 25, 2045. The net proceeds of the issuance, after original
issuance discount and the deduction of underwriting expenses and commissions and other expenses,
totaled approximately $392 million. Interest on the senior notes is payable semi-annually in arrears on
February 25 and August 25, commencing on February 25, 2016. Prior to February 25, 2045, the senior
notes may be redeemed, in whole or in part, at the Company’s option, at any time or from time to
time, at a redemption price equal to the greater of (a) 100% of the principal amount of any senior
notes to be redeemed or (b) the sum of the present values of the remaining scheduled payments of
principal and interest on any senior notes to be redeemed (exclusive of interest accrued to the date of
redemption) discounted to the date of redemption on a semi-annual basis (assuming a 360-day year
consisting of twelve 30-day months) at the then current rate of a treasury security having a maturity
comparable to the remaining term of these senior notes, plus 25 basis points. On or after February 25,
2045, the senior notes may be redeemed, in whole or in part, at the Company’s option, at any time or
from time to time, at a redemption price equal to 100% of the principal amount of any senior notes to
be redeemed.
On December 1, 2015, the Company’s $400 million, 5.50% senior notes matured and were fully
paid.
2013. On July 25, 2013, the Company issued $500 million aggregate principal amount of 4.60%
senior notes that will mature on August 1, 2043. The net proceeds of the issuance, after original
issuance discount and the deduction of underwriting expenses and commissions and other expenses,
totaled approximately $494 million. Interest on the senior notes is payable semi-annually in arrears on
February 1 and August 1. The senior notes are redeemable in whole at any time or in part from time
to time, at the Company’s option, at a redemption price equal to the greater of (a) 100% of the
principal amount of senior notes to be redeemed or (b) the sum of the present value of the remaining
scheduled payments of principal and interest on the senior notes to be redeemed (exclusive of interest
accrued to the date of redemption) discounted to the date of redemption on a semi-annual basis
(assuming a 360-day year consisting of twelve 30-day months) at the then current treasury rate (as
defined) plus 15 basis points.
On March 15, 2013, the Company’s $500 million, 5.00% senior notes matured and were fully paid.
Dividends. Dividends paid to shareholders were $739 million, $729 million and $729 million in
2015, 2014 and 2013, respectively. The declaration and payment of future dividends to holders of the
Company’s common stock will be at the discretion of the Company’s board of directors and will depend
upon many factors, including the Company’s financial position, earnings, capital requirements of the
Company’s operating subsidiaries, legal requirements, regulatory constraints and other factors as the
board of directors deems relevant. Dividends will be paid by the Company only if declared by its board
of directors out of funds legally available, subject to any other restrictions that may be applicable to the
Company. On January 21, 2016, the Company announced that its board of directors declared a regular
quarterly dividend of $0.61 per share, payable March 31, 2016, to shareholders of record on March 10,
2016.
Share Repurchases. The Company’s board of directors has approved common share repurchase
authorizations under which repurchases may be made from time to time in the open market, pursuant
to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of
1934, in private transactions or otherwise. The authorizations do not have a stated expiration date. The
timing and actual number of shares to be repurchased in the future will depend on a variety of factors,
including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital
levels commensurate with the Company’s desired ratings from independent rating agencies, funding of
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