QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK We are exposed to market risk stemming from changes in interest and foreign exchange rates and commodity and equity prices.
Changes in these factors could cause fl uctuations in our earnings and cash fl ows.
In the normal course of business, we actively manage our exposure to these market risks by entering into various hedging transactions, authorized under established policies that place clear controls on these activities.
Th e counterparties in these transactions are generally highly rated institutions.
We establish credit limits for each counterparty.
Our hedging transactions include but are not limited to a variety of derivative fi nancial instruments.
For information on interest rate, foreign exchange, commodity price, and equity instrument risk, please see Note 7 to the Consolidated Financial Statements on page 61 of this report.
VALUE AT RISK Th e estimates in the table below are intended to measure the maximum potential fair value we could lose in one day from adverse changes in market interest rates, foreign exchange rates, commodity prices, and equity prices under normal market conditions.
A Monte Carlo value-at-risk (VAR) methodology was used to quantify the market risk for our exposures.
Th e models assumed normal market conditions and used a 95 percent confi - dence level.
Th e VAR calculation used historical interest and foreign exchange rates, and commodity and equity prices from the past year to estimate the potential volatility and correlation of these rates in the future.
Th e market data were drawn from the RiskMetrics?
data set.
Th e calculations are not intended to represent actual losses in fair value that we expect to incur.
Further, since the hedging instrument (the derivative) inversely correlates with the underlying exposure, we would expect that any loss or gain in the fair value of our derivatives would be generally off set by an increase or decrease in the fair value of the underlying exposure.
Th e positions included in the calculations were: debt; investments; interest rate swaps; foreign exchange forwards; commodity swaps, futures and options; and equity instruments.
Th e calculations do not include the underlying foreign exchange and commodities or equity-related positions that are off set by these market-risk-sensitive instruments.


| At December 31, | 2008 | (In millions) | Commercial Insurance | Transatlantic | Personal Lines | Mortgage Guaranty | Foreign General Insurance | Total net loss reserves |


O&R Superfund The sites at which O&R has been asserted to have liability under Superfund include its manufactured gas sites, its West Nyack site, the Newark Bay site, and other Superfund sites discussed below.
There may be additional sites as to which assertions will be made that O&R has liability.
For a further discussion of claims and possible claims against O&R under Superfund, see Note G to the financial statements in Item 8 (which information is incorporated herein by reference).
Manufactured Gas Sites O&R and its predecessors formerly owned and operated manufactured gas plants at seven sites (O&R MGP Sites) in Orange County and Rockland County, New York.
Three of these sites are now owned by parties other than O&R, and have been redeveloped by them for residential, commercial or industrial uses.
The NYSDEC is requiring O&R to develop and implement remediation programs for the O&R MGP Sites including any neighboring areas to which contamination may have migrated.
O&R has completed remedial investigations at all seven O&R MGP Sites and has completed the remediation at one of the sites and a portion of another.
O&R has received NYSDECs decision regarding the remedial work to be performed at three of the sites and a portion of another.
Remedial construction at the Port Jervis MGP site began in July 2012 and the excavation phase of the remedy is expected to be completed by May 2013.
Remedial design is ongoing for three of the sites.
A feasibility study was completed for one site in 2012 and is currently being reviewed by NYSDEC.
A feasibility study for one site will be completed in 2013.
West Nyack Site In 1991, 1994 and 1997, O&R entered into consent orders with the NYSDEC pursuant to which O&R agreed to conduct a remedial investigation and remediate certain property it owns in West Nyack, New York at which PCBs were discovered.
Petroleum contamination related to a leaking underground storage tank was found as well.
O&R has completed all remediation at the site that the NYSDEC has required to date.
In 2012, NYSDEC reclassified the West Nyack site to a Class 4 site, meaning that the site has been properly closed but requires continued site management.
Annual inspections and certification of compliance with the Site Management Plan will be required.
Newark Bay Approximately 300 parties, including O&R (which was served with a third-party complaint in June 2009), were sued as thirdparty defendants by Tierra Solutions, Inc.  (Tierra) and Maxus Energy Corporation (Maxus), successors to the Occidental Chemical Corporation and Diamond Shamrock Chemical Company.
Tierra and Maxus were themselves sued in 2005 by the New Jersey Department of Environmental Protection and others for removal and cleanup costs, punitive damages, penalties, and economic losses allegedly arising from the dioxin contamination their predecessors pesticide/herbicide plant allegedly released to the Newark Bay Complex, a system of


Valuation Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The Firm has an established and welldocumented process for determining fair value, for further details see Note 3 on pages 196214 of this Annual Report.
Fair value is based on quoted market prices, where available.
If listed prices or quotes are not available for an instrument or a similar instrument, fair value is generally based on models that consider relevant transaction characteristics (such as maturity) and use as inputs marketbased or independently sourced parameters.
Estimating fair value requires the application of judgment.
The type and level of judgment required is largely dependent on the amount of observable market information available to the Firm.
For instruments valued using internally developed models that use significant unobservable inputs and are therefore classified within level 3 of the valuation hierarchy, judgments used to estimate fair value are more significant than those required when estimating the fair value of instruments classified within levels 1 and 2.
In arriving at an estimate of fair value for an instrument within level 3, management must first determine the appropriate model to use.
Second, due to the lack of observability of significant inputs, management must assess all relevant empirical data in deriving valuation inputs  including, for example, transaction details, yield curves, interest rates, prepayment rates, default rates, volatilities, correlations, equity or debt prices, valuations of comparable instruments, foreign exchange rates and credit


Compensation expense totaling $643,170 and $781,275 was recognized in 2002 and 2000, respectively, due to the accelerated vesting of stock options as a result of the retirement of certain employees.
Five-Year Performance Comparison – The following graph provides an indicator of cumulative total shareholder returns for the Corporation as compared to the peer group index (described above), the DJ Trans, and the S&P 500.
The graph assumes that $100 was invested in the common stock of Union Pacific Corporation and each index on December 31, 2007 and that all dividends were reinvested.


| Year Ended December 31, Year Ended December 31, | 2009 | (Amounts in thousands, except for weighted average data) | Same Store Facilities Operating Trends by Region | Revenues: | Southern California (176 facilities) | Northern California (167 facilities) | Texas (231 facilities) | Florida (182 facilities) | Illinois (119 facilities) | Washington (88 facilities) | Georgia (86 facilities) | All other states (850 facilities) | Total revenues | Southern California | Northern California | Texas | Florida | Illinois | Washington | Georgia | All other states | Total cost of operations | Southern California | Northern California | Texas | Florida | Illinois | Washington | Georgia | All other states | Total net operating income | Weighted average occupancy: | Southern California | Northern California | Texas | Florida | Illinois | Washington | Georgia | All other states | Total weighted average occupancy |


Foreign Currency Rates We are subject to translation and transaction risks related to changes in foreign currency exchange rates.
Since we report revenues and expenses in U. S.  Dollars, changes in exchange rates may either positively or negatively affect our consolidated revenues and expenses (as expressed in U. S.  Dollars) from foreign operations.
The primary foreign currencies that impacted our results during 2014 included the Argentine Peso, Australian Dollar, Brazilian Real and British Pound Sterling.
Based on 2014 exchange rates and operating results, if the U. S.  Dollar were to strengthen or weaken by 10%, we currently estimate operating income would decrease or increase approximately 4%, assuming that all currencies are impacted in the same manner and our international revenue and expenses remain constant at 2014 levels.
The functional currency of our foreign operations is generally their respective local currency.
Assets and liabilities are translated at the exchange rates in effect at the balance sheet date, and revenues and expenses are translated at the average exchange rates during the period presented.
The resulting translation adjustments are recorded as a component of accumulated other comprehensive loss, net of tax, in the stockholders’ equity section of our Consolidated Balance Sheets.
Our foreign subsidiaries generally collect revenues and pay expenses in their functional currency, mitigating transaction risk.
However, certain subsidiaries may enter into transactions in currencies other than their functional currency.
Assets and liabilities denominated in currencies other than the functional currency are susceptible to movements in foreign currency until final settlement.
Currency transaction gains or losses primarily arising from transactions in currencies other than the functional currency are included in office and general expenses.
We have not entered into a material amount of foreign currency forward exchange contracts or other derivative financial instruments to hedge the effects of potential adverse fluctuations in foreign currency exchange rates.


| 2015 2014 | Ships | Ship improvements | Ships under construction | Land, buildings and improvements, including leasehold improvements and port facilities | Computer hardware and software, transportation equipment and other | Total property and equipment | Less—accumulated depreciation and amortization | $18,777,778 | Changes related to cash flow derivative hedges | Accumulated comprehensive loss at January 1, 2013 | Other comprehensive income before reclassifications | Amounts reclassified from accumulated other comprehensive income (loss) | Net current-period other comprehensive income | Accumulated comprehensive income (loss) at January 1, 2014 | Other comprehensive loss before reclassifications | Amounts reclassified from accumulated other comprehensive income (loss) | Net current-period other comprehensive loss | Accumulated comprehensive loss at January 1, 2015 | Other comprehensive (loss) income before reclassifications | Amounts reclassified from accumulated other comprehensive income (loss) | Net current-period other comprehensive (loss) income | Accumulated comprehensive loss at December 31, 2015 |


Business Lines Acetate tow is used primarily in cigarette filters.
According to the 2006 Stanford Research Institute International Chemical Economics Handbook, we are the worlds leading producer of acetate tow, including production of our ventures in Asia.
We produce acetate flake by processing wood pulp with acetic anhydride.
We purchase wood pulp that is made from reforested trees from major suppliers and produce acetic anhydride internally.
The acetate flake is then further processed into acetate fiber in the form of a tow band.
We have an approximate 30% interest in three manufacturing ventures in China that produce cellulose acetate flake and tow.
Our partner in each of the ventures is a Chinese state-owned tobacco entity.
In addition, 12% of our 2006 acetate tow sales were sold directly to China, the largest single market for acetate tow in the world.
Two of the ventures completed tow expansions in January 2005, and the third venture completed its tow expansion in June 2005.
Flake expansion is expected to be completed in 2007.
Although our direct tow sales into China have decreased as a result of the venture expansions, the future dividends that we expect to receive from these ventures are projected to increase.
Acetate Products is continuing its productivity and operations improvement efforts.
These efforts are directed toward reducing costs while achieving higher productivity of employees and equipment.
In addition to our operating sites restructuring activities previously undertaken, we closed our Charlotte, North Carolina administrative and research and development facility.
In July 2005, we relocated our Rock Hill, South Carolina administrative functions to our Dallas corporate headquarters.
In December 2005, we sold our Rock Hill and Charlotte sites.
Facilities Acetate Products has production sites in the United States, Canada, Mexico and Belgium, and participates in three manufacturing ventures in China.
In October 2004, we announced plans to discontinue our filament business, with operations at our Narrows, Virginia and Ocotlan, Mexico sites, which occurred in the fourth quarter of 2005.
Additionally, we announced our intentions to shutdown our high cost operations at our Rock Hill, South Carolina flake production site and our Edmonton, Alberta, Canada flake and tow production site.
We shutdown our Rock Hill flake and Edmonton tow operations in the second quarter of 2005 and will shutdown our Edmonton flake facility in early 2007.
In addition to the above closures, we re-commissioned our flake operations at Ocotlan in the first quarter of 2005.


| At December 31, 2010 At December 31, 2009 | (in millions) | Assets: | Mortgage and other loans receivable | Liabilities: | Long-term debt |


Stock Purchase Plan The Stock Purchase Plan, which was approved by shareholders in 2004 and 2014, provides for the Companies to contribute up to $1 for each $9 invested by their directors, officers or employees to purchase Con Edison common stock under the plan.
Eligible participants may invest up to $25,000 during any calendar year (subject to an additional limitation for officers and employees of not more than 20 percent of their pay).
Dividends paid on shares held under the plan are reinvested in additional shares unless otherwise directed by the participant.
Participants in the plan immediately vest in shares purchased by them under the plan.
The fair value of the shares of Con Edison common stock purchased under the plan was calculated using the average of the high and low composite sale prices at which shares were traded at the New York Stock Exchange on the trading day immediately preceding such purchase dates.
During 2016, 2015 and 2014, 720,268, 761,784 and 708,276 shares were purchased under the Stock Purchase Plan at a weighted average price of $72.67, $62.75 and $56.23 per share, respectively.


| Balance at December 31, 2007 Goodwill Acquired Foreign Currency Translation and Other Balance at December 31, 2008 | Food Packaging | Food Solutions | Protective Packaging | Other | Total |


| In Millions Change | Years Ended December 31 | CMS Energy, including Consumers | Net income | Non-cash transactions1 | 1,511 | Postretirement benefits contributions | Proceeds from government grant | Changes in core working capital2 | Changes in other assets and liabilities, net | Net cash provided by operating activities | Consumers | Net income | Non-cash transactions1 | 1,614 | Postretirement benefits contributions | Proceeds from government grant | Changes in core working capital2 | Changes in other assets and liabilities, net | Net cash provided by operating activities |


(1) Includes annual interest based on the contractual features of each security, using market rates at December 31, 2016.
Interest rates are assumed to remain at current levels over the life of all adjustable rate instruments.
(2) For subordinated debentures, does not assume early redemption under current conversion provisions.
(3) Includes annual interest payments.
Does not assume conversion for the non-interest bearing convertible debentures due 2019.
(4) Does not include sweep deposits, savings deposits, money market or checking deposits as there are no stated maturity dates and/or scheduled contractual payments.
(5) Includes future minimum lease payments, net of sublease proceeds under sale-leaseback transaction and operating leases with initial or remaining terms in excess of one year.
(6) Includes material purchase obligations for goods and services covered by non-cancelable contracts and contracts with termination clauses.
Includes contracts through the termination date, even if the contract is renewable.
At December 31, 2016, the Company had approximately $18 million of unused lines of credit available to customers under HELOCs, the majority of which expire in 2017.
The Company also had $83 million in unfunded commitments to fund partnerships, companies and other similar entities, including tax credit partnerships and community development related entities, which are not required to be consolidated, at December 31, 2016.
Additional information related to commitments and contingent liabilities is detailed in Note 21—Commitments, Contingencies and Other Regulatory Matters.


Bristol-Myers Squibb 72 In May 2010, the Board of Directors authorized the repurchase of up to $3.0 billion of common stock.
Repurchases may be made either in the open market or through private transactions, including under repurchase plans established in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
The stock repurchase program does not have an expiration date but is expected to take place over the next few years.
It may be suspended or discontinued at any time.
During 2010, the Company repurchased 23 million shares at the average price of approximately $25.50 per share for an aggregate cost of $587 million which includes $1 million of transaction fees.


| High Low Dividends | 2012 | First quarter | Second quarter | Third quarter | Fourth quarter | 2011 | First quarter | Second quarter | Third quarter | Fourth quarter |


| As of | (in millions) | Derivative Assets: | Designated Hedging Instruments | Currency hedge contracts | Currency hedge contracts | Interest rate contracts | Interest rate contracts | 204 | Non-Designated Hedging Instruments | Currency hedge contracts | Total Derivative Assets | Derivative Liabilities: | Designated Hedging Instruments | Currency hedge contracts | Non-Designated Hedging Instruments | Currency hedge contracts | Total Derivative Liabilities |


| Years Ended December 31, | 2010 | (in millions, except per share amounts) | Numerator: | Net income (loss) attributable to Ameriprise Financial, Inc. | Denominator: | Basic: Weighted-average common shares outstanding | Effect of potentially dilutive nonqualified stock options and other share-based awards | Diluted: Weighted-average common shares outstanding | Earnings (loss) per share attributable to Ameriprise Financial, Inc. common shareholders: | Basic | Diluted |


| Years Ended December 31, | 2010 | (In millions) | Statement of Operations Data -1 | Revenues: | Premiums | Universal life and investment-type product policy fees | Net investment income | Other revenues | Net investment gains (losses) | Net derivative gains (losses) | Total revenues | Expenses: | Policyholder benefits and claims | Interest credited to policyholder account balances | Policyholder dividends | Other expenses | Total expenses | Income (loss) from continuing operations before provision for income tax | Provision for income tax expense (benefit) | Income (loss) from continuing operations, net of income tax | Income (loss) from discontinued operations, net of income tax | Net income (loss) | Less: Net income (loss) attributable to noncontrolling interests | Net income (loss) attributable to MetLife, Inc. | Less: Preferred stock dividends | Net income (loss) available to MetLife, Inc.’s common shareholders |


Operating Activities The increase in cash provided by operating activities in fiscal 2010 compared with 2009 was due primarily to increases in cash provided by net earnings, accounts receivable, other liabilities and accrued income taxes, partially offset by an increase in cash used for merchandise inventories.
The increase in cash provided by accounts receivable was due primarily to the timing of receipt of customer and network carrier receivables in our Europe business, as well as network carrier receivables associated with Best Buy Mobile in the U. S.  The increases in cash provided by other liabilities were due primarily to the timing and magnitude of transaction taxes payable in various jurisdictions, as well as accrued bonuses.
Finally, the increase in cash provided by accrued income taxes was due to the timing and magnitude of tax accruals as a result of higher net earnings.
These changes were largely offset by the increase in cash used for merchandise inventories due to increased inventory levels in fiscal 2010, notably in notebook computers and flatpanel televisions, as a result of increased consumer demand and a strengthening economy, compared to fiscal 2009 when we tightened inventory levels amidst a weaker economy and lower holiday sales.
The decrease in cash provided by operating activities in fiscal 2009 compared with fiscal 2008 was due primarily to changes in accounts receivable, merchandise inventories, other assets, other liabilities and accrued income taxes.
The decrease in cash provided by accounts receivable was due to the timing of the receipt of customer and network carrier receivables in our Europe business, which were collected subsequent to the December month-end (the last month reported in our fiscal year for our Europe business).
The increase in cash used for other assets was due primarily to increases in restricted cash balances as well as a decrease in cash provided by long-term receivables associated with our Europe business due to timing of collection.
In addition, we had increases in cash used for other liabilities due primarily to the timing of payments of payroll and employer taxes and other accruals as well as a decrease in cash provided by gift card sales.
Finally, the increase in cash used for accrued income taxes was due to the timing of tax payments.
These changes were largely offset by the decrease in cash used for merchandise inventories due to our efforts to control inventory spending given changes in consumer demand experienced in the latter half of fiscal 2009.


NONINTEREST INCOME Noninterest income totaled $5.9 billion for 2012 and $5.6 billion for 2011.
The overall increase in the comparison was primarily due to an increase in residential mortgage loan sales revenue driven by higher loan origination volume, gains on sales of Visa Class B common shares and higher corporate service fees, largely offset by higher provision for residential mortgage repurchase obligations.
Asset management revenue, including BlackRock, totaled $1.2 billion in 2012 compared with $1.1 billion in 2011.
This increase was primarily due to higher earnings from our BlackRock investment.
Discretionary assets under management increased to $112 billion at December 31, 2012 compared with $107 billion at December 31, 2011 driven by stronger average equity markets, positive net flows and strong sales performance.
For 2012, consumer services fees were $1.1 billion compared with $1.2 billion in 2011.
The decline reflected the regulatory impact of lower interchange fees on debit card transactions partially offset by customer growth.
As further discussed in the Retail Banking portion of the Business Segments Review section of this Item 7, the Dodd-Frank limits on interchange rates were effective October 1, 2011 and had a negative impact on revenue of approximately $314 million in 2012 and $75 million in 2011.
This impact was partially offset by higher volumes of merchant, customer credit card and debit card transactions and the impact of the RBC Bank (USA) acquisition.
Corporate services revenue increased by $.3 billion, or 30 percent, to $1.2 billion in 2012 compared with $.9 billion in 2011 due to higher commercial mortgage servicing revenue and higher merger and acquisition advisory fees in 2012.
The major components of corporate services revenue are treasury management revenue, corporate finance fees, including revenue from capital markets-related products and services, and commercial mortgage servicing revenue, including commercial mortgage banking activities.
See the Product Revenue portion of this Consolidated Income Statement Review for further detail.


DISCONTINUED OPERATIONS Brazil Distribution  Due to a portfolio evaluation in the first half of 2016, management has decided to pursue a strategic shift of its distribution companies in Brazil, AES Sul and Eletropaulo.
The disposal of Sul was completed in October 2016.
In December 2016, Eletropaulo underwent a corporate restructuring which is expected to, among other things, provide more liquidity of its shares.
AES is continuing to pursue strategic options for Eletropaulo in order to complete its strategic shift to reduce AES exposure to the Brazilian distribution business, including preparation for listing its shares into the Novo Mercado, which is a listing segment of the Brazilian stock exchange with the highest standards of corporate governance.
The Company executed an agreement for the sale of its wholly-owned subsidiary AES Sul in June 2016.
We have reported the results of operations and financial position of AES Sul as discontinued operations in the consolidated financial statements for all periods presented.
Upon meeting the held-for-sale criteria, the Company recognized an after tax loss of $382 million comprised of a pretax impairment charge of $783 million, offset by a tax benefit of $266 million related to the impairment of the Sul long lived assets and a tax benefit of $135 million for deferred taxes related to the investment in AES Sul.
Prior to the impairment charge in the second quarter, the carrying value of the AES Sul asset group of $1.6 billion was greater than its approximate fair value less costs to sell.
However, the impairment charge was limited to the carrying value of the long lived assets of the AES Sul disposal group.
On October 31, 2016, the Company completed the sale of AES Sul and received final proceeds less costs to sell of $484 million, excluding contingent consideration.
Upon disposal of AES Sul, we incurred an additional aftertax loss on sale of $737 million.
The cumulative impact to earnings of the impairment and loss on sale was $1.1 billion.
This includes the reclassification of approximately $1 billion of cumulative translation losses, resulting in a net reduction to the Companys stockholders equity of $92 million.
Suls pretax loss attributable to AES for the years ended December 31, 2016 and 2015 was $1.4 billion and $32 million, respectively.
Suls pretax gain attributable to AES for the year ended December 31, 2014 was $133 million.
Prior to its classification as discontinued operations, Sul was reported in the Brazil SBU reportable segment.
As discussed in Note 1General and Summary of Significant Accounting Policies, effective July 1, 2014, the Company prospectively adopted ASU No.2014-08.
Discontinued operations prior to adoption of ASU No.2014-08 include the results of Cameroon, Saurashtra and various U. S.  wind projects which were each sold in the first half of 2014.


| December 31 | ($ in millions) | Unrecognized tax benefits at beginning of the year | Additions based on tax positions related to the current year | Additions for tax positions of prior years | Settlements | Spin-off | Net change in unrecognized tax benefits | Unrecognized tax benefits at end of the year |


| Under Review Currently AnticipatedYear of Expiration (in the U.S.) | V419 (pediatric hexavalent combination vaccine) | MK-6072 (bezlotoxumab) |


| Year Ended December 31, 2011 | ($ in millions, except per share amounts) | Sales and service revenues | Operating income (loss) | Earnings (loss) before income taxes | Net earnings (loss) | Net earnings (loss) attributable to HII | Basic earnings (loss) per share | Diluted earnings (loss) per share |


| December 31, 2010 | Agricultural Mortgage Loans | Recorded Investment | (In millions) | Loan-to-valueratios: | Less than 65% | 65% to 75% | 76% to 80% | Greater than 80% | Total |


| Amount (In Millions) | 2016 net revenue | Retail electric price | Regulatory credit resulting from reduction of thefederal corporate income tax rate | Grand Gulf recovery | Louisiana Act 55 financing savings obligation | Volume/weather | Other | 2017 net revenue |


Business Separation Costs On 16 September 2015, the Company announced that it intends to separate its Materials Technologies business via a spin-off.
During the fourth quarter, we incurred legal and other advisory fees of $7.5 ($.03 per share).
Gain on Previously Held Equity Interest On 30 December 2014, we acquired our partner’s equity ownership interest in a liquefied atmospheric industrial gases production joint venture in North America for $22.6 which increased our ownership from 50% to 100%.
The transaction was accounted for as a business combination, and subsequent to the acquisition, the results are consolidated within our Industrial Gases – Americas segment.
The assets acquired, primarily plant and equipment, were recorded at their fair value as of the acquisition date.
The acquisition date fair value of the previously held equity interest was determined using a discounted cash flow analysis under the income approach.
During the first quarter of 2015, we recorded a gain of $17.9 ($11.2 after-tax, or $.05 per share) as a result of revaluing our previously held equity interest to fair value as of the acquisition date.
Advisory Costs During the fourth quarter of 2013, we incurred legal and other advisory fees of $10.1 ($6.4 after-tax, or $.03 per share) in connection with our response to the rapid acquisition of a large position in shares of our common stock by Pershing Square Capital Management LLC and its affiliates.
Other Income (Expense), Net Items recorded to other income (expense), net arise from transactions and events not directly related to our principal income earning activities.
The detail of other income (expense), net is presented in Note 24, Supplemental Information, to the consolidated financial statements.2015 vs.  2014 Other income (expense), net of $47.3 decreased $5.5.
The current year includes a gain of $33.6 ($28.3 after-tax, or $.13 per share) resulting from the sale of two parcels of land.
The gain was partially offset by unfavorable foreign exchange impacts and lower gains on other sales of assets and emissions credits.
No other individual items were significant in comparison to the prior year.2014 vs.  2013 Other income (expense), net of $52.8 decreased $17.4, primarily due to higher gains from the sale of a number of small assets and investments, higher government grants, and a favorable commercial contract settlement in 2013.
Otherwise, no individual items were significant in comparison to 2013.


Table 5 CHANGES IN INTEREST INCOME AND EXPENSE(a)


| Cash and temporary investments $5 | Accounts and notes receivable | Inventory | Other current assets | Plants, properties and equipment | Investments | Total assets acquired | Notes payable and current maturities of long-term debt | Accounts payable and accrued liabilities | Deferred income tax liability | Postretirement and postemployment benefit obligation | Total liabilities assumed | Noncontrolling interest | Net assets acquired |


Note 13  Securities financing activities JPMorgan Chase enters into resale agreements, repurchase agreements, securities borrowed transactions and securities loaned transactions, primarily to finance the Firms inventory positions, acquire securities to cover short positions and settle other securities obligations.
The Firm also enters into these transactions to accommodate customers needs.
Resale agreements and repurchase agreements are generally treated as collateralized financing transactions carried on the Consolidated Balance Sheets at the amounts the securities will be subsequently sold or repurchased, plus accrued interest.
On January 1, 2007, pursuant to the adoption of SFAS 159, the Firm elected fair value measurement for certain resale and repurchase agreements.
In 2008, the Firm elected fair value measurement for certain newly transacted securities borrowed and securities lending agreements.
For a further discussion of SFAS 159, see Note 5 on pages 156158 of this Annual Report.
The securities financing agreements for which the fair value option was elected continue to be reported within securities purchased under resale agreements; securities loaned or sold under repurchase agreements; securities borrowed; and other borrowed funds on the Consolidated Balance Sheets.
Generally, for agreements carried at fair value, current-period interest accruals are recorded within interest income and interest expense, with changes in fair value reported in principal transactions revenue.
However, for financial instruments containing embedded derivatives that would be separately accounted for in accordance with SFAS 133, all changes in fair value, including any interest elements, are reported in principal transactions revenue.
Where appropriate, resale and repurchase agreements with the same counterparty are reported on a net basis in accordance with FIN 41.
JPMorgan Chase takes possession of securities purchased under resale agreements.
On a daily basis, JPMorgan Chase monitors the market value of the underlying collateral, primarily U. S.  and non-U.
S.  government and agency securities, that it has received from its counterparties, and requests additional collateral when necessary.
Transactions similar to financing activities that do not meet the SFAS 140 definition of a repurchase agreement are accounted for as buys and sells rather than financing transactions.
These transactions are accounted for as a purchase (sale) of the underlying securities with a forward obligation to sell (purchase) the securities.
The forward purchase (sale) obligation, a derivative, is recorded on the Consolidated Balance Sheets at its fair value, with changes in fair value recorded in principal transactions revenue.


1 Amounts represent maturity at par.
Holders of our 4.25% Convertible Senior Notes due 2023 may require us to repurchase their Notes for cash at par in March 2012 and holders of our 4.75% Convertible Senior Notes due 2023 may require us to repurchase their Notes for cash, stock or a combination, at our election, at par in March 2013.
All of these Notes will mature in 2023 if not converted or repurchased.
Notes to Consolidated Financial Statements(Continued) (Amounts in Millions, Except Per Share Amounts) Sales of Businesses and Investments  Primarily includes realized gains and losses relating to the sales of businesses, cumulative translation adjustment balances from the liquidation of entities and sales of marketable securities and investments in publicly traded and privately held companies in our Rabbi Trusts.
During 2009, we realized a gain of $15.2 related to the sale of an investment in our Rabbi Trusts, which was partially offset by losses realized from the sale of various businesses.
Losses in 2007 primarily related to the sale of several businesses within Draftfcb for a loss of $9.3 and charges at Lowe of $7.8 as a result of the realization of cumulative translation adjustment balances from the liquidation of several businesses.
Vendor Discounts and Credit Adjustments  We are in the process of settling our liabilities related to vendor discounts and credits established during the restatement we presented in our 2004 Annual Report on Form 10-K.
These adjustments reflect the reversal of certain of these liabilities as a result of settlements with clients or vendors or where the statute of limitations has lapsed.
Litigation Settlement  During May 2008, the SEC concluded its investigation that began in 2002 into our financial reporting practices, resulting in a settlement charge of $12.0.
Investment Impairments  In 2007 we realized an other-than-temporary charge of $5.8 relating to a $12.5 investment in auction rate securities, representing our total investment in auction rate securities.
See Note 12 for further information.
Note 5: Intangible Assets Goodwill Goodwill is the excess purchase price remaining from an acquisition after an allocation of purchase price has been made to identifiable assets acquired and liabilities assumed based on estimated fair values.


| (in millions) One basis-point increase inJPMorgan Chase’s credit spread | December 31, 2012 | December 31, 2011 | Fair value measurement | Fair value option | Derivative instruments | Noninterest revenue | Interest income and interest expense | Pension and other postretirement employee benefit plans | Employee stock-based incentives | Securities | Securities financing activities | Loans | Allowance for credit losses | Variable interest entities | Goodwill and other intangible assets | Premises and equipment | Long-term debt | Income taxes | Off–balance sheet lending-related financial instruments, guarantees and other commitments | Litigation |


(1) As national securities exchanges, Cboe Options, C2, BZX, BYX, EDGX, and EDGA are assessed fees pursuant to Section 31 of the Exchange Act.
Section 31 fees are assessed on the notional value traded and are designed to recover the costs to the government of supervision and regulation of securities markets and securities professionals.
Section 31 fees are


Equity Earnings - GPIP International Paper recorded equity earnings of $46 million on its 20.5% ownership position in GPIP in 2018.
The Company received cash dividends from the investment of $25 million in 2018.


Cost of services increased by $50.2 million, or 9.0%, for the year ended December 31, 2014 as compared to the year ended December 31, 2013, driven by increased commission expense resulting from higher sales and lease transaction revenue as well as a concentration of commissions among higher producing professionals in Australia and Japan.
Higher salaries and related costs associated with our property and facilities management contracts also contributed to an increase in cost of services during the year ended December 31, 2014.
Foreign currency translation had a $26.7 million positive impact on cost of services during the year ended December 31, 2014.
Cost of services as a percentage of revenue decreased to 62.7% for the year ended December 31, 2014 from 63.8% for the year ended December 31, 2013, primarily driven by higher transaction revenue during 2014 in certain countries that have a significant fixed cost compensation structure.


| 2006 2005 | Rental Expenses: | Office | Industrial | Other | Total | Real Estate Taxes: | Office | Industrial | Other | Total |


| Number of Aggregates Operating Facilities1 | Reserves (billions of tons) | By Division: | Florida Rock | Mideast | Midsouth | Midwest | Southeast | Southern & Gulf Coast | Southwest | Western | Total |


Total Corporation investment banking fees of $5.6 billion, excluding self-led deals, included within Global Banking and Global Markets, decreased eight percent in 2015 compared to 2014 driven by lower debt and equity issuance fees, partially offset by higher advisory fees.
Underwriting fees for debt products declined primarily as a result of lower debt issuance volumes mainly in leveraged finance transactions.


| One-Percentage-Point Increase One-Percentage-Point Decrease | Effect on total of postretirement service and interest cost | Effect on postretirement benefit obligation |


| December 31, 2010 | Less than 12 Months | Estimated | Fair | Value | (In millions, except number of securities) | Fixed Maturity Securities: | U.S. corporate securities | Foreign corporate securities | RMBS | Foreign government securities | U.S. Treasury, agency and government guaranteed securities | CMBS | ABS | State and political subdivision securities | Other fixed maturity securities | Total fixed maturity securities | Equity Securities: | Common stock | Non-redeemable preferred stock | Total equity securities | Total number of securities in an unrealized loss position | December 31, 2009 | Less than 12 Months | Estimated | Fair | Value | (In millions, except number of securities) | Fixed Maturity Securities: | U.S. corporate securities | Foreign corporate securities | RMBS | Foreign government securities | U.S. Treasury, agency and government guaranteed securities | CMBS | ABS | State and political subdivision securities | Other fixed maturity securities | Total fixed maturity securities | Equity Securities: | Common stock | Non-redeemable preferred stock | Total equity securities | Total number of securities in an unrealized loss position | Years Ended December 31, | 2010 | (In millions) | Stock Options | Performance Shares -1 | Restricted Stock Units | Total compensation expenses related to the Incentive Plans | Income tax benefits |


| Year Ended December 31 | 2006 | (In thousands) | Revenues | Expenses | Income taxes (benefit) | Net income (loss) |


| Years Ended December 31, | 2007 | Expected volatility-1 | Expected term (years)(2) | Risk free interest rate-3 | Expected dividend yield-4 | Option grant price | Option grant-date fair value |


| December 31, | 2014 | CarryingValue | (In millions) | Office | Apartment | Retail | Industrial | Hotel | Land | Real estate investment funds | Agriculture | Other | Total real estate and real estate joint ventures |


On November 1, 2010 (the
Acquisition Date
), MetLife, Inc.  completed the acquisition of American Life Insurance Company (
American Life
) from AM Holdings LLC (formerly known as ALICO Holdings LLC) (
AM Holdings
), a subsidiary of American International Group, Inc.  (
AIG
), and Delaware American Life Insurance Company (
DelAm
) from AIG (
American Life, together with DelAm, collectively,
ALICO
) (the
Acquisition
).
ALICO’s fiscal year-end is November 30.
Accordingly, the Company’s consolidated financial statements reflect the assets and liabilities of ALICO as of November 30, 2011 and 2010, and the operating results of ALICO for the year ended November 30, 2011 and the one month ended November 30, 2010.
The assets, liabilities and operating results relating to the Acquisition are included in the Japan and Other International Regions segments.
Prior year results have been adjusted to conform to the current year presentation of segments.
See Note 2 of the Notes to the Consolidated Financial Statements.
We continue to experience an increase in market share and sales in several of our businesses; however, the general economic conditions, including the high levels of unemployment, negatively impacted the demand for certain of our products.
Portfolio growth in response to the higher sales levels drove improved investment results despite lower yields experienced in connection with the continued decline in interest rates in 2011.
The declining interest rate environment, however, also generated significant derivative gains in 2011.
Current year results were negatively impacted by severe weather, including the earthquake and tsunami in Japan in the first quarter, record numbers of tornadoes in the second quarter and Hurricane Irene in the third quarter.


Notes to Consolidated Financial Statements Derivatives with Credit-Related Contingent Features Certain of the firms derivatives have been transacted under bilateral agreements with counterparties who may require the firm to post collateral or terminate the transactions based on changes in the firms credit ratings.
The firm assesses the impact of these bilateral agreements by determining the collateral or termination payments that would occur assuming a downgrade by all rating agencies.
A downgrade by any one rating agency, depending on the agencys relative ratings of the firm at the time of the downgrade, may have an impact which is comparable to the impact of a downgrade by all rating agencies.
The table below presents the aggregate fair value of net derivative liabilities under such agreements (excluding application of collateral posted to reduce these liabilities), the related aggregate fair value of the assets posted as collateral, and the additional collateral or termination payments that could have been called at the reporting date by counterparties in the event of a one-notch and two-notch downgrade in the firms credit ratings.


Net Periodic Pension Benefit Costs We recorded net periodic pension benefit expense of $35.7 million in 2010.
The decrease from 2009 was primarily due to the significant increase in the value of pension assets reflecting the actual return on pension
Insurance and Annuities Products Asset/Liability Management We seek to maintain interest rate and equity exposures within established ranges, which we periodically adjust based on market conditions and the design of related products sold to customers.
Our risk managers establish investment risk limits for exposures to any issuer, geographic region, type of security or industry sector and oversee efforts to manage interest rate and equity exposure risk, as well as credit, liquidity and other risks, all within policy constraints set by management and approved by the Investment Committee of the Board of Directors.
For additional information regarding the management of our general account investments and our asset mix strategies, see Managements Discussion and Analysis of Financial Condition and Results of OperationsRealized Investment Gains and Losses and General Account InvestmentsGeneral Account InvestmentsManagement of Investments.
 We use duration and convexity analyses to measure price sensitivity to interest rate changes.
Duration measures the relative sensitivity of the fair value of a financial instrument to changes in interest rates.
Convexity measures the rate of change of duration with respect to changes in interest rates.
We use asset/liability management and derivative strategies to manage our interest rate exposure by legal entity by matching the relative sensitivity of asset and liability values to interest rate changes, or controlling duration mismatch of assets and liabilities.
We have target duration mismatch constraints by segment for each insurance entity.
In certain markets, primarily outside the U. S. , capital market limitations that hinder our ability to acquire assets that closely approximate the duration of some of our liabilities are considered in setting the constraint limits.
As of December 31, 2009 and 2008, the difference between the pre-tax duration of assets and the target duration of liabilities in our duration managed portfolios was within our constraint limits.
We consider risk-based capital and tax implications as well as current market conditions in our asset/liability management strategies.
We also perform portfolio stress testing as part of our U. S.  regulatory cash flow for major product lines that are subject to risk from changes in interest rates.
In this testing, we evaluate the impact of altering our interest-sensitive assumptions under various adverse interest rate environments.
These interest-sensitive assumptions relate to the timing and amount of redemptions and prepayments of fixed-income securities and lapses and surrenders of insurance products and the potential impact of any guaranteed minimum interest rates.
We evaluate any shortfalls that this cash flow testing reveals to determine if we need to increase statutory reserves or adjust portfolio management strategies.
Market Risk Related to Interest Rates Our other than trading assets that subject us to interest rate risk include primarily fixed maturity securities, commercial mortgage and other loans and policy loans.
In the aggregate, the carrying value of these assets represented 78% of our consolidated assets, other than assets that we held in separate accounts, as of December 31, 2009 and 73% as of December 31, 2008.
With respect to other than trading liabilities, we are exposed to interest rate risk through policyholder account balances relating to interest-sensitive life insurance, annuity and other investment-type contracts, collectively referred to as investment contracts, and through outstanding short-term and long-term debt.
We assess interest rate sensitivity for other than trading financial assets, financial liabilities and derivatives using hypothetical test scenarios that assume either upward or downward 100 basis point parallel shifts in the yield curve from prevailing interest rates, reflecting changes in either credit spreads or the risk-free rate.
The following tables set forth the net estimated potential loss in fair value from a hypothetical 100 basis point upward shift as of December 31, 2009 and 2008, because this scenario results in the greatest net exposure to interest rate risk of the hypothetical scenarios tested at those dates.
While the test scenario is for illustrative purposes only and does not reflect our expectations regarding future interest rates or the performance of fixed-income markets, it is a near-term, reasonably possible hypothetical change that illustrates the potential impact of such events.
These test scenarios do not measure the changes in value that could result from non-parallel shifts in the yield curve, which we would expect to produce different changes in discount rates for different maturities.
As a result, the actual loss in fair value from a 100 basis point change in interest rates could be different from that indicated by these calculations.


| Payments Due by Period | December 31, 2009 | (In millions) | Debt (a) | Operating leases | Claim and claim expense reserves (b) | Future policy benefits reserves (c) | Policyholder funds reserves (c) | Purchase and other obligations (d) | Pipeline capacity agreements (e) | Total (f) |


| December 31, 2018 December 31, 2017 | Industry-1 | (in millions) | Corporate securities: | Finance | Consumer non-cyclical | Utility | Capital goods | Consumer cyclical | Foreign agencies | Energy | Communications | Basic industry | Transportation | Technology | Industrial other | Total corporate securities | Foreign government-3 | Residential mortgage-backed-4 | Asset-backed | Commercial mortgage-backed | U.S. Government | State & Municipal | Total-5 |


Option valuation models require the input of highly subjective assumptions.
In managements opinion, existing models do not necessarily provide a reliable single measure of the fair value of the Companys stock options, as changes in subjective input assumptions can significantly affect the fair value estimate.


Other operating and administrative expenses increased slightly in 2015 due to increased expenses associated with our larger film slate.
Other operating and administrative expenses increased in 2014 primarily due to the inclusion of Fandango, which was previously presented in our Cable Networks segment.
Advertising, Marketing and Promotion Expenses Advertising, marketing and promotion expenses consist primarily of expenses associated with advertising for our theatrical releases and the marketing of our films on DVD and in digital formats.
We incur significant marketing expenses before and throughout the release of a film in movie theaters.
As a result, we typically incur losses on a film prior to and during the films exhibition in movie theaters and may not realize profits, if any, until the film generates home entertainment and content licensing revenue.
The costs associated with producing and marketing films have generally increased in recent years and may continue to increase in the future.
Advertising, marketing and promotion expenses increased in 2015 primarily due to higher promotional costs associated with our larger 2015 film slate and increased advertising expenses for Fandango.
Advertising, marketing and promotion expenses decreased in 2014 primarily due to fewer major film releases compared to 2013.


| Years ended December 31, 2017 2016 2015 | Revenues | % of total company revenues | Earnings from operations | Operating margins | Research and development |


Bristol-Myers Squibb 22 Income Taxes The effective income tax rate on earnings from continuing operations before income taxes and minority interest was 24.1% in 2008, compared with 21.4% in 2007 and 20.7% in 2006.
The increase in the 2008 effective tax rate from 2007 was primarily due to higher pre-tax income in the U. S. , including the gain on sale of ImClone, and earnings mix in high tax jurisdictions in 2008.
Partially off-setting these impacts were lower non-deductible charges in 2008 for acquired in-process research and development expenses and lower ARS impairment charges with little or no tax benefit.
The tax rate in 2008 was favorably impacted by a benefit of $91 million of tax related to the final settlement of the 2002-2003 audit with the Internal Revenue Service.
The 2007 tax rate was unfavorably impacted by the impairment on the Company’s investment in certain ARS with little tax benefit and the non-deductible write-off of acquired in-process research and development expenses related to the acquisition of Adnexus, partially offset by a tax benefit of $105 million in the first quarter of 2007 due to the favorable resolution of certain tax matters with the Internal Revenue Service related to the deductibility of litigation settlement expenses and U.
S foreign tax credits claimed.
The effective tax rate for 2006 was unfavorably impacted by the elimination of tax benefits under Section 936 of the Internal Revenue Code, the treatment of provisions for a portion of certain litigation reserves as non-deductible, partially offset by favorable U. S.  tax legislation enacted in 2006 related to the tax treatment of certain intercompany transactions amongst the Company’s foreign subsidiaries, and the implementation of tax planning strategies related to the utilization of certain charitable contributions.
The Company has recognized significant deferred tax assets at December 31, 2008 related to U. S.  Federal foreign tax credit carryforwards of approximately $451 million and U. S.  Federal research and development tax credit carryforwards of approximately $271 million.
The U. S.  Federal charitable contribution carryforwards were fully utilized during 2008 due to gains related to the ConvaTec and Medical Imaging divestitures, while the foreign tax credit and research and development tax credit carryforwards expire in varying amounts beginning in 2014.
The foreign tax credit and research and development tax credit carryforwards have been reduced due to derecognition under FIN No.48.
The ConvaTec and Medical Imaging divestitures have resulted in a significant reduction to the foreign tax credit and research and development tax credit carryforwards in 2008.
The realization of the foreign tax credit and research and development tax credit carryforwards is dependent on generating sufficient domestic-sourced taxable income prior to their expiration.
Although realization is not assured, management believes it is more likely than not that these deferred tax assets will be realized.
Minority Interest Minority interest is primarily related to the Company’s partnership with Sanofi for the territory covering the Americas related to Plavix sales.
Increases of minority interest correspond to the increased sales of Plavix.


| Years ended December 31(millions, except percentage data) 2015 2014 2013 | Revenue | Operating income | Operating margin |


| Year ended December 31, 2007(in millions) 2007 | Loans | Other assets | Accounts payable, accrued expense and other liabilities | Total nonrecurring fair value gains (losses) |


need to be met in order for any repurchase claim to be asserted by investors.
In 2011, there was an increase in repurchase claims from private-label securitization trustees that meet the required standards.
During 2011, the Corporation received $2.1 billion of such repurchase claims.
In addition, there has been an increase in requests for loan files from private-label securitization trustees, as well as requests for tolling agreements to toll the applicable statutes of limitation relating to representations and warranties claims, and the Corporation believes it is likely that these requests will lead to an increase in repurchase claims from private-label securitization trustees that meet required standards.
The representations and warranties, as governed by the private-label securitization agreements, generally require that counterparties have the ability to both assert a claim and actually prove that a loan has an actionable defect under the applicable contracts.
While the Corporation believes the agreements for private-label securitizations generally contain less rigorous representations and warranties and place higher burdens on investors seeking repurchases than the express provisions of comparable agreements with the GSEs without regard to any variations that may have arisen as a result of dealings with the GSEs, the agreements generally include a representation that underwriting practices were prudent and customary.
During 2010, the Corporation received claim demands totaling $1.7 billion from private-label securitization investors in the Covered Trusts.
Non-GSE investors generally do not have the contractual right to demand repurchase of the loans directly or the right to access loan files.
The inclusion of the $1.7 billion in outstanding claims, as reflected in the table on page 202, does not mean that the Corporation believes these claims have satisfied the contractual thresholds required for the private-label securitization investors to direct the securitization trustee to take action or that these claims are otherwise procedurally or substantively valid.
One of these claimants has filed litigation against the Corporation relating to certain of these claims; the claims in this litigation would be extinguished if there is final court approval of the BNY Mellon Settlement.


| As a percentage of average corporate loans 0.17% 0.08% 0.11% 0.09% 0.11% | Allowance for loan losses at end of period-13 | Citicorp | Citi Holdings | Total Citigroup | Allowance by type | Consumer | Corporate | Total Citigroup |


| (in millions) Corporate Public Other Headquarters Total | 2015: | Net sales | Income (loss) from operations | Depreciation and amortization expense | 2014: | Net sales | Income (loss) from operations | Depreciation and amortization expense | 2013: | Net sales | Income (loss) from operations(1) | Depreciation and amortization expense |


| Year ended December 31 (in millions) 2015 2014 2013 % Change 2014 to 2015 % Change 2013 to 2014 | Cable Communications | NBCUniversal | Corporate and Other | Comcast Consolidated |


| Credit valuation adjustment Contra-liability (contra-asset) | December 31, | In millions of dollars | Non-monoline counterparties | Citigroup (own) | Net non-monoline CVA | Monoline counterparties-1 | Total CVA—derivative instruments |


| December 31, 2016 | Non-agency-sponsored mortgages-1 | U.S. agency-sponsored mortgages | Discount rate | Weighted average discount rate | Constant prepayment rate | Weighted average constant prepayment rate | Anticipated net credit losses-2 | Weighted average anticipated net credit losses | Weighted average life |


The Corporate & Other segment consists of net investment income or loss on corporate level assets, including excess capital held in the Company’s subsidiaries and other unallocated equity and other revenues as well as unallocated corporate expenses.
The Corporate & Other segment also includes revenues and expenses of consolidated investment entities, which are excluded on an operating basis.
Management uses segment operating measures in goal setting, as a basis for determining employee compensation and in evaluating performance on a basis comparable to that used by some securities analysts and investors.
Consistent with GAAP accounting guidance for segment reporting, operating earnings is the Company’s measure of segment performance.
Operating earnings should not be viewed as a substitute for GAAP income from continuing operations before income tax provision.
The Company believes the presentation of segment operating earnings, as the Company measures it for management purposes, enhances the understanding of its business by reflecting the underlying performance of its core operations and facilitating a more meaningful trend analysis.
Operating earnings is defined as operating net revenues less operating expenses.
Operating net revenues and operating expenses exclude the results of discontinued operations, the market impact on IUL benefits (net of hedges and the related DAC amortization, unearned revenue amortization, and the reinsurance accrual), integration and restructuring charges and the impact of consolidating investment entities.
Operating net revenues also exclude net realized gains or losses.
Operating expenses also exclude the market impact on variable annuity guaranteed benefits (net of hedges and the related DSIC and DAC amortization).
The market impact on variable annuity guaranteed benefits and IUL benefits includes changes in embedded derivative values caused by changes in financial market conditions, net of changes in economic hedge values and unhedged items including the difference between assumed and actual underlying separate account investment performance, fixed income credit exposures, transaction costs and certain policyholder contract elections, net of related impacts on DAC and DSIC amortization.
The market impact also includes certain valuation adjustments made in accordance with FASB Accounting Standards Codification 820, Fair Value Measurements and Disclosures, including the impact on embedded derivative values of discounting projected benefits to reflect a current estimate of the Company’s life insurance subsidiary’s nonperformance spread.
Integration and restructuring charges primarily relate to the Company’s acquisition of the long-term asset management business of Columbia Management Group on April 30, 2010.
The costs include system integration costs, proxy and other regulatory filing costs, employee reduction and retention costs and investment banking, legal and other acquisition costs.
Beginning in the second quarter of 2012, integration and restructuring charges also include expenses related to the Company’s transition of its federal savings bank subsidiary, Ameriprise Bank, FSB, to a limited powers national trust bank.


| Three Months Ended | Mar 31,   2006 | (In billions) | (Unaudited) | Trading Volume Data | U.S. high-grade— multi dealer | U.S. high-grade — single dealer | Total U.S. high-grade | European high-grade | Other | Total | Three Months Ended | March 31,   2006 | (Unaudited) | Average Fee Per Million | U.S. high-grade | Total | Variable | European high-grade | Total | Variable | Other | All Products | Number of U.S. trading days | Number of U.K. trading days |


| Global Generation Portfolio(a)(In MW) | NRG Business | Generation Type | Natural gas(e) | Coal(f) | Oil(g) | Nuclear | Wind | Utility Scale Solar | Distributed Solar | Total generation capacity | Capacity attributable to noncontrolling interest | Total net generation capacity |


| December 31 | 2007 | (Dollars in millions) | Financial assets | Loans-1 | Financial liabilities | Deposits | Long-term debt | December 31 | (Dollars in millions) | Total loans and leases | Total earning assets-1 | Total assets-1 | Total deposits |


| Sales Volumes Average Realized Sales Prices | Crude Oil & Condensate (MBpd) | Year Ended December 31, 2009 | United States-2 | Equatorial Guinea-3 | Israel | North Sea | Ecuador-4 | China | Total Consolidated Operations | Equity Investees-5 | Total | Year Ended December 31, 2008 | United States-2 | Equatorial Guinea-3 | Israel | North Sea | Ecuador-4 | China | Total Consolidated Operations | Equity Investees-5 | Total | Year Ended December 31, 2007 | United States-2 | Equatorial Guinea-3 | Israel | North Sea | Ecuador-4 | China | Argentina | Total Consolidated Operations | Equity Investees-5 | Total |


| Shares Issued Treasury Shares Shares Outstanding | Balance at December 29, 2013 | Exercise of stock options, issuance of other stock awards, and other | Balance at December 28, 2014 | Exercise of warrants | Issuance of common stock to Sponsors | Acquisition of Kraft Foods Group, Inc. | Exercise of stock options, issuance of other stock awards, and other | Balance at January 3, 2016 | Exercise of stock options, issuance of other stock awards, and other | Balance at December 31, 2016 |


| 2005 2004 | (Millions) | Dealer remarketable securities | Convertible note | Long-term debt (excluding Convertible note in 2005) |


| (Dollars in millions) Super Senior CDOs Other Guaranteed Positions Total | Notional | Mark-to-market or guarantor receivable | Credit valuation adjustment | Total | Credit valuation adjustment % | (Write-downs) gains during 2009 |


| Amount (in millions) Days | 2018 | Trade Receivables | Inventories | Accounts Payable |


Item 4.
Reserved.
Not applicable.
PART II Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information Our common stock is traded on the New York Stock Exchange under the ticker symbol BBY.
The table below sets forth the high and low sales prices of our common stock as reported on the New York Stock Exchange — Composite Index during the periods indicated.


| (Dollars in millions, except as noted) 2011 2010 | Loan production | CRES: | First mortgage | Home equity | Total Corporation-1: | First mortgage | Home equity | Year end | Mortgage servicing portfolio (in billions)(2, 3) | Mortgage loans serviced for investors (in billions)(3) | Mortgage servicing rights: | Balance | Capitalized mortgage servicing rights(% of loans serviced for investors) |


Item 14.
Principal Accountant Fees and Services The information required by Item 14 appearing under the caption Certain Committees of the Board, in the companys proxy statement to be filed pursuant to Regulation 14A within 120 days after December 31, 2006, is incorporated herein by reference.
?
SFAS Statement No.159 In February 2007, the FASB issued Statement of Financial Accounting Standards No.159, The Fair Value Option for Financial Assets and Financial Liabilities (SFAS No.159).
SFAS No.159 permits entities to voluntarily choose to measure many fi nancial instruments and certain other items at fair value.
SFAS No.159 is effective beginning January 1, 2008.
The Company has decided not to adopt this optional standard.  ?
SFAS Statement No.141(R) In December 2007, the FASB issued Statement of Financial Accounting Standards No.141(R), Business Combinations (SFAS No.141(R)).
SFAS No.141(R) requires the acquiring entity in a business combination to record all assets acquired and liabilities assumed at their respective acquisition-date fair values, changes the recognition of assets acquired and liabilities assumed arising from preacquisition contingencies, and requires the expensing of acquisition-related costs as incurred.
SFAS No.141(R) applies prospectively to business combinations for which the acquisition date is on or after January 1, 2009.
We do not expect the adoption of SFAS No.141(R) to have a signifi cant impact on our consolidated fi nancial statements.  ?
SFAS Statement No.160 In December 2007, the FASB issued Statement of Financial Accounting Standards No.160, Noncontrolling Interests in Consolidated Financial Statements (an amendment of Accounting Research Bulletin (ARB 51)) (SFAS No.160).
SFAS No.160 amends ARB 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary.
SFAS No.160 becomes effective beginning January 1, 2009 and is required to be adopted prospectively, except for the reclassifi cation of noncontrolling interests to equity and the recasting of net income (loss) attributable to both the controlling and noncontrolling interests, which are required to be adopted retrospectively.
We do not expect the adoption of SFAS No.160 to have a signifi cant impact on our consolidated fi nancial statements.


Valuation adjustments are primarily recorded in other non-interest expense; adjustments are also recorded as a charge to the allowance for loan losses if incurred within 60 days after the date of transfer from loans.
Valuation adjustments are primarily post-foreclosure write-downs that are a result of continued declining property values based on updated appraisals or other indications of value, such as offers to purchase.
Foreclosed property sold represents the net book value of the properties sold.
Other Assets Other assets decreased $675 million to $8.7 billion as of December 31, 2011.
Securities sold but not yet settled near the end of 2010 primarily drove the decrease.
Reduced foreclosed properties, deferred tax and prepaid expense balances also contributed to the year-over-year decrease.
The decreases were partially offset by increased derivative asset balances.
Deposits Regions competes with other banking and financial services companies for a share of the deposit market.
Regions ability to compete in the deposit market depends heavily on the pricing of its deposits and how effectively the Company meets customers needs.
Regions employs various means to meet those needs and enhance competitiveness, such as providing a high level of customer service, competitive pricing and providing convenient branch locations for its customers.
Regions also serves customers through providing centralized, high-quality banking services and alternative product delivery channels such as internet banking.
Deposits are Regions primary source of funds, providing funding for 85 percent of average interest-earning assets from continuing operations in 2011 and 82 percent of average interest-earning assets from continuing operations in 2010.
Table 23 Deposits details year-over-year deposits on a period-ending basis.
Total deposits as of year-end 2011 increased $1.0 billion, or 1 percent, compared to year-end 2010.
The overall increase in deposits was primarily driven by an increase in non-interest-bearing demand accounts and interest-bearing transaction accounts.
These increases were partially offset by decreases in domestic money market accounts and time deposits.
Regions continues to manage and deepen existing customer relationships, as well as develop new relationships through client acquisition and new checking products.
Customer deposits, which exclude deposits used for wholesale funding purposes, increased by 1 percent to $95.6 billion on an ending basis during 2011.
An increase in interest-bearing transaction accounts was the main source of the increase, combined with an increase in non-interest-bearing demand accounts.
A decrease in domestic money market accounts partially offset these increases.
Due to liquidity in the market, Regions has been able to steadily grow its low-cost customer deposits and reduce its total deposit costs from 1.35 percent in 2009 to 0.78 percent in 2010 and to 0.49 percent in 2011.
Table 23Deposits


| income $3,158 $906 $2,231 $1,415 $448 $406 $3,984 $1,115 $2,872 | Weighted average diluted shares outstanding | Income (loss) per common share attributable | to AIG (diluted) | After-tax operating income per | common share attributable to AIG (diluted) | 2008 | Balance at January 1 | Increases related to prior periods | Decreases related to prior periods | Increases related to current period | Decreases related to settlements with taxing authorities | Decreases related to lapse of statue of limitations | Balance at December 31 |


| 2018 2017 2016 | Balance at beginning of fiscal year | Increases | Allowances related to purchase accounting-1 | Reductions | Balance at end of fiscal year |


| Derivative receivables Derivative payables | December 31, (in millions) | Gross derivative fair value | Netting adjustment –offsettingreceivables/payables | Netting adjustment – cashcollateral received/paid | Carrying value onConsolidated BalanceSheets |


| Expiration Year | Segment | Senior housing-2: | Properties | Base rent-3 | % of segment base rent | Post-acute/skilled nursing: | Properties | Base rent-3 | % of segment base rent | Life science: | Square feet | Base rent-3 | % of segment base rent | Medical office: | Square feet | Base rent-3 | % of segment base rent | Hospital: | Properties | Base rent-3 | % of segment base rent | Total: | Base rent-3 | % of total base rent |


| (in thousands) | Cash paid | Fair value of assumed equity awards allocated to purchase consideration | Total purchase consideration | Goodwill | Identifiable intangibles assets acquired | Cash and other assets acquired | Debt and liabilities assumed | Total purchase allocation |


| As of December 31, | 2015 | Current Assets | Non Current Assets | Total Assets | Current Liabilities | Non Current Liabilities | Total Liabilities | Equity Attributable to: | Noncontrolling Interest |


| December 31, 2016 December 31, 2015 | AmortizedCost | (in millions) | Short-term investments and cash equivalents | Fixed maturities: | Corporate securities | Commercial mortgage-backed securities | Residential mortgage-backed securities | Asset-backed securities | Foreign government bonds | U.S. government authorities and agencies and obligations of U.S. states | Total fixed maturities | Equity securities | Total trading account assets supporting insurance liabilities-1 |


| (Millions) 2005 2004 2003 | Change in short-term debt — net | Repayment of debt (maturities greater than 90 days) | Proceeds from debt (maturities greater than 90 days) | Total change in debt | Purchases of treasury stock | Reissuances of treasury stock | Dividends paid to stockholders | Distributions to minority interests and other — net | Net cash used in financing activities |


| Fiscal year ended December 29, 2007 Fiscal year ended December 30, 2006 Year over Year | Gross Profit | Outdoor/Fitness | Marine | Automotive/Mobile | Aviation | Total |


Notes to Consolidated Financial Statements Gains and Losses from Market Making and Other Principal Transactions The table below presents, by major product type, the firms Market making and Other principal transactions revenues.
These gains/(losses) are primarily related to the firms financial instruments owned, at fair value and financial instruments sold, but not yet purchased, at fair value, including both derivative and non-derivative financial instruments.
These gains/(losses) exclude related interest income and interest expense.
See Note 23 for further information about interest income and interest expense.
The gains/(losses) in the table are not representative of the manner in which the firm manages its business activities because many of the firms market-making, client facilitation, and investing and lending strategies utilize financial instruments across various product types.
Accordingly, gains or losses in one product type frequently offset gains or losses in other product types.
For example, most of the firms longer-term derivatives are sensitive to changes in interest rates and may be economically hedged with interest rate swaps.
Similarly, a significant portion of the firms cash instruments and derivatives has exposure to foreign currencies and may be economically hedged with foreign currency contracts.


| (Millions of Dollars) Con Edison Con Edison of New York O&R | 2005 | 2006 | 2007 | 2008 | 2009 |


NOTE 16.  BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION We operate in the packaged foods industry.
Our operating segments are as follows: North America Retail; Convenience Stores & Foodservice; Europe & Australia; Asia & Latin America; and Pet.
Our North America Retail operating segment reflects business with a wide variety of grocery stores, mass merchandisers, membership stores, natural food chains, drug, dollar and discount chains, and e-commerce grocery providers.
Our product categories in this business segment are ready-to-eat cereals, refrigerated yogurt, soup, meal kits, refrigerated and frozen dough products, dessert and baking mixes, frozen pizza and pizza snacks, grain, fruit and savory snacks, and a wide variety of organic products including refrigerated yogurt, nutrition bars, meal kits, salty snacks, ready-to-eat cereal, and grain snacks.


SELLING, GENERAL AND ADMINISTRATIVE


| 2013 Quarters 2012 Quarters | (Dollars in millions) | Reconciliation of net interest income to net interest income on a fully taxable-equivalent basis | Net interest income | Fully taxable-equivalent adjustment | Net interest income on a fully taxable-equivalent basis | Reconciliation of total revenue, net of interest expense to total revenue, net of interest expense on a fully taxable-equivalent basis | Total revenue, net of interest expense | Fully taxable-equivalent adjustment | Total revenue, net of interest expense on a fully taxable-equivalent basis | Reconciliation of income tax expense (benefit) to income tax expense (benefit) on a fully taxable-equivalent basis | Income tax expense (benefit) | Fully taxable-equivalent adjustment | Income tax expense (benefit) on a fully taxable-equivalent basis | Reconciliation of average common shareholders’ equity to average tangible common shareholders’ equity | Common shareholders’ equity | Goodwill | Intangible assets (excluding MSRs) | Related deferred tax liabilities | Tangible common shareholders’ equity | Reconciliation of average shareholders’ equity to average tangible shareholders’ equity | Shareholders’ equity | Goodwill | Intangible assets (excluding MSRs) | Related deferred tax liabilities | Tangible shareholders’ equity | Reconciliation of period-end common shareholders’ equity to period-end tangible common shareholders’ equity | Common shareholders’ equity | Goodwill | Intangible assets (excluding MSRs) | Related deferred tax liabilities | Tangible common shareholders’ equity | Reconciliation of period-end shareholders’ equity to period-end tangible shareholders’ equity | Shareholders’ equity | Goodwill | Intangible assets (excluding MSRs) | Related deferred tax liabilities | Tangible shareholders’ equity | Reconciliation of period-end assets to period-end tangible assets | Assets | Goodwill | Intangible assets (excluding MSRs) | Related deferred tax liabilities | Tangible assets |


| December 31, 2015 | Non-agency-sponsored mortgages-1 | U.S. agency-sponsored mortgages | Discount rate | Weighted average discount rate | Constant prepayment rate | Weighted average constant prepayment rate | Anticipated net credit losses-2 | Weighted average anticipated net credit losses | Weighted average life |


| 2016 2015 | (In Millions) | less than 1 year | 1 year - 5 years | 5 years - 10 years | 10 years - 15 years | 15 years - 20 years | 20 years+ | Total |


As permitted by the Restructuring discussed previously in Note 7, certain of the Companys U. S.  subsidiaries discount certain A&E liabilities, which increased statutory capital and surplus by approximately $215 million, $211 million, and $140 million at December 31, 2009, 2008, and 2007, respectively.
The Companys international subsidiaries prepare statutory financial statements based on local laws and regulations.
Some jurisdictions impose complex regulatory requirements on insurance companies while other jurisdictions impose fewer requirements.
In some countries, the Company must obtain licenses issued by governmental authorities to conduct local insurance business.
These licenses may be subject to reserves and minimum capital and solvency tests.
Jurisdictions may impose fines, censure, and/or criminal sanctions for violation of regulatory requirements.


The following table presents, by class of loan, the allocation of the allowance for loan losses on originated loans and the percent of loans in each class to total loans:


Fair Value Measurements We report certain assets and liabilities at fair value; specifically, separate account assets, derivatives, embedded derivatives, properties held by our consolidated property funds, and most investments and cash equivalents.
Fair value assumes the exchange of assets or liabilities occurs in orderly transactions and is not the result of a forced liquidation or distressed sale.
We include actual market prices, or observable inputs, in our fair value measurements to the extent available.
Broker quotes are obtained when quotes from pricing services are not available.
We validate prices obtained from third parties through a variety of means such as: price variance analysis, subsequent sales testing, stale price review, price comparison across pricing vendors and due diligence reviews of vendors.
See Note 14 to the Consolidated Financial Statements for additional information on our fair value measurements.
Fair Value of Liabilities and Nonperformance Risk Companies are required to measure the fair value of liabilities at the price that would be received to transfer the liability to a market participant (an exit price).
Since there is not a market for our obligations of our variable annuity riders and indexed universal life insurance, we consider the assumptions participants in a hypothetical market would make to reflect an exit price.
As a result, we adjust the valuation of variable annuity riders and indexed universal life insurance by updating


| Year Ended December 31 2016 2015 | (In millions) | Total assets | Total liabilities | Year Ended December 31 | Revenues | Net income |


| December 31, | 2007 | Deferred tax assets: | Present value of future policy surrender charges | Carryover of nonlife net operating losses | Unrealized investment losses | Other assets and other liabilities, principally due to the current nondeductibility of certain accrued expenses for tax purposes | Total gross deferred tax assets | Deferred tax liabilities: | Unrealized investment gains | Deferred acquisition costs | Future policy benefits, unearned and advance premiums, and policy claims | Other | Total gross deferred tax liabilities | Net deferred tax liability |


Common Stock Repurchases The Companys common stock repurchase program has been in place since August 2004.
In the aggregate, the Board of Directors has authorized the Company to repurchase $6.2 billion of the Companys common stock under the program.
The Company may repurchase outstanding shares of its common stock from time to time in the open market and through privately negotiated transactions.
Unless terminated earlier by resolution of the Companys Board of Directors, the repurchase program will expire when the Company has repurchased all shares authorized under the program.
As of October 29, 2016, the Company had repurchased a total of approximately 147.0 million shares of its common stock for approximately $5.4 billion under this program.
An additional $792.5 million remains available for repurchase of shares under the current authorized program.
The repurchased shares are held as authorized but unissued shares of common stock.
As a result of the Company's planned acquisition of Linear Technology Corporation, see Note 6, Acquisitions, of these Notes to Consolidated Financial Statements, the Company temporarily suspended the common stock repurchase plan in the third quarter of 2016.
The Company also, from time to time, repurchases shares in settlement of employee minimum tax withholding obligations due upon the vesting of restricted stock units or the exercise of stock options.
The withholding amount is based on the employees minimum statutory withholding requirement.
Any future common stock repurchases will be dependent upon several factors, including the Company's financial performance, outlook, liquidity and the amount of cash the Company has available in the United States.
Preferred Stock The Company has 471,934 authorized shares of $1.00 par value preferred stock, none of which is issued or outstanding.
The Board of Directors is authorized to fix designations, relative rights, preferences and limitations on the preferred stock at the time of issuance.


| Entity Company Action Level RBC TotalAdjusted Capital % of Company Action Level RBC | (in millions, except percentages) | RiverSource Life | RiverSource Life of NY | IDS Property Casualty | Ameriprise Insurance Company |


| December 31, | 2005 | Other current assets | Insurance recoveries for asbestos related liabilities | $1,473 | Accrued liabilities | Asbestos related liabilities | $2,069 |


STERIS PLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts and as noted) Additional Authorized Shares STERIS PLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts and as noted) Additional Authorized Shares STERIS Ireland has an additional authorized share capital of 50,000,000 preferred shares of $0.001 each, plus ¬25,000 divided into 25,000 deferred ordinary shares of ¬1.00 each, in order to satisfy minimum statutory capital requirements for all Irish public limited companies.13.
REPURCHASE OF ORDINARY SHARES On August 9, 2016, STERIS UK announced that its Board of Directors had authorized the purchase of up to $300 million (net of taxes, fees and commissions) of our ordinary shares.
We repurchased 651,093 of our ordinary shares during fiscal 2019 for the amount of $72,082, excluding taxes, fees and commissions.
We repurchased 664,963 of our ordinary shares during fiscal 2018 for the amount of $58,939, excluding taxes, fees and commissions.
As a result of the Redomiciliation that share repurchase authorization terminated.
On May 7, 2019, our Board of Directors authorized the continuation of the share repurchase program by STERIS Ireland.
There is approximately $80,000 (net of taxes, fees and commissions) of remaining availability under the authorization.
Under the authorization, the Company may repurchase its shares from time to time through open market purchases, including 10b5-1 plans.
The repurchase program may be suspended or discontinued at any time.
We obtained 112,356 of our shares during fiscal 2019 in the aggregate amount of $8,262 in connection with stock based compensation award programs.
We obtained 127,903 of our shares during fiscal 2018 in the aggregate amount of $7,014 in connection with these programs.
We obtained 168,906 of our shares during fiscal 2017 in the aggregate amount of $7,034 in connection with these programs.14.
SHARE-BASED COMPENSATION We maintain a long-term incentive plan that makes available shares for grants, at the discretion of the Compensation and Organization Development Committee of the Board of Directors, or the Board of Directors, to officers, directors, and key employees in the form of stock options, restricted shares, restricted share units, stock appreciation rights and share grants.
We satisfy share award incentives through the issuance of new ordinary shares.
Stock options provide the right to purchase our shares at the market price on the date of grant, or for options granted to employees in fiscal 2019 and thereafter, 110% of the market price on the date of grant, subject to the terms of the option plan and agreements.
Generally, one-fourth of the stock options granted to employees become exercisable for each full year of employment following the grant date.
Stock options granted generally expire 10 years after the grant date, or in


| Year Ended September 30, | 2013 | (In millions, except per share data) | Operating Data: | Revenues: | Homebuilding | Financial Services | Gross profit — Homebuilding -1 | Income (loss) before income taxes: | Homebuilding | Financial Services | Income tax expense (benefit) (2) (3) | Net income (loss) | Net income (loss) per share: | Basic | Diluted | Cash dividends declared per common share |


| ($ in millions) % earned after | 2010 | Allstate brand: | Standard auto | Non-standard auto | Homeowners | Other personal lines-1 | Total Allstate brand | Encompass brand: | Standard auto | Non-standard auto | Homeowners | Other personal lines-1 | Total Encompass brand | Allstate Protection unearned premiums |


| Year Ended June 30, | 2010 | Weighted Average Assumptions: | Expected life (years) | Volatility | Risk free interest rate | Dividend yield |


| Purchase Consideration Total Net (Liabilities) Assets Acquired Purchased Intangible Assets Goodwill | (in millions) | FTEN-1 | SMARTS-2 | Nord Pool ASA-3 | Total for 2010 |


| (Dollars in millions) 2007 2006 2005 2004 2003 | Operating basis | Operating earnings | Return on average assets | Return on average common shareholders’ equity | Return on average tangible shareholders’ equity | Operating efficiency ratio (FTE basis) | Dividend payout ratio | Operating leverage (FTE basis) | FTE basis data | Net interest income | Total revenue, net of interest expense | Net interest yield | Efficiency ratio | Reconciliation of net income to operating earnings | Net income | Merger and restructuring charges | Related income tax benefit | Operating earnings | Reconciliation of average shareholders’ equity to average tangible shareholders’ equity | Average shareholders’ equity | Average goodwill | Average tangible shareholders’ equity | Reconciliation of return on average assets to operating return on average assets | Return on average assets | Effect of merger and restructuring charges, net-of-tax | Operating return on average assets | Reconciliation of return on average common shareholders’ equity to operating return on average common shareholders’equity | Return on average common shareholders’ equity | Effect of merger and restructuring charges, net-of-tax | Operating return on average common shareholders’ equity | Reconciliation of return on average tangible shareholders’ equity to operating return on average tangible shareholders’equity | Return on average tangible shareholders’ equity | Effect of merger and restructuring charges, net-of-tax | Operating return on average tangible shareholders’ equity | Reconciliation of efficiency ratio to operating efficiency ratio (FTE basis) | Efficiency ratio | Effect of merger and restructuring charges | Operating efficiency ratio | Reconciliation of dividend payout ratio to operating dividend payout ratio | Dividend payout ratio | Effect of merger and restructuring charges, net-of-tax | Operating dividend payout ratio | Reconciliation of operating leverage to operating basis operating leverage (FTE basis) | Operating leverage | Effect of merger and restructuring charges | Operating leverage |


Separation and Merger Transaction On January, 28, 2013, the Company completed the previously announced separation of its commodity chemicals business and merger of its wholly-owned subsidiary, Eagle Spinco Inc. , with a subsidiary of Georgia Gulf Corporation in a tax efficient Reverse Morris Trust transaction (the “Transaction”).
Pursuant to the merger, Eagle Spinco, the entity holding PPG's former commodity chemicals business, is now a wholly-owned subsidiary of Georgia Gulf.
The closing of the merger followed the expiration of the related exchange offer and the satisfaction of certain other conditions.
The combined company formed by uniting Georgia Gulf with PPG's former commodity chemicals business is named Axiall Corporation (“Axiall”).
PPG holds no ownership interest in Axiall.
PPG received the necessary ruling from the Internal Revenue Service and as a result this Transaction was generally tax free to PPG and its shareholders.
Under the terms of the exchange offer, 35,249,104 shares of Eagle Spinco common stock were available for distribution in exchange for shares of PPG common stock accepted in the offer.
Following the merger, each share of Eagle Spinco common stock automatically converted into the right to receive one share of Axiall Corporation common stock.
Accordingly, PPG shareholders who tendered their shares of PPG common stock as part of this offer received 3.2562 shares of Axiall common stock for each share of PPG common stock accepted for exchange.
PPG was able to accept the maximum of 10,825,227 shares of PPG common stock for exchange in the offer, and thereby, reduced its outstanding shares by approximately 7%.
Under the terms of the Transaction, PPG received $900 million of cash and 35.2 million shares of Axiall common stock (market value of $1.8 billion on January 25, 2013) which was distributed to PPG shareholders by the exchange offer as described above.
The cash consideration is subject to customary post-closing adjustment, including a working capital adjustment.
In the Transaction, PPG transferred environmental remediation liabilities, defined benefit pension plan assets and liabilities and other post-employment benefit liabilities related to the commodity chemicals business to Axiall.
PPG will report a gain on the Transaction reflecting the excess of the sum of the cash proceeds received and the cost (closing stock price on January 25, 2013) of the PPG shares tendered and accepted in the exchange for the 35.2 million shares of Axiall common stock over the net book value of the net assets of PPG's former commodity chemicals business.
The Transaction will also result in a net partial settlement loss associated with the spin out and termination of defined benefit pension liabilities and the transfer of other post-retirement benefit liabilities under the terms of the Transaction.
During 2012, the Company incurred $21 million of pretax expense, primarily for professional services, related to the Transaction.
Additional Transaction-related expenses will be incurred in 2013.
PPG will report the results of its commodity chemicals business for January 2013 and a net gain on the Transaction as results from discontinued operations when it reports its results for the quarter ending March 31, 2013.
In the PPG results for prior periods, presented for comparative purposes beginning with the first quarter 2013, the results of its former commodity chemicals business will be reclassified from continuing operations and presented as the results from discontinued operations.
The net sales and income before income taxes of the commodity chemicals business that will be reclassified and reported as discontinued operations are presented in the table below for the years ended December 31, 2012, 2011 and 2010:


Home Equity Repurchase Obligations PNCs repurchase obligations include obligations with respect to certain brokered home equity loans/lines that were sold to a limited number of private investors in the financial services industry by National City prior to our acquisition of National City.
PNC is no longer engaged in the brokered home equity lending business, and our exposure under these loan repurchase obligations is limited to repurchases of the loans sold in these transactions.
Repurchase activity associated with brokered home equity lines/loans is reported in the NonStrategic Assets Portfolio segment.
Loan covenants and representations and warranties were established through loan sale agreements with various investors to provide assurance that loans PNC sold to the investors are of sufficient investment quality.
Key aspects of such covenants and representations and warranties include the loans compliance with any applicable loan criteria established for the transaction, including underwriting standards, delivery of all required loan documents to the investor or its designated party, sufficient collateral valuation, and the validity of the lien securing the loan.
As a result of alleged breaches of these contractual obligations, investors may request PNC to indemnify them against losses on certain loans or to repurchase loans.
We investigate every investor claim on a loan by loan basis to determine the existence of a legitimate claim, and that all other conditions for indemnification or repurchase have been met prior to settlement with that investor.
Indemnifications for loss or loan repurchases typically occur when, after review of the claim, we agree insufficient evidence exists to dispute the investors claim that a breach of a loan covenant and representation and warranty has occurred, such breach has not been cured, and the effect of such breach is deemed to have had a material and adverse effect on the value of the transferred loan.
Depending on the sale agreement and upon proper notice from the investor, we typically respond to home equity indemnification and repurchase requests within 60 days, although final resolution of the claim may take a longer period of time.
Most home equity sale agreements do not provide for penalties or other remedies if we do not respond timely to investor indemnification or repurchase requests.
Investor indemnification or repurchase claims are typically settled on an individual loan basis through make-whole payments or loan repurchases; however, on occasion we may negotiate pooled settlements with investors.
In connection with pooled settlements, we typically do not repurchase loans and the consummation of such transactions generally results in us no longer having indemnification and repurchase exposure with the investor in the transaction.