Sony Pictures Entertainment Inc. March 21, 2013 D-R-A-F-T 10 MISSION STATEMENT PROTECT THE ASSETS OF SONY PICTURES ENTERTAINMENT 2 RISK MANAGEMENT STRUCTURE Janel Clausen Vice President, Risk Management Aaron Au Coordinator Work Comp Claims & Admin Support for Dept. Kate Calabrese Claims/Systems, Administrator Media Liab. Claims, EPL Claims, Dept. Budget & Risk Mgmt Systems Mgr. Douglas Hastings Claims Manager GL, Auto, Property & Production Claims Donna Tetzlaff Director Global Corporate Risks including Distribution Activities Dawn Luehrs Director Global Production Risks Britianey Barnes Administrator Global Production Risk Support, Bonds & Notary 3 Key Risk Management Functions Risk Identification • Understanding SPE and identifying its unique risk characteristics • Assessing Film & TV Production and Distribution Risks Risk Treatment Working with Internal and External Partners • Developing a policy on risk to optimize risk retention/transfer methods (Finance) • Negotiating and implementing insurance risk transfer program (Insurance Companies) • Fixed asset protection and catastrophic risk assessment (Finance & Administration) • Liability and litigation control (Legal) • Employee and public safety, security & crime control (SEHS) Risk Administration • Claims Management for Sony Pictures Global Operations • Maintain insurable asset inventory and exposure data • Allocate risk costs to Studio, each Production and all other groups • Management Reports 4 SPE Risk Management: The Day-To-Day Contract reviews • Corporate (200) • Productions Domestic and Foreign(1,500 per year) Coverage Requests (600 per year) • Scope, limits, extensions, amendments Ongoing Cross-Team communication Outgoing Certificates Issued and Reviewed (3,000 per year) • Same Day Issuance • Notice of Cancellation Compliance Incoming Certificates Reviewed (600) Special Endorsements (2,000 per year) Policy Renewals • Gather and transmit renewal data to insurer for negotiations • Policies reviewed to verify terms and conditions match quotations received • Policies summarized updated and maintained s:file path 5 Production Risk Management – A Dynamic Process Pre-Production Production Post-Production Initial Production Notice to Risk Management – Weekly Production notifiedAffairs of new &•RM Business Meetings, Online Publications, Phone Calls Adapt to changes in pre-production schedule Additional Filming and ReShoots Location changes Claims Finalization Script Review, Exposure and Location Analysis – Domestic/International determination Contract Review – Standard SPE/NonStandard, Vendor, Supplier and amendments to Insurance Policies and Insurance Certificates as needed Annual Production Renewal Process Cast declarations, medicals, stop dates and cast multi-production utilization Claim activities Budgeting –Finalize Insurance line, Identify special insurance extensions – cast (age, medical etc.), marine, aviation, railroad, automobile, stunting, international, disability, duration of production Special Hazard Identification and Insurance treatment • Watercraft • Aviation • Stunting • Railroad • Automobile SEHS Coordination SEHS Coordination 6 Corporate Risk Management – A Dynamic Process Risk Management Analysis and Administration Global Insurance Renewal Process Identify corporate global risk exposures • Review contracts, leases, agreements • Monitor changes to locations, human resources, inventory and warehouses • Assess impact of insurance laws and requirements by country of operation • Due diligence for mergers & acquisitions Activities begin 120 days before renewal and varies by coverage (Property, Casualty, E&O, D&O, Marine, Aviation, etc.) Collect exposure data from SPE entities (values, payrolls, productions costs, sales, vehicles) Update claim summaries/status by line of coverage Analyze insurance solutions for new/changing exposures • International • Media • Terrorism • Cyber Risk • Surety Bonds Respond to internal SPE inquiries (e.g. clearance procedures, claims, INFOSEC, legal, SEHS) Partner with broker to finalize submission and renewal program design and negotiation strategy Meet with insurers as necessary Monitor renewal progress and respond to insurer requests Analyze insurer proposals and make recommendations to SPE management Implement renewal and coordinate certificate issuance, reviews and approves insurers’ premium invoices for payment. Manage ongoing relationships with brokers and insurers until subsequent renewal cycle (e.g. Tokio Marine – major strategic partner) Coordinate insurance responses for promotions, sales, marketing, distribution, studio operations, digital, the internet Ongoing claim management Manage annual insurance budget 7 Annual Total Property & Casualty Premium/Retained Losses vs. Total Annual Revenues – 2006 thru 2012 $45,000,000 $8,200,000 $40,000,000 $8,000,000 $35,000,000 $7,800,000 $30,000,000 $7,600,000 $25,000,000 $7,400,000 $20,000,000 $7,200,000 $15,000,000 $7,000,000 $10,000,000 $6,800,000 $5,000,000 $6,600,000 $- 2006-2007 2007-2008 2008-2009 2009-2010 2010-2011 2011-2012 Retained Losses $10,316,872 $25,270,899 $4,347,458 $7,818,441 $8,965,623 $4,443,217 Annual Premium $10,794,859 $15,200,837 $13,347,349 $13,939,807 $13,105,103 $14,840,956 Revenues (in 000) $8,000,000 $7,500,000 $7,700,000 $7,500,000 $7,000,000 $7,900,000 Annual Revenues (in 000) Premium & Losses Sony Pictures Entertainment Inc Annual Total Premium & Retained Losses vs. Revenues 2006 thru 2012 $6,400,000 Fiscal Year 8 Annual Workers’ Comp Premium/Retained Losses vs. US Headcount – 2006 thru 2012 Sony Pictures Entertainment Inc. Annual Workers' Comp Premium and Retained Losses vs. Domestic Headcount 2006 thru 2012 6,000 5,000 $2,000,000 4,000 $1,500,000 3,000 $1,000,000 Headcount Total Premium & Retained Losses $2,500,000 2,000 $500,000 $RETAINED LOSSES PREMIUMS HEADCOUNT 1,000 2006-2007 2007-2008 2008-2009 2009-2010 2010-2011 2011-2012 $1,142,000 $1,199,000 $1,340,000 $1,344,000 $1,289,000 $1,367,000 $722,005 $627,875 $662,681 $431,715 $407,982 $426,164 5,222 5,677 4,788 4,626 4,507 4,568 0 Fiscal Year 9 Annual Global Property/B&M/Terrorism Premium/Retained Losses vs. Property Values – 2006 thru 2012 Sony Pictures Entertainment Inc Property Premiums & Retained Loss vs Total Values 2006 thru 2012 $5,000,000 $2,000,000 $4,000,000 $1,900,000 $1,850,000 $3,000,000 $1,800,000 $2,000,000 $1,750,000 $1,700,000 $1,000,000 Property Values (in 000s) Annual Property Premiums & Losses $1,950,000 $1,650,000 $RETAINED LOSSES 2006-2007 2007-2008 2008-2009 2009-2010 2010-2011 2011-2012 $150,000 $150,000 $50,000 $50,000 0 $50,000 GLOBAL PROP/B&M/TERR PREM $3,977,379 $4,590,306 $3,680,890 $3,695,921 $3,950,880 $4,330,010 PROPERTY VALUES (in 000) $1,753,896 $1,831,736 $1,921,700 $1,918,542 $1,981,686 $1,926,487 $1,600,000 Fiscal Year 10 Annual Production Package Premium/Retained Losses vs. Net Insurable Production Costs – 2006 thru 2012 $12,000,000 $1,400,000,000 $1,200,000,000 $10,000,000 $1,000,000,000 $8,000,000 $800,000,000 $6,000,000 $600,000,000 $4,000,000 $400,000,000 $2,000,000 $RETAINED LOSSES Production Cost Production Package Premum & Retained Loss Sony Pictures Entertainment Inc Total Annual Production Package Premium & Retained Losses vs. Insured Production Cost $200,000,000 20062007 20072008 20082009 20092010 20102011 20112012 $0 $1,202,357 $2,741,860 $1,201,288 $4,211,947 $2,825,819 $1,809,762 PACKAGE PREMIUM $1,719,086 $5,401,540 $4,453,435 $5,342,573 $4,358,758 $5,277,797 PRODUCTION COST $238,814,44 $992,143,11 $721,306,94 $1,149,266, $541,189,55 $792,148,11 Fiscal Year 11 Risk and Insurance Strategy: SPE Risk Management Achievements Casualty, Property and Executive Risk Financial • Collateral reduction of $900,000 in 2012 • Implemented International Master Control Program 2010-2013; savings of $243,000 • Workers’ Compensation program moved from ACE to Tokio Marine in 2010 • Work Comp Medical Bill Review pricing shifted from percentage (25%) of savings to per bill ($12.50). Estimated cost savings in excess $100,000 Major Insurance Claim Settlements • Marvel - $3,000,000 • SPE Cyber Attack - $400,000 • Grouper - $15,000,000 • Pinewood - $15,000,000 • Crime and Employment Claims –$1,400,000 Program Enhancements • Lowered Workers’ Compensation deductible from $750,000 to $500,000 • Expanded CA Earthquake Coverage from $70,000,000 to $100,000,000 • Increased Property Program Loss Limit from $400,000,000 to $500,000,000 • Cyber Liability program was separated from the Multimedia/Technology program and now has a separate $20,000,000 limit with expanded coverage • Cyber Liability amended to provide coverage for the care, custody and control of Third Party Intellectual Property Assets 12 Risk and Insurance Strategy: Sampling of SPE Risk Management Achievements Program Enhancements (cont.) • • • • • • • Terrorism Coverage - Expanded Policy Form to include Coverage For Political Violence; Secured Coverage For $193,000,000 International Office Schedule at No Charge; Expanded Policy To Provide $1,000,000 in Coverage For Previously Excluded Territories Regular testing of Broker Offerings with RFP's in 2007 and 2011 Maintaining experienced staff while developing new staff assuring quality service continuity with regular staff evaluations and goal setting Unique claim settlements (Pinewood property claim, certain E&O claims, 9/11 Civil Authority) Implementation of Risk Management Information System (RMIS) Reduction of Cost of Risk over the last few years despite upward cost pressure from insurers Production Program Redesign in 2011 reduced overall costs by $1,000,000 by going to a guaranteed cost program Cast clearance extensions negotiated for higher risks Anna Nicole Smith Grown Ups 2 London Calling Michael J. Fox Project One Direction Increased coverage for Ingress/ Egress (relevant for Hurricane Sandy claims est. $300,000) 2013 renewal enhancements: Additional premium savings of $600,000 Increased sub- limits Increased covered artists from 20 to 25 13 SPE Business Partners & Resources INTERNAL Procurement Legal/Litigation Business Affairs Studio Operations & Facilities Real Estate Corporate Safety/Security & Environmental Affairs Information Security Compliance Corporate Communications Information Technology EIS Infrastructure Marketing & Publicity for MPG/TV and HE Digital Group – SPI, SPII, SPA, SP Technology Production Acquisitions for Sony Pictures Classics, Worldwide Corporate Acquisitions and Mergers Corporate Events SCA/SEL/SME Risk Management Finance Medical Department People & Organization Transportation Tax Labor Relations Home Entertainment Post Production International Groups 14 SPE Business Partners & Resources EXTERNAL Adjusters Artists Business Managers Attorneys Physicians/Nurses Studio Risk Managers Insurance Brokers & Carriers Appraisers Vendors/Contractors/Consultants Investigators Muni/Government Agencies Finance Companies 15 SPE - A Specialized Risk Profile Studio Property Assets • Fire and Earthquake • Business Interruption Off-Site Production Risks • International • Marine • Aviation Intellectual Property Risks • Media • Cyber/Technology Mergers, Acquisitions & Divestitures • Claim legacy (e.g. Grouper) Employee and Third Party Safety 16 Risk and Insurance Total Cost of Risk – Fiscal Year 2014 Premiums: $18,000,000 (includes all U.S./Canada and Master International) Retained Losses: $5,200,000 - $6,700,000 Estimated (?) (includes: auto, general liability, workers compensation, errors & omissions/media and cyber, production) Exposures • Revenue: $9,000,000,000 • Property Assets (Total Insured Values): $1,920,000,000 (Replacement Cost inc. Bus. Intrp + Extra Exp.) • Workers Compensation Payroll (subject payroll): $722,300,000 (Head Count 6,000+) • Production Cost: $900,000,000+ (TV, MP, Home Entertainment, Digital and Studio) Protection • 18 Major Lines of Coverage • Over 50 Underwriters providing over 70 Policies plus numerous local and international policies for nonUS production offices 17 ProgramStructure Structure––Major MajorCoverage Coverage Limits Program Limits SIR/Deductible $150M Umbrella & Excess Liability Up to $150m xs of Primary $80M CA EQ $ 70M P$500M $100M $150M $50M $50M $20M $10M $1M $1M GL $2M AL $3M $1M $10M $2M $75K $250K GL $100K AL $25K 500K $10M $10M P $50K EQ 5% Various $5K $1M $15M $15M $50K $50K $5M $50K $25M $5K 18 SPE Risk Management Partner with Insurance Broker Risk Assessment – conduct annual review of SPE’s risk profile, highlighting changes which could impact coverage requirements. Quantitative Analysis – assess recent and historical loss trends. Emphasize improvements which can result in deductible / structure improvements Marketing – annual marketing is undertaken to identify best-in-class insurers capable of responding to the SPE Risk Management Standards. Program Negotiation – negotiate optimal program structure with cost effective balance between deductibles and premiums. Program must provide the most comprehensive coverage with the flexibility to respond quickly to SPE’s inherent and contractual exposures. Day-to-Day Administration – timely and accurate responses to SPE’s unique day to day requirements. Review, analyze and negotiate claim service pricing and agreements with Third Party Administrator and carriers Assist Productions in claim reporting and in resolving difficult or unusual claims Coordinate bi-annual claims review with ESIS and with Tokio Marine Review statistical loss runs and claim status on legacy CNA and current Chartis Insurance Services programs Review claim reserves and evaluate the accuracy of reserve levels on casualty programs Procure annual claim data files for actuary utilization and loss forecasting Monitor claim status and disposition plans on legacy programs Evaluate bi-annual Workers' Compensation Trend & Loss Analysis reports Review carrier position on any denied claims for challenge to coverage applications 19 SPE Risk Management Insurance Company Relationships Identify insurance company partners that will provide long term stability Production Package market is limited and Fireman’s Fund has been identified as a preferred partner Tokio Marine has been a preferred partner since the Sony acquisition and participates on major portions of the property & casualty programs Hiscox has emerged as a strategic partner for the specialized Media Liability risks of SPE Insurance Company providers are continually assessed for their financial stability and a long term commitment to the Entertainment Industry 20 Risk Management Insurance Program Development MARKETING SPE’s: Property, Casualty, Executive/Professional Risks Working with our Risk Management Partners, establish desired program options, limits, retentions, structure, pricing and terms Assess market relations and leverage existing partnerships and facilitate new competitive alliances Establish a Renewal Timeline Build the SPE Marketing and Risk Story Deliver a best-in-class submission Drive the market through knowledge, leverage and competition Direct interaction with underwriters to tell “The SPE Story” Update Insurer Security Status s:file path 21 Risk Management and Insurance Strategy Central to our role as SPE’s Risk Management Department is the rigorous process utilized to assess SPE’s exposure to risk on a long term strategic basis and day-to-day project basis. Inherent to anticipating and proactively addressing SPE’s risk exposures, we: • Understand SPE’s objectives in designing and implementing a superior insurance program, using specialized professional resources as needed, in formulating cost efficient risk management and insurance solutions. • Formulate action plans to leverage SPE’s strengths and opportunities of SPE’s risk techniques relative to overall financial and operational conditions, the business environment as well as insurance market conditions. • In partnership with External Risk Management Professionals, we continually identify / evaluate opportunities and threats which arise and implement processes and procedures to address them. 22
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