AMERICAN EQUITY INVESTMENT LIFE HOLDING CO (Form: 10-Q, Received: 05/09/2022 17:21:19)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number : 001-31911

American Equity Investment Life Holding Company

(Exact name of registrant as specified in its charter)


Iowa						42-1447959
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

6000 Westown Parkway

West Des Moines, Iowa 50266

(Address of principal executive offices, including zip code)

(515) 221-0002

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $1

AEL

New York Stock Exchange

Depositary Shares, each representing a 1/1,000th interest in a share of 5.95% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series A

AELPRA

New York Stock Exchange

Depositary Shares, each representing a 1/1,000th interest in a share of 6.625% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series B

AELPRB

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 4, 2022, there were 93,062,970 shares of the registrant's common stock, $1 par value, outstanding.

TABLE OF CONTENTS


			Page
PART I — FINANCIAL INFORMATION
Item 1: Financial Statements:			2
Consolidated Balance Sheets			2
Consolidated Statements of Operations			3
Consolidated Statements of Comprehensive Loss			4
Consolidated Statements of Changes in Stockholders’ Equity			5
Consolidated Statements of Cash Flows			6
Notes to Consolidated Financial Statements			8
Note 1. Significant Accounting Policies			8
Note 2. Fair Values of Financial Instruments			9
Note 3. Investments			15
Note 4. Mortgage Loans on Real Estate			21
Note 5. Variable Interest Entities			26
Note 6. Derivative Instruments			27
Note 7. Notes Payable			29
Note 8. Commitments and Contingencies			29
Note 9. Earnings Per Common Share and Stockholders' Equity			30
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations			32
Item 3: Quantitative and Qualitative Disclosures about Market Risk			52
Item 4: Controls and Procedures			54

PART II — OTHER INFORMATION
Item 1: Legal Proceedings			55
Item 1A: Risk Factors			55
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds			55
Item 4: Mine Safety Disclosures			55
Item 5: Other Information			55
Item 6: Exhibits			56

Signatures			57

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share and per share data)


	March 31, 2022		December 31, 2021
	(Unaudited)
Assets
Investments:
Fixed maturity securities, available for sale, at fair value (amortized cost of $49,364,915 as of 2022 and $46,999,183 as of 2021; allowance for credit losses of $6,577 as of 2022 and $2,846 as of 2021)	$	49,662,120	$	51,305,943
Mortgage loans on real estate (net of allowance for credit losses of $29,269 as of 2022 and $24,024 as of 2021)	5,734,872		5,687,998
Real estate investments related to consolidated variable interest entities	510,188		337,939
Derivative instruments	642,413		1,277,480
Other investments (2022 and 2021 include $350,621 and $168,711 related to consolidated variable interest entities)	1,999,113		1,767,144
Total investments	58,548,706		60,376,504

Cash and cash equivalents (2022 and 2021 include $30,067 and $23,763 related to consolidated variable interest entities)	1,933,899		4,508,982

Coinsurance deposits (net of allowance for credit losses of $2,862 as of 2022 and $2,264 as of 2021)	8,713,069		8,850,608
Accrued investment income (2022 and 2021 include $908 and $3 related to consolidated variable interest entities)	483,902		445,097
Deferred policy acquisition costs	2,840,938		2,222,769
Deferred sales inducements	1,957,518		1,546,073

Income taxes recoverable	166,067		166,586
Other assets (2022 and 2021 include $2,272 and $1,524 related to consolidated variable interest entities)	255,245		232,490
Total assets	$	74,899,344	$	78,349,109

Liabilities and Stockholders' Equity
Liabilities:
Policy benefit reserves	$	63,730,995	$	65,477,778
Other policy funds and contract claims	425,308		226,844
Notes payable	496,425		496,250
Subordinated debentures	78,502		78,421

Deferred income taxes	219,013		541,972

Funds withheld for reinsurance liabilities	3,003,062		3,124,740
Other liabilities (2022 and 2021 include $64,598 and $20,168 related to consolidated variable interest entities)	1,773,869		2,079,977
Total liabilities	69,727,174		72,025,982

Stockholders' equity:
Preferred stock, Series A; par value $1 per share; $400,000 aggregate liquidation preference; 20,000 shares authorized; issued and outstanding: 2022 - 16,000 shares; 2021 - 16,000 shares	16		16
Preferred stock, Series B; par value $1 per share; $300,000 aggregate liquidation preference; 12,000 shares authorized; issued and outstanding: 2022 - 12,000 shares; 2021 - 12,000 shares	12		12
Common stock; par value $1 per share; 200,000,000 shares authorized; issued and outstanding: 2022 - 95,019,904 shares (excluding 14,326,518 treasury shares); 2021 - 92,513,517 shares (excluding 9,936,715 treasury shares)	95,020		92,514
Additional paid-in capital	1,689,606		1,614,374
Accumulated other comprehensive income	63,706		1,848,789
Retained earnings	3,322,726		2,767,422
Total stockholders' equity attributable to American Equity Investment Life Holding Company	5,171,086		6,323,127
Noncontrolling interests	1,084		—
Total stockholders' equity	5,172,170		6,323,127
Total liabilities and stockholders' equity	$	74,899,344	$	78,349,109

See accompanying notes to unaudited consolidated financial statements.

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share data)

(Unaudited)


	Three Months Ended March 31,
		2022		2021
Revenues:
Premiums and other considerations		$	10,078	$	13,213
Annuity product charges		52,355		60,082
Net investment income		567,423		497,190
Change in fair value of derivatives		(477,519)		396,305
Net realized losses on investments		(13,127)		(4,583)
Other revenue		8,589		—

Total revenues		147,799		962,207

Benefits and expenses:
Insurance policy benefits and change in future policy benefits		12,638		16,424
Interest sensitive and index product benefits		372,662		476,595
Amortization of deferred sales inducements		143,545		122,975
Change in fair value of embedded derivatives		(1,393,649)		(282,413)
Interest expense on notes payable		6,425		6,393
Interest expense on subordinated debentures		1,317		1,326
Amortization of deferred policy acquisition costs		225,426		203,823
Other operating costs and expenses		58,120		55,865
Total benefits and expenses		(573,516)		600,988
Income before income taxes		721,315		361,219
Income tax expense		155,092		78,535
Net income		566,223		282,684
Less: Net income available to noncontrolling interests		—		—
Net income available to American Equity Investment Life Holding Company stockholders		566,223		282,684
Less: Preferred stock dividends		10,919		10,919
Net income available to American Equity Investment Life Holding Company common stockholders		$	555,304	$	271,765


Earnings per common share		$	5.73	$	2.84
Earnings per common share - assuming dilution		$	5.67	$	2.82

Weighted average common shares outstanding (in thousands):
Earnings per common share		96,866		95,735
Earnings per common share - assuming dilution		97,953		96,216

See accompanying notes to unaudited consolidated financial statements.

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Dollars in thousands)

(Unaudited)


	Three Months Ended March 31,
		2022		2021
Net income		$	566,223	$	282,684
Other comprehensive loss:
Change in net unrealized investment gains/losses (1)		(2,263,915)		(880,509)
Reclassification of unrealized investment gains/losses to net income (1)		823		(3,411)
Other comprehensive loss before income tax		(2,263,092)		(883,920)
Income tax effect related to other comprehensive loss		478,009		185,623
Other comprehensive loss		(1,785,083)		(698,297)
Comprehensive loss		$	(1,218,860)	$	(415,613)

(1)Net of related adjustments to amortization of deferred sales inducements, deferred policy acquisition costs and policy benefit reserves.

See accompanying notes to unaudited consolidated financial statements.

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(Dollars in thousands)

(Unaudited)

























	Preferred Stock		Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income		Retained Earnings		Noncontrolling Interest		Total Stockholders' Equity
For the three months ended March 31, 2022
Balance at December 31, 2021	$	28	$	92,514	$	1,614,374	$	1,848,789	$	2,767,422	$	—	$	6,323,127
Net income for period	—		—		—		—		566,223		—		566,223
Other comprehensive loss	—		—		—		(1,785,083)		—		—		(1,785,083)

Share-based compensation	—		—		5,596		—		—		—		5,596
Issuance of common stock	—		6,958		244,580		—		—		—		251,538
Treasury stock acquired, common	—		(4,452)		(174,944)		—		—		—		(179,396)

Dividends on preferred stock	—		—		—		—		(10,919)		—		(10,919)
Contributions from noncontrolling interests	—		—		—		—		—		1,084		1,084
Balance at March 31, 2022	$	28	$	95,020	$	1,689,606	$	63,706	$	3,322,726	$	1,084	$	5,172,170

	Preferred Stock		Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income		Retained Earnings		Noncontrolling Interest		Total Stockholders' Equity
For the three months ended March 31, 2021
Balance at December 31, 2020	$	28	$	95,721	$	1,681,127	$	2,203,557	$	2,368,555	$	—	$	6,348,988
Net income for period	—		—		—		—		282,684		—		282,684
Other comprehensive loss	—		—		—		(698,297)		—		—		(698,297)

Share-based compensation	—		—		4,296		—		—		—		4,296
Issuance of common stock	—		402		4,604		—		—		—		5,006
Treasury stock acquired, common	—		(640)		(2,358)		—		—		—		(2,998)

Dividends on preferred stock	—		—		—		—		(10,919)		—		(10,919)
Balance at March 31, 2021	$	28	$	95,483	$	1,687,669	$	1,505,260	$	2,640,320	$	—	$	5,928,760

See accompanying notes to unaudited consolidated financial statements.

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)


	Three Months Ended March 31,
	2022		2021
Operating activities
Net income	$	566,223	$	282,684
Adjustments to reconcile net income to net cash provided by operating activities:
Interest sensitive and index product benefits	372,662		476,595
Amortization of deferred sales inducements	143,545		122,975
Annuity product charges	(52,355)		(60,082)
Change in fair value of embedded derivatives	(1,393,649)		(282,413)
Change in traditional life and accident and health insurance reserves	(12,779)		5,374
Policy acquisition costs deferred	(56,569)		(97,004)
Amortization of deferred policy acquisition costs	225,426		203,823
Provision for depreciation and other amortization	2,250		1,518
Amortization of discounts and premiums on investments	(258)		8,097
Realized gains/losses on investments	13,127		4,583
Distributions from equity method investments	—		7,631
Change in fair value of derivatives	477,519		(396,305)
Deferred income taxes	155,050		58,514

Share-based compensation	5,596		4,296
Change in accrued investment income	(38,805)		(12,030)
Change in income taxes recoverable/payable	519		20,461
Change in other assets	(21,480)		(1,166)
Change in other policy funds and contract claims	197,191		(7,571)
Change in collateral held for derivatives	(584,969)		236,558

Change in funds withheld from reinsurers	80,767		—
Change in other liabilities	96,591		(92,813)
Other	(75,670)		(11,844)
Net cash provided by operating activities	99,932		471,881

Investing activities
Sales, maturities, or repayments of investments:
Fixed maturity securities, available for sale	1,779,328		1,116,965


Mortgage loans on real estate	536,216		105,378

Derivative instruments	280,510		400,322
Other investments	26,376		4,189
Acquisitions of investments:
Fixed maturity securities, available for sale	(3,924,643)		(757,301)


Mortgage loans on real estate	(585,867)		(228,049)
Real estate investments acquired	(168,088)		—
Derivative instruments	(185,486)		(165,390)
Other investments	(202,160)		(351,661)
Purchases of property, furniture and equipment	(2,424)		(3,724)
Net cash provided by (used in) investing activities	(2,446,238)		120,729

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Dollars in thousands)

(Unaudited)


	Three Months Ended March 31,
	2022		2021
Financing activities
Receipts credited to annuity policyholder account balances	$	888,488	$	2,420,777
Coinsurance deposits	10,757		218,987
Return of annuity policyholder account balances	(1,198,638)		(1,250,244)









Acquisition of treasury stock	(179,396)		(2,998)

Proceeds from issuance of common stock, net	251,538		5,006
Change in checks in excess of cash balance	9,393		18,384
Dividends paid on preferred stock	(10,919)		(10,919)
Net cash provided by (used in) financing activities	(228,777)		1,398,993
Increase (decrease) in cash and cash equivalents	(2,575,083)		1,991,603
Cash and cash equivalents at beginning of period	4,508,982		9,095,522
Cash and cash equivalents at end of period	$	1,933,899	$	11,087,125

Supplemental disclosures of cash flow information
Cash paid during period for:
Interest expense	$	1,250	$	1,250

Income tax refunds received	—		(440)
Non-cash operating activity:
Deferral of sales inducements	23,446		24,850

See accompanying notes to unaudited consolidated financial statements.

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2022

(Unaudited)

1. Significant Accounting Policies

Consolidation and Basis of Presentation

The accompanying consolidated financial statements of American Equity Investment Life Holding Company ("we", "us", "our" or the "Company") have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. The consolidated financial statements include variable interest entities (“VIE”) in which we are the primary beneficiary. All of the adjustments in the consolidated financial statements are normal recurring items which are necessary to present fairly our financial position and results of operations on a basis consistent with the prior audited consolidated financial statements. Operating results for the three month period ended March 31, 2022 are not necessarily indicative of the results that may be expected for any other period, including for the year ended December 31, 2022. All significant intercompany accounts and transactions have been eliminated. The preparation of financial statements requires management estimates and assumptions using subjective and complex judgments that frequently require assumptions about matters that are inherently uncertain. Our actual results could differ from these estimates. For further information related to a description of areas of judgment and estimates and other information necessary to understand our financial position and results of operations, refer to the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2021.

Federal Home Loan Bank

During the first quarter of 2022, American Equity Investment Life Insurance Company (“American Equity Life”) became a member of the Federal Home Loan Bank (“FHLB”) which provides access to collateralized borrowings and other FHLB products. We may also issue funding agreements to the FHLB. Both the collateralized borrowings and funding agreements require us to pledge qualified assets as collateral. Obligations arising from funding agreements are used in investment spread activities and reported in Other policy funds and contract claims on the Consolidated Balance Sheets. See Note 8 - Commitments and Contingencies for more information on the funding agreements issued. Entering into FHLB membership, borrowings and funding agreements requires the ownership of FHLB stock and the pledge of assets as collateral. See Note 2 - Fair Value of Financial Instruments and Note 8 - Commitments and Contingencies for more information on the common stock purchased and assets pledged as collateral.

Adopted Accounting Pronouncements

There were no accounting pronouncements that were adopted during the current period.

New Accounting Pronouncements

In August 2018, the FASB issued an ASU that revises certain aspects of the measurement models and disclosure requirements for long duration insurance and investment contracts. The FASB’s objective in issuing this ASU is to improve, simplify, and enhance the accounting for long-duration contracts. The revisions include updating cash flow assumptions in the calculation of the liability for traditional life products, introducing the term ‘market risk benefit’ ("MRB") and requiring all contract features meeting the definition of an MRB to be measured at fair value, simplifying the method used to amortize deferred policy acquisition costs and deferred sales inducements to a constant basis over the expected term of the related contracts rather than based on actual and estimated gross profits and enhancing disclosure requirements. While this ASU is effective for us on January 1, 2023, the transition date (the remeasurement date) is January 1, 2021. Early adoption of this ASU is permitted. We are in the process of evaluating the impact this guidance will have on our consolidated financial statements.

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2. Fair Values of Financial Instruments

The following sets forth a comparison of the carrying amounts and fair values of our financial instruments:


	March 31, 2022				December 31, 2021
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(Dollars in thousands)
Assets
Fixed maturity securities, available for sale	$	49,662,120	$	49,662,120	$	51,305,943	$	51,305,943
Mortgage loans on real estate	5,734,872		5,792,356		5,687,998		5,867,227
Real estate investments	510,188		510,188		337,939		337,939
Derivative instruments	642,413		642,413		1,277,480		1,277,480
Other investments	1,999,113		2,057,113		1,767,144		1,767,144
Cash and cash equivalents	1,933,899		1,933,899		4,508,982		4,508,982
Coinsurance deposits	8,713,069		8,002,548		8,850,608		7,938,292


Liabilities
Policy benefit reserves	63,342,037		56,478,030		65,076,041		56,375,076
Single premium immediate annuity (SPIA) benefit reserves	224,618		234,189		226,207		235,891
Other policy funds - FHLB	200,000		200,000		—		—
Notes payable	496,425		523,085		496,250		569,485
Subordinated debentures	78,502		80,126		78,421		93,721

Fair value is the price that would be received to sell an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date. The objective of a fair value measurement is to determine that price for each financial instrument at each measurement date. We meet this objective using various methods of valuation that include market, income and cost approaches.

We categorize our financial instruments into three levels of fair value hierarchy based on the priority of inputs used in determining fair value. The hierarchy defines the highest priority inputs (Level 1) as quoted prices in active markets for identical assets or liabilities. The lowest priority inputs (Level 3) are our own assumptions about what a market participant would use in determining fair value such as estimated future cash flows. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, a financial instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. We categorize financial assets and liabilities recorded at fair value in the consolidated balance sheets as follows:

Level 1 - Quoted prices are available in active markets for identical financial instruments as of the reporting date. We do not adjust the quoted price for these financial instruments, even in situations where we hold a large position and a sale could reasonably impact the quoted price.

Level 2 - Quoted prices in active markets for similar financial instruments, quoted prices for identical or similar financial instruments in markets that are not active; and models and other valuation methodologies using inputs other than quoted prices that are observable.

Level 3 - Models and other valuation methodologies using significant inputs that are unobservable for financial instruments and include situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in Level 3 are securities for which no market activity or data exists and for which we used discounted expected future cash flows with our own assumptions about what a market participant would use in determining fair value.

Transfers of securities among the levels occur at times and depend on the type of inputs used to determine fair value of each security.

Table of Contents

Our assets and liabilities which are measured at fair value on a recurring basis as of March 31, 2022 and December 31, 2021 are presented below based on the fair value hierarchy levels:


	Total Fair Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(Dollars in thousands)
March 31, 2022
Assets
Fixed maturity securities, available for sale:
United States Government full faith and credit	$	38,666	$	33,850	$	4,816	$	—
United States Government sponsored agencies	174,845		—		174,845		—
United States municipalities, states and territories	3,812,510		—		3,812,510		—
Foreign government obligations	405,166		—		405,166		—
Corporate securities	33,873,527		31,499		33,842,028		—
Residential mortgage backed securities	1,210,559		—		1,210,559		—
Commercial mortgage backed securities	4,769,867		—		4,769,867		—
Other asset backed securities	5,376,980		—		5,376,980		—
Other investments: equity securities	29,303		—		25,436		3,867
Real estate investments	510,188		—		—		510,188
Derivative instruments	642,413		—		642,413		—
Cash and cash equivalents	1,933,899		1,933,899		—		—

	$	52,777,923	$	1,999,248	$	50,264,620	$	514,055
Liabilities
Funds withheld liability - embedded derivative	$	(204,806)	$	—	$	(204,806)	$	—
Fixed index annuities - embedded derivatives	6,770,915		—		—		6,770,915
	$	6,566,109	$	—	$	(204,806)	$	6,770,915

December 31, 2021
Assets
Fixed maturity securities, available for sale:
United States Government full faith and credit	$	37,793	$	32,737	$	5,056	$	—
United States Government sponsored agencies	1,040,953		—		1,040,953		—
United States municipalities, states and territories	3,927,201		—		3,927,201		—
Foreign government obligations	402,545		—		402,545		—
Corporate securities	34,660,234		32,700		34,627,534		—
Residential mortgage backed securities	1,125,049		—		1,125,049		—
Commercial mortgage backed securities	4,840,311		—		4,840,311		—
Other asset backed securities	5,271,857		—		5,271,857		—
Other investments: equity securities	12,226		—		5,877		6,349
Real estate investments	337,939		—		—		337,939
Derivative instruments	1,277,480		—		1,277,480		—
Cash and cash equivalents	4,508,982		4,508,982		—		—

	$	57,442,570	$	4,574,419	$	52,523,863	$	344,288
Liabilities
Funds withheld liability - embedded derivative	$	(2,362)	$	—	$	(2,362)	$	—
Fixed index annuities - embedded derivatives	7,964,961		—		—		7,964,961
	$	7,962,599	$	—	$	(2,362)	$	7,964,961

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The following methods and assumptions were used in estimating the fair values of financial instruments during the periods presented in these consolidated financial statements.

Fixed maturity securities

The fair values of fixed maturity securities in an active and orderly market are determined by utilizing independent pricing services. The independent pricing services incorporate a variety of observable market data in their valuation techniques, including:

•reported trading prices,

•benchmark yields,

•broker-dealer quotes,

•benchmark securities,

•bids and offers,

•credit ratings,

•relative credit information, and

•other reference data.

The independent pricing services also take into account perceived market movements and sector news, as well as a security's terms and conditions, including any features specific to that issue that may influence risk and marketability. Depending on the security, the priority of the use of observable market inputs may change as some observable market inputs may not be relevant or additional inputs may be necessary.

The independent pricing services provide quoted market prices when available. Quoted prices are not always available due to market inactivity. When quoted market prices are not available, the third parties use yield data and other factors relating to instruments or securities with similar characteristics to determine fair value for securities that are not actively traded. We generally obtain one value from our primary external pricing service. In situations where a price is not available from this service, we may obtain quotes or prices from additional parties as needed. Market indices of similar rated asset class spreads are considered for valuations and broker indications of similar securities are compared. Inputs used by the broker include market information, such as yield data and other factors relating to instruments or securities with similar characteristics. Valuations and quotes obtained from third party commercial pricing services are non-binding and do not represent quotes on which one may execute the disposition of the assets.

We validate external valuations at least quarterly through a combination of procedures that include the evaluation of methodologies used by the pricing services, comparison of the prices to a secondary pricing source, analytical reviews and performance analysis of the prices against trends, and maintenance of a securities watch list. Additionally, as needed we utilize discounted cash flow models or perform independent valuations on a case-by-case basis using inputs and assumptions similar to those used by the pricing services. Although we do identify differences from time to time as a result of these validation procedures, we did not make any significant adjustments as of March 31, 2022 and December 31, 2021.

Mortgage loans on real estate

Mortgage loans on real estate are not measured at fair value on a recurring basis. The fair values of mortgage loans on real estate are calculated using discounted expected cash flows using competitive market interest rates currently being offered for similar loans. The fair values of impaired mortgage loans on real estate that we have considered to be collateral dependent are based on the fair value of the real estate collateral (based on appraised values) less estimated costs to sell. The inputs utilized to determine fair value of all mortgage loans are unobservable market data (competitive market interest rates); therefore, fair value of mortgage loans falls into Level 3 in the fair value hierarchy.

Real estate investments

The fair values of residential real estate investments are initially calculated based on the cost to purchase the properties and subsequently calculated based on a discounted cash flow methodology. Under the discounted cash flow method, net operating income is forecasted assuming a 10-year hold period commencing as of the valuation date. An additional year is forecast in order to determine the residual sale price at the end of the hold period, using a residual (terminal) capitalization rate. The significant inputs into the fair value calculation under the discounted cash flow method include the residual capitalization rate and discount rate. These inputs are unobservable market data; therefore, fair value of residential real estate investments falls into Level 3 in the fair value hierarchy. At March 31, 2022, the residual capitalization rates used in the fair value calculations ranged from 4.75% to 6.50% with an average rate of 5.47%. At March 31, 2022, the discount rates used in the fair value calculations ranged from 6.00% to 7.75% with an average rate of 6.72%.

Derivative instruments

The fair values of derivative instruments, primarily call options, are based upon the amount of cash that we will receive to settle each derivative instrument on the reporting date. These amounts are determined by our investment team using industry accepted valuation models and are adjusted for the nonperformance risk of each counterparty net of any collateral held. Inputs include market volatility and risk free interest rates and are used in income valuation techniques in arriving at a fair value for each option contract. The nonperformance risk for each counterparty is based upon its credit default swap rate. We have no performance obligations related to the call options purchased to fund our fixed index annuity policy liabilities.

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Other investments

Equity securities are the only financial instruments included in other investments that are measured at fair value on a recurring basis. The fair value for these securities are determined using the same methods discussed above for fixed maturity securities. Financial instruments included in other investments that are not measured at fair value on a recurring basis are FHLB common stock, equity method investments, short-term loans and company owned life insurance ("COLI"). FHLB common stock is carried at cost which approximates fair value. FHLB common stock was $18.0 million as of March 31, 2022 and falls within Level 2 of the fair value hierarchy. The fair values for most of our equity method investments are obtained from third parties and are determined using a variety of valuation techniques, including discounted cash flow analysis, valuation multiples analysis for comparable investments and appraisal values. As the risk spread and liquidity discount are unobservable market inputs, the fair value of our equity method investments falls within Level 3 of the fair value hierarchy. The fair value for one of our equity method investments is based on earnings multiples derived by comparing valuations of similar entities relative to earnings data. The fair value of this equity method investment falls within Level 3 of the fair value hierarchy. The fair value of equity method investments was $717.9 million and $520.1 million as of March 31, 2022 and December 31, 2021, respectively. Due to the short-term nature of the investment, the fair value of our short-term loans approximates the carrying value. The fair value of short-term loans was $320.0 million and $320.0 million as of March 31, 2022 and December 31, 2021, respectively. Our short-term loans fall within Level 2 of the fair value hierarchy. The fair value of our COLI approximates the cash surrender value of the policies and falls within Level 2 of the fair value hierarchy. The fair value of COLI was $387.7 million and $384.3 million as of March 31, 2022 and December 31, 2021, respectively.

Cash and cash equivalents

Amounts reported in the consolidated balance sheets for these instruments are reported at their historical cost which approximates fair value due to the nature of the assets assigned to this category.

Policy benefit reserves, coinsurance deposits and SPIA benefit reserves

The fair values of the liabilities under contracts not involving significant mortality or morbidity risks (principally deferred annuities), are stated at the cost we would incur to extinguish the liability (i.e., the cash surrender value) as these contracts are generally issued without an annuitization date. The coinsurance deposits related to the annuity benefit reserves have fair values determined in a similar fashion. For period-certain annuity benefit contracts, the fair value is determined by discounting the benefits at the interest rates currently in effect for newly issued immediate annuity contracts. We are not required to and have not estimated the fair value of the liabilities under contracts that involve significant mortality or morbidity risks, as these liabilities fall within the definition of insurance contracts that are exceptions from financial instruments that require disclosures of fair value. Policy benefit reserves, coinsurance deposits and SPIA benefit reserves are not measured at fair value on a recurring basis. All of the fair values presented within these categories fall within Level 3 of the fair value hierarchy as most of the inputs are unobservable market data.

Other policy funds - FHLB

The fair values of the Company's funding agreements with the FHLB are estimated using discounted cash flow calculations based on interest rates currently being offered for similar agreements with similar maturities.

Notes payable

The fair values of our senior unsecured notes are based upon quoted market prices and are categorized as Level 2 within the fair value hierarchy. Notes payable are not remeasured at fair value on a recurring basis.

Subordinated debentures

Fair values for subordinated debentures are estimated using discounted cash flow calculations based principally on observable inputs including our incremental borrowing rates, which reflect our credit rating, for similar types of borrowings with maturities consistent with those remaining for the debt being valued. These fair values are categorized as Level 2 within the fair value hierarchy. Subordinated debentures are not measured at fair value on a recurring basis.

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Funds withheld liability - embedded derivative

We estimate the fair value of the embedded derivative based on the fair value of the assets supporting the funds withheld payable under modified coinsurance reinsurance agreements. The fair value of the embedded derivative is classified as Level 2 based on valuation methods used for the assets held supporting the reinsurance agreements.

Fixed index annuities - embedded derivatives

We estimate the fair value of the embedded derivative component of our fixed index annuity policy benefit reserves at each valuation date by (i) projecting policy contract values and minimum guaranteed contract values over the expected lives of the contracts and (ii) discounting the excess of the projected contract value amounts at the applicable risk free interest rates adjusted for our nonperformance risk related to those liabilities. The projections of policy contract values are based on our best estimate assumptions for future policy growth and future policy decrements. Our best estimate assumptions for future policy growth include assumptions for the expected index credit on the next policy anniversary date which are derived from the fair values of the underlying call options purchased to fund such index credits and the expected costs of annual call options we will purchase in the future to fund index credits beyond the next policy anniversary. The projections of minimum guaranteed contract values include the same best estimate assumptions for policy decrements as were used to project policy contract values.

Within this determination we have the following significant unobservable inputs: 1) the expected cost of annual call options we will purchase in the future to fund index credits beyond the next policy anniversary and 2) our best estimates for future policy decrements, primarily lapse, partial withdrawal and mortality rates. As of both March 31, 2022 and December 31, 2021, we utilized an estimate of 2.10% for the expected cost of annual call options, which is based on estimated long-term account value growth and a historical review of our actual option costs.

Our best estimate assumptions for lapse, partial withdrawal and mortality rates are based on our actual experience and our outlook as to future expectations for such assumptions. These assumptions, which are consistent with the assumptions used in calculating deferred policy acquisition costs and deferred sales inducements, are reviewed on a quarterly basis and are updated as our experience develops and/or as future expectations change. The following table presents average lapse rate and partial withdrawal rate assumptions, by contract duration, used in estimating the fair value of the embedded derivative component of our fixed index annuity policy benefit reserves at each reporting date:


	Average Lapse Rates		Average Partial Withdrawal Rates
Contract Duration (Years)	March 31, 2022	December 31, 2021	March 31, 2022	December 31, 2021
1 - 5	3.13%	3.04%	2.20%	2.19%
6 - 10	2.91%	2.84%	2.27%	2.26%
11 - 15	4.32%	4.47%	2.11%	2.14%
16 - 20	9.30%	8.93%	1.30%	1.33%
20+	4.97%	4.93%	—%	—%

Lapse rates are generally expected to increase as surrender charge percentages decrease for policies without a lifetime income benefit rider. Lapse expectations reflect a significant increase in the year in which the surrender charge period on a contract ends.

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The following table provides a reconciliation of the beginning and ending balances for our Level 3 assets and liabilities, which are measured at fair value on a recurring basis using significant unobservable inputs for the three months ended March 31, 2022 and 2021:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Other investments: equity securities
Beginning balance		$	6,349	$	—
Transfers in		—		—
Total realized/unrealized gains (losses):
Included in net income		(2,482)		—
Included in other comprehensive income (loss)		—		—
Ending balance		$	3,867	$	—

Real estate investments
Beginning balance		$	337,939	$	—
Purchases and sales, net		168,088		—
Change in fair value		4,161		—
Ending balance		$	510,188	$	—

Fixed index annuities - embedded derivatives
Beginning balance		$	7,964,961	$	7,938,281
Premiums less benefits		114,077		119,791
Change in fair value, net		(1,308,123)		(377,121)

Ending balance		$	6,770,915	$	7,680,951

The fair value of our fixed index annuities embedded derivatives is net of coinsurance ceded of $1,048.7 million and $1,245.0 million as of March 31, 2022 and December 31, 2021, respectively. Change in fair value, net for each period in our embedded derivatives is included in change in fair value of embedded derivatives in the unaudited consolidated statements of operations.

Certain derivatives embedded in our fixed index annuity contracts are our most significant financial instrument measured at fair value that are categorized as Level 3 in the fair value hierarchy. The contractual obligations for future annual index credits within our fixed index annuity contracts are treated as a "series of embedded derivatives" over the expected life of the applicable contracts. We estimate the fair value of these embedded derivatives at each valuation date by the method described above under fixed index annuities - embedded derivatives. The projections of minimum guaranteed contract values include the same best estimate assumptions for policy decrements as were used to project policy contract values.

The most sensitive assumption in determining policy liabilities for fixed index annuities is the rates used to discount the excess projected contract values. As indicated above, the discount rate reflects our nonperformance risk. If the discount rates used to discount the excess projected contract values at March 31, 2022, were to increase by 100 basis points, the fair value of the embedded derivatives would decrease by $499.4 million recorded through operations as a decrease in the change in fair value of embedded derivatives and there would be a corresponding decrease of $193.5 million to our combined balance for deferred policy acquisition costs and deferred sales inducements recorded through operations as an increase in amortization of deferred policy acquisition costs and deferred sales inducements. A decrease by 100 basis points in the discount rates used to discount the excess projected contract values would increase the fair value of the embedded derivatives by $578.3 million recorded through operations as an increase in the change in fair value of embedded derivatives and there would be a corresponding increase of $229.0 million to our combined balance for deferred policy acquisition costs and deferred sales inducements recorded through operations as a decrease in amortization of deferred policy acquisition costs and deferred sales inducements.

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3. Investments

At March 31, 2022 and December 31, 2021, the amortized cost and fair value of fixed maturity securities were as follows:


	Amortized Cost (1)		Gross Unrealized Gains		Gross Unrealized Losses (2)		Allowance for Credit Losses		Fair Value
	(Dollars in thousands)
March 31, 2022
Fixed maturity securities, available for sale:
United States Government full faith and credit	$	39,302	$	88	$	(724)	$	—	$	38,666
United States Government sponsored agencies	158,596		18,473		(2,224)		—		174,845
United States municipalities, states and territories	3,694,146		214,986		(94,613)		(2,009)		3,812,510
Foreign government obligations	415,227		11,175		(21,236)		—		405,166
Corporate securities	33,550,018		1,311,404		(984,070)		(3,825)		33,873,527
Residential mortgage backed securities	1,195,436		38,688		(22,822)		(743)		1,210,559
Commercial mortgage backed securities	4,873,980		23,338		(127,451)		—		4,769,867
Other asset backed securities	5,438,210		53,355		(114,585)		—		5,376,980
	$	49,364,915	$	1,671,507	$	(1,367,725)	$	(6,577)	$	49,662,120

December 31, 2021
Fixed maturity securities, available for sale:
United States Government full faith and credit	$	37,109	$	718	$	(34)	$	—	$	37,793
United States Government sponsored agencies	1,008,920		32,123		(90)		—		1,040,953
United States municipalities, states and territories	3,495,563		437,456		(3,042)		(2,776)		3,927,201
Foreign government obligations	380,646		22,742		(843)		—		402,545
Corporate securities	31,084,629		3,614,047		(38,442)		—		34,660,234
Residential mortgage backed securities	1,056,778		70,434		(2,093)		(70)		1,125,049
Commercial mortgage backed securities	4,708,878		149,152		(17,719)		—		4,840,311
Other asset backed securities	5,226,660		95,304		(50,107)		—		5,271,857
	$	46,999,183	$	4,421,976	$	(112,370)	$	(2,846)	$	51,305,943

(1)Amortized cost excludes accrued interest receivable of $440.5 million and $400.7 million as of March 31, 2022 and December 31, 2021, respectively.

(2)Gross unrealized losses are net of allowance for credit losses.

The amortized cost and fair value of fixed maturity securities at March 31, 2022, by contractual maturity are shown below. Actual maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. All of our mortgage and other asset backed securities provide for periodic payments throughout their lives and are shown below as separate lines.


	Available for sale
	Amortized Cost		Fair Value
	(Dollars in thousands)
Due in one year or less	$	1,285,124	$	1,294,473
Due after one year through five years	8,050,284		8,089,245
Due after five years through ten years	7,228,862		7,278,595
Due after ten years through twenty years	10,741,247		11,453,442
Due after twenty years	10,551,772		10,188,959
	37,857,289		38,304,714
Residential mortgage backed securities	1,195,436		1,210,559
Commercial mortgage backed securities	4,873,980		4,769,867
Other asset backed securities	5,438,210		5,376,980
	$	49,364,915	$	49,662,120

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Net unrealized gains on available for sale fixed maturity securities reported as a separate component of stockholders' equity were comprised of the following:


	March 31, 2022		December 31, 2021
	(Dollars in thousands)
Net unrealized gains on available for sale fixed maturity securities	$	295,235	$	4,309,606
Adjustments for assumed changes in amortization of deferred policy acquisition costs, deferred sales inducements and policy benefit reserves	(242,590)		(1,993,869)
Deferred income tax valuation allowance reversal	22,534		22,534
Deferred income tax expense	(11,473)		(489,482)
Net unrealized gains reported as accumulated other comprehensive income	$	63,706	$	1,848,789

The National Association of Insurance Commissioners ("NAIC") assigns designations to fixed maturity securities. These designations range from Class 1 (highest quality) to Class 6 (lowest quality). In general, securities are assigned a designation based upon the ratings they are given by the Nationally Recognized Statistical Rating Organizations ("NRSRO’s"). The NAIC designations are utilized by insurers in preparing their annual statutory statements. NAIC Class 1 and 2 designations are considered "investment grade" while NAIC Class 3 through 6 designations are considered "non-investment grade." Based on the NAIC designations, we had 98% of our fixed maturity portfolio rated investment grade at both March 31, 2022 and December 31, 2021, respectively.

The following table summarizes the credit quality, as determined by NAIC designation, of our fixed maturity portfolio as of the dates indicated:


	March 31, 2022				December 31, 2021
NAIC Designation	Amortized Cost		Fair Value		Amortized Cost		Fair Value
	(Dollars in thousands)
1	$	27,701,587	$	28,064,072	$	26,157,531	$	28,785,839
2	20,740,585		20,701,013		19,758,594		21,396,020
3	772,726		748,881		909,311		941,210
4	117,725		122,867		133,070		147,160
5	3,259		3,259		16,496		15,357
6	29,033		22,028		24,181		20,357
	$	49,364,915	$	49,662,120	$	46,999,183	$	51,305,943

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The following table shows our investments' gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities (consisting of 3,781 and 1,427 securities, respectively) have been in a continuous unrealized loss position, at March 31, 2022 and December 31, 2021:


	Less than 12 months				12 months or more				Total
	Fair Value		Unrealized Losses (1)		Fair Value		Unrealized Losses (1)		Fair Value		Unrealized Losses (1)
	(Dollars in thousands)
March 31, 2022
Fixed maturity securities, available for sale:
United States Government full faith and credit	$	27,565	$	(686)	$	434	$	(38)	$	27,999	$	(724)
United States Government sponsored agencies	11,468		(2,224)		—		—		11,468		(2,224)
United States municipalities, states and territories	1,161,530		(94,117)		18,344		(2,505)		1,179,874		(96,622)
Foreign government obligations	252,267		(21,236)		—		—		252,267		(21,236)
Corporate securities	12,808,738		(965,862)		131,098		(22,033)		12,939,836		(987,895)
Residential mortgage backed securities	501,285		(21,186)		32,665		(2,379)		533,950		(23,565)
Commercial mortgage backed securities	3,217,274		(111,459)		88,148		(15,992)		3,305,422		(127,451)
Other asset backed securities	2,503,524		(50,385)		1,731,947		(64,200)		4,235,471		(114,585)
	$	20,483,651	$	(1,267,155)	$	2,002,636	$	(107,147)	$	22,486,287	$	(1,374,302)

December 31, 2021
Fixed maturity securities, available for sale:
United States Government full faith and credit	$	1,007	$	(34)	$	—	$	—	$	1,007	$	(34)
United States Government sponsored agencies	759,970		(90)		—		—		759,970		(90)
United States municipalities, states and territories	168,942		(2,468)		15,711		(3,350)		184,653		(5,818)
Foreign government obligations	42,861		(843)		—		—		42,861		(843)
Corporate securities	2,375,603		(30,070)		116,819		(8,372)		2,492,422		(38,442)
Residential mortgage backed securities	250,964		(1,408)		26,917		(755)		277,881		(2,163)
Commercial mortgage backed securities	784,464		(5,500)		142,224		(12,219)		926,688		(17,719)
Other asset backed securities	1,351,324		(11,345)		1,771,182		(38,762)		3,122,506		(50,107)
	$	5,735,135	$	(51,758)	$	2,072,853	$	(63,458)	$	7,807,988	$	(115,216)

(1)Unrealized losses have not been reduced to reflect the allowance for credit losses of $6.6 million and $2.8 million as of March 31, 2022 and December 31, 2021, respectively.

The unrealized losses at March 31, 2022 are principally related to the timing of the purchases of certain securities, which carry less yield than those available at March 31, 2022. Approximately 97% and 85% of the unrealized losses on fixed maturity securities shown in the above table for March 31, 2022 and December 31, 2021, respectively, are on securities that are rated investment grade, defined as being the highest two NAIC designations.

We expect to recover our amortized cost on all securities except for those securities on which we recognized an allowance for credit loss. In addition, because we did not have the intent to sell fixed maturity securities with unrealized losses and it was not more likely than not that we would be required to sell these securities prior to recovery of the amortized cost, which may be maturity, we did not write down these investments to fair value through the consolidated statements of operations.

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Changes in net unrealized gains/losses on investments for the three months ended March 31, 2022 and 2021 are as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Fixed maturity securities available for sale carried at fair value		$	(4,014,371)	$	(1,661,361)

Adjustment for effect on other balance sheet accounts:
Deferred policy acquisition costs, deferred sales inducements and policy benefit reserves		1,751,279		777,441
Deferred income tax asset/liability		478,009		185,623
		2,229,288		963,064
Change in net unrealized gains/losses on investments carried at fair value		$	(1,785,083)	$	(698,297)

Proceeds from sales of available for sale fixed maturity securities for the three months ended March 31, 2022 and 2021 were $1.2 billion and $122.2 million, respectively. Scheduled principal repayments, calls and tenders for available for sale fixed maturity securities for the three months ended March 31, 2022 and 2021 were $0.6 billion and $1.0 billion, respectively.

Net realized losses on investments for the three months ended March 31, 2022 and 2021, are as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Available for sale fixed maturity securities:
Gross realized gains		$	3,465	$	2,367
Gross realized losses		(2,006)		(8,196)
Net credit loss (provision) release		(7,356)		(1,437)
		(5,897)		(7,266)









Mortgage loans on real estate:
Decrease (increase) in allowance for credit losses		(5,245)		2,515

Gain (loss) on sale of mortgage loans		(1,985)		168
		(7,230)		2,683
		$	(13,127)	$	(4,583)

Realized losses on available for sale fixed maturity securities in 2022 and 2021 were realized primarily due to strategies to reposition the fixed maturity security portfolio that result in improved net investment income, credit risk or duration profiles as they pertain to our asset liability management. Realized gains and losses on sales are determined on the basis of specific identification of investments based on the trade date.

We review and analyze all investments on an ongoing basis for changes in market interest rates and credit deterioration. This review process includes analyzing our ability to recover the amortized cost basis of each investment that has a fair value that is materially lower than its amortized cost and requires a high degree of management judgment and involves uncertainty. The evaluation of securities for credit loss is a quantitative and qualitative process, which is subject to risks and uncertainties.

We have a policy and process to identify securities that could potentially have credit loss. This process involves monitoring market events and other items that could impact issuers. The evaluation includes but is not limited to such factors as:

•the extent to which the fair value has been less than amortized cost or cost;

•whether the issuer is current on all payments and all contractual payments have been made as agreed;

•the remaining payment terms and the financial condition and near-term prospects of the issuer;

•the lack of ability to refinance due to liquidity problems in the credit market;

•the fair value of any underlying collateral;

•the existence of any credit protection available;

•our intent to sell and whether it is more likely than not we would be required to sell prior to recovery for debt securities;

•consideration of rating agency actions; and

•changes in estimated cash flows of mortgage and asset backed securities.

We determine whether an allowance for credit loss should be established for debt securities by assessing pertinent facts and circumstances surrounding each security. Where the decline in fair value of debt securities is attributable to changes in market interest rates or to factors such as market volatility, liquidity and spread widening, and we anticipate recovery of all contractual or expected cash flows, we do not consider these investments to have credit loss because we do not intend to sell these investments and it is not more likely than not we will be required to sell these investments before a recovery of amortized cost, which may be maturity.

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If we intend to sell a debt security or if it is more likely than not that we will be required to sell a debt security before recovery of its amortized cost basis, credit loss has occurred and the difference between amortized cost and fair value will be recognized as a loss in operations.

If we do not intend to sell and it is not more likely than not we will be required to sell the debt security but also do not expect to recover the entire amortized cost basis of the security, a credit loss would be recognized in operations for the amount of the expected credit loss. We determine the amount of expected credit loss by calculating the present value of the cash flows expected to be collected discounted at each security's acquisition yield based on our consideration of whether the security was of high credit quality at the time of acquisition. The difference between the present value of expected future cash flows and the amortized cost basis of the security is the amount of credit loss recognized in operations. The recognized credit loss is limited to the total unrealized loss on the security (i.e., the fair value floor).

The determination of the credit loss component of a mortgage backed security is based on a number of factors. The primary consideration in this evaluation process is the issuer's ability to meet current and future interest and principal payments as contractually stated at time of purchase. Our review of these securities includes an analysis of the cash flow modeling under various default scenarios considering independent third party benchmarks, the seniority of the specific tranche within the structure of the security, the composition of the collateral and the actual default, loss severity and prepayment experience exhibited. With the input of third party assumptions for default projections, loss severity and prepayment expectations, we evaluate the cash flow projections to determine whether the security is performing in accordance with its contractual obligation.

We utilize models from a leading structured product software specialist serving institutional investors. These models incorporate each security's seniority and cash flow structure. In circumstances where the analysis implies a potential for principal loss at some point in the future, we use the "best estimate" cash flow projection discounted at the security's effective yield at acquisition to determine the amount of our potential credit loss associated with this security. The discounted expected future cash flows equates to our expected recovery value. Any shortfall of the expected recovery when compared to the amortized cost of the security will be recorded as credit loss.

The determination of the credit loss component of a corporate bond is based on the underlying financial performance of the issuer and their ability to meet their contractual obligations. Considerations in our evaluation include, but are not limited to, credit rating changes, financial statement and ratio analysis, changes in management, significant changes in credit spreads, breaches of financial covenants and a review of the economic outlook for the industry and markets in which they trade. In circumstances where an issuer appears unlikely to meet its future obligation, an estimate of credit loss is determined. Credit loss is calculated using default probabilities as derived from the credit default swaps markets in conjunction with recovery rates derived from independent third party analysis or a best estimate of credit loss. This credit loss rate is then incorporated into a present value calculation based on an expected principal loss in the future discounted at the yield at the date of purchase and compared to amortized cost to determine the amount of credit loss associated with the security.

We do not measure a credit loss allowance on accrued interest receivable as we write off any accrued interest receivable balance to net investment income in a timely manner when we have concerns regarding collectability.

Amounts on available for sale fixed maturities that are deemed to be uncollectible are written off and removed from the allowance for credit loss. A write-off may also occur if we intend to sell a security or when it is more likely than not we will be required to sell the security before the recovery of its amortized cost.

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The following table provides a rollforward of the allowance for credit loss:


























	Three Months Ended March 31, 2022
	United States Municipalities, States and Territories		Corporate Securities		Commercial Mortgage Backed Securities		Residential Mortgage Backed Securities		Other Asset Backed Securities		Total
	(Dollars in thousands)
Beginning balance	$	2,776	$	—	$	—	$	70	$	—	$	2,846
Additions for credit losses not previously recorded	—		3,825		—		336		—		4,161
Change in allowance on securities with previous allowance	(767)		—		—		337		—		(430)

Reduction for securities sold during the period	—		—		—		—		—		—


Ending balance	$	2,009	$	3,825	$	—	$	743	$	—	$	6,577

	Three Months Ended March 31, 2021
	United States Municipalities, States and Territories		Corporate Securities		Commercial Mortgage Backed Securities		Residential Mortgage Backed Securities		Other Asset Backed Securities		Total
	(Dollars in thousands)
Beginning balance	$	2,844	$	60,193	$	—	$	1,734	$	—	$	64,771
Additions for credit losses not previously recorded	—		705		—		111		—		816
Change in allowance on securities with previous allowance	(53)		1,327		—		(653)		—		621

Reduction for securities sold during the period	—		(6,510)		—		—		—		(6,510)


Ending balance	$	2,791	$	55,715	$	—	$	1,192	$	—	$	59,698

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4. Mortgage Loans on Real Estate

Our financing receivables consist of the following three portfolio segments: commercial mortgage loans, agricultural mortgage loans and residential mortgage loans. Our mortgage loan portfolios are summarized in the following table. There were commitments outstanding of $444.2 million at March 31, 2022.


	March 31, 2022		December 31, 2021
	(Dollars in thousands)
Commercial mortgage loans:
Principal outstanding	$	3,610,872	$	3,633,131
Deferred fees and costs, net	(4,873)		(4,629)
Amortized cost	3,605,999		3,628,502
Valuation allowance	(24,587)		(17,926)
Commercial mortgage loans, carrying value	3,581,412		3,610,576

Agricultural mortgage loans:
Principal outstanding	464,431		408,135
Deferred fees and costs, net	(1,344)		(1,136)
Amortized cost	463,087		406,999
Valuation allowance	(558)		(519)
Agricultural mortgage loans, carrying value	462,529		406,480

Residential mortgage loans:
Principal outstanding	1,669,897		1,652,910
Deferred fees and costs, net	1,432		1,468
Unamortized discounts and premiums, net	23,726		22,143
Amortized cost	1,695,055		1,676,521
Valuation allowance	(4,124)		(5,579)
Residential mortgage loans, carrying value	1,690,931		1,670,942
Mortgage loans, carrying value	$	5,734,872	$	5,687,998

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Our commercial mortgage loan portfolio consists of loans collateralized by the related properties and diversified as to property type, location and loan size. Our lending policies establish limits on the amount that can be loaned to one borrower and other criteria to attempt to reduce the risk of default. The commercial mortgage loan portfolio is summarized by geographic region and property type as follows:


	March 31, 2022				December 31, 2021
	Principal		Percent		Principal		Percent
	(Dollars in thousands)
Geographic distribution
East	$	596,667	16.5	%	$	614,406	16.9	%
Middle Atlantic	296,015		8.2	%	293,494		8.1	%
Mountain	459,562		12.7	%	452,818		12.5	%
New England	59,996		1.7	%	60,172		1.6	%
Pacific	884,983		24.5	%	863,879		23.8	%
South Atlantic	758,905		21.0	%	785,679		21.6	%
West North Central	225,801		6.3	%	235,864		6.5	%
West South Central	328,943		9.1	%	326,819		9.0	%
	$	3,610,872	100.0	%	$	3,633,131	100.0	%
Property type distribution
Office	$	353,011	9.8	%	$	315,374	8.7	%
Medical Office	10,688		0.3	%	10,827		0.3	%
Retail	997,613		27.6	%	1,016,101		28.0	%
Industrial/Warehouse	900,747		24.9	%	924,779		25.4	%
Apartment	850,404		23.6	%	864,580		23.8	%
Hotel	285,010		7.9	%	283,500		7.8	%
Mixed Use/Other	213,399		5.9	%	217,970		6.0	%
	$	3,610,872	100.0	%	$	3,633,131	100.0	%

Our agricultural mortgage loan portfolio consists of loans with an outstanding principal balance of $464.4 million and $408.1 million as of March 31, 2022 and December 31, 2021, respectively. These loans are collateralized by agricultural land and are diversified as to location within the United States. Our residential mortgage loan portfolio consists of loans with an outstanding principal balance of $1.7 billion and $1.7 billion as of March 31, 2022 and December 31, 2021, respectively. These loans are collateralized by the related properties and diversified as to location within the United States.

Mortgage loans on real estate are generally reported at cost adjusted for amortization of premiums and accrual of discounts, computed using the interest method and net of valuation allowances. Interest income is accrued on the principal amount of the loan based on the loan's contractual interest rate. Interest income is included in Net investment income on our consolidated statements of operations. Accrued interest receivable, which was $35.2 million and $37.0 million as of March 31, 2022 and December 31, 2021, respectively, is included in Accrued investment income on our consolidated balance sheets.

Loan Valuation Allowance

We establish a valuation allowance to provide for the risk of credit losses inherent in our mortgage loan portfolios. The valuation allowance is maintained at a level believed adequate by management to absorb estimated expected credit losses. The valuation allowance is based on amortized cost, which excludes accrued interest receivable. We do not measure a credit loss allowance on accrued interest receivable as we write off any uncollectible accrued interest receivable balances to net investment income in a timely manner. We did not charge off any uncollectible accrued interest receivable on our commercial, agricultural or residential mortgage loan portfolios for the three month periods ended March 31, 2022 or 2021, respectively.

The valuation allowances for each of our mortgage loan portfolios are estimated by deriving probability of default and recovery rate assumptions based on the characteristics of the loans in each portfolio, historical economic data and loss information, and current and forecasted economic conditions. Key loan characteristics impacting the estimate for our commercial mortgage loan portfolio include the current state of the borrower’s credit quality, which considers factors such as loan-to-value (“LTV”) and debt service coverage (“DSC”) ratios, loan performance, underlying collateral type, delinquency status, time to maturity, and original credit scores. Key loan characteristics impacting the estimate for our agricultural and residential mortgage loan portfolios include delinquency status, time to maturity, original credit scores and LTV ratios.

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The following table represents a rollforward of the valuation allowance on our mortgage loan portfolios:




















	Three Months Ended March 31, 2022
	Commercial		Agricultural		Residential		Total
	(Dollars in thousands)
Beginning allowance balance	$	(17,926)	$	(519)	$	(5,579)	$	(24,024)
Charge-offs	—		—		—		—
Recoveries	—		—		—		—
Change in provision for credit losses	(6,661)		(39)		1,455		(5,245)
Ending allowance balance	$	(24,587)	$	(558)	$	(4,124)	$	(29,269)

	Three Months Ended March 31, 2021
	Commercial		Agricultural		Residential		Total
	(Dollars in thousands)
Beginning allowance balance	$	(25,529)	$	(2,130)	$	(3,370)	$	(31,029)
Charge-offs	—		—		—		—
Recoveries	—		—		—		—
Change in provision for credit losses	(610)		1,691		1,434		2,515
Ending allowance balance	$	(26,139)	$	(439)	$	(1,936)	$	(28,514)

Charge-offs include allowances that have been established on loans that were satisfied either by taking ownership of the collateral or by some other means such as discounted pay-off or loan sale. When ownership of the property is taken it is recorded at the lower of the loan's carrying value or the property's fair value (based on appraised values) less estimated costs to sell. The real estate owned is recorded as a component of Other investments and the loan is recorded as fully paid, with any allowance for credit loss that has been established charged off. Fair value of the real estate is determined by third party appraisal. There is no real estate held in Other investments as of March 31, 2022 or December 31, 2021. Recoveries are situations where we have received a payment from the borrower in an amount greater than the carrying value of the loan (principal outstanding less specific allowance).

Credit Quality Indicators

We evaluate the credit quality of our commercial and agricultural mortgage loans by analyzing LTV and DSC ratios and loan performance. We evaluate the credit quality of our residential mortgage loans by analyzing loan performance.

LTV and DSC ratios for our commercial mortgage loans are originally calculated at the time of loan origination and are updated annually for each loan using information such as rent rolls, assessment of lease maturity dates and property operating statements, which are reviewed in the context of current leasing and in place rents compared to market leasing and market rents. A DSC ratio of less than 1.0 indicates that a property's operations do not generate sufficient income to cover debt payments. An LTV ratio in excess of 100% indicates the unpaid loan amount exceeds the value of the underlying collateral. All of our commercial mortgage loans that have a debt service coverage ratio of less than 1.0 are performing under the original contractual loan terms at March 31, 2022 and December 31, 2021.

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The amortized cost of our commercial mortgage loan portfolio by LTV and DSC ratios based on the most recent information collected was as follows at March 31, 2022 and December 31, 2021 (by year of origination):


	2022				2021				2020				2019				2018				Prior				Total
As of March 31, 2022:	Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV
Debt Service Coverage Ratio:	(Dollars in thousands)
Greater than or equal to 1.5	$	78,485	64	%	$	259,927	65	%	$	421,975	59	%	$	462,591	61	%	$	344,612	57	%	$	968,571	46	%	$	2,536,161	55	%
Greater than or equal to 1.2 and less than 1.5	—		—	%	12,698		67	%	58,438		65	%	127,455		69	%	95,119		67	%	251,192		60	%	544,902		64	%
Greater than or equal to 1.0 and less than 1.2	—		—	%	320,504		45	%	17,648		82	%	69,336		72	%	2,799		44	%	47,592		58	%	457,879		52	%
Less than 1.0	12,491		60	%	—		—	%	3,240		60	%	3,614		50	%	13,948		76	%	33,764		61	%	67,057		63	%
Total	$	90,976	63	%	$	593,129	54	%	$	501,301	61	%	$	662,996	64	%	$	456,478	60	%	$	1,301,119	50	%	$	3,605,999	56	%


	2021				2020				2019				2018				2017				Prior				Total
As of December 31, 2021:	Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV
Debt Service Coverage Ratio:
Greater than or equal to 1.5	$	260,623	64	%	$	454,828	60	%	$	464,059	61	%	$	344,170	58	%	$	246,854	52	%	$	758,494	45	%	$	2,529,028	55	%
Greater than or equal to 1.2 and less than 1.5	12,836		67	%	58,960		66	%	128,301		70	%	89,293		66	%	135,818		66	%	129,833		57	%	555,041		65	%
Greater than or equal to 1.0 and less than 1.2	318,636		45	%	17,762		82	%	69,684		72	%	11,937		75	%	6,343		60	%	42,125		58	%	466,487		53	%
Less than 1.0	—		—	%	3,289		61	%	26,147		63	%	14,051		76	%	13,385		73	%	21,074		54	%	77,946		65	%
Total	$	592,095	54	%	$	534,839	61	%	$	688,191	64	%	$	459,451	60	%	$	402,400	58	%	$	951,526	47	%	$	3,628,502	56	%

LTV and DSC ratios for our agricultural mortgage loans are calculated at the time of loan origination and are evaluated annually for each loan using land value averages. A DSC ratio of less than 1.0 indicates that a property's operations do not generate sufficient income to cover debt payments. An LTV ratio in excess of 100% indicates the unpaid loan amount exceeds the value of the underlying collateral. All of our agricultural mortgage loans that have a debt service coverage ratio of less than 1.0 are performing under the original contractual loan terms at March 31, 2022 and December 31, 2021.

The amortized cost of our agricultural mortgage loan portfolio by LTV and DSC ratios based on the most recent information collected was as follows at March 31, 2022 and December 31, 2021 (by year of origination):


	2022				2021				2020				2019				2018				Prior				Total
As of March 31, 2022:	Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV
Debt Service Coverage Ratio:	(Dollars in thousands)
Greater than or equal to 1.5	$	37,099	37	%	$	62,058	53	%	$	78,431	56	%	$	11,553	48	%	$	25,000	11	%	$	—	—	%	$	214,141	46	%
Greater than or equal to 1.2 and less than 1.5	22,719		55	%	95,201		55	%	101,189		42	%	3,301		22	%	—		—	%	—		—	%	222,410		48	%
Greater than or equal to 1.0 and less than 1.2	6,925		76	%	7,357		43	%	4,064		36	%	1,434		43	%	—		—	%	—		—	%	19,780		53	%
Less than 1.0	—		—	%	—		—	%	6,756		46	%	—		—	%	—		—	%	—		—	%	6,756		46	%
Total	$	66,743	47	%	$	164,616	54	%	$	190,440	48	%	$	16,288	43	%	$	25,000	11	%	$	—	—	%	$	463,087	48	%


	2021				2020				2019				2018				2017				Prior				Total
As of December 31, 2021:	Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV		Amortized Cost		Average LTV
Debt Service Coverage Ratio:
Greater than or equal to 1.5	$	62,548	54	%	$	80,919	56	%	$	11,645	49	%	$	25,000	11	%	$	—	—	%	$	—	—	%	$	180,112	49	%
Greater than or equal to 1.2 and less than 1.5	95,738		55	%	102,958		43	%	3,335		22	%	—		—	%	—		—	%	—		—	%	202,031		48	%
Greater than or equal to 1.0 and less than 1.2	7,478		44	%	4,092		36	%	4,734		50	%	—		—	%	—		—	%	—		—	%	16,304		44	%
Less than 1.0	—		—	%	8,552		59	%	—		—	%	—		—	%	—		—	%	—		—	%	8,552		59	%
Total	$	165,764	54	%	$	196,521	49	%	$	19,714	45	%	$	25,000	11	%	$	—	—	%	$	—	—	%	$	406,999	48	%

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We closely monitor loan performance for our commercial, agricultural and residential mortgage loan portfolios. Aging of financing receivables is summarized in the following table (by year of origination):


	2022		2021		2020		2019		2018		Prior		Total
As of March 31, 2022:	(Dollars in thousands)
Commercial mortgage loans
Current	$	90,976	$	593,129	$	501,301	$	662,996	$	456,478	$	1,301,119	$	3,605,999
30 - 59 days past due	—		—		—		—		—		—		—
60 - 89 days past due	—		—		—		—		—		—		—
Over 90 days past due	—		—		—		—		—		—		—
Total commercial mortgage loans	$	90,976	$	593,129	$	501,301	$	662,996	$	456,478	$	1,301,119	$	3,605,999

Agricultural mortgage loans
Current	$	66,743	$	164,616	$	190,440	$	16,288	$	25,000	$	—	$	463,087
30 - 59 days past due	—		—		—		—		—		—		—
60 - 89 days past due	—		—		—		—		—		—		—
Over 90 days past due	—		—		—		—		—		—		—
Total agricultural mortgage loans	$	66,743	$	164,616	$	190,440	$	16,288	$	25,000	$	—	$	463,087

Residential mortgage loans
Current	$	172,104	$	1,002,004	$	332,075	$	48,951	$	9,669	$	572	$	1,565,375
30 - 59 days past due	47,750		12,618		14,235		14,311		—		—		88,914
60 - 89 days past due	—		21,040		5,133		101		2,029		—		28,303
Over 90 days past due	—		5,194		7,269		—		—		—		12,463
Total residential mortgage loans	$	219,854	$	1,040,856	$	358,712	$	63,363	$	11,698	$	572	$	1,695,055


	2021		2020		2019		2018		2017		Prior		Total
As of December 31, 2021:	(Dollars in thousands)
Commercial mortgage loans
Current	$	592,095	$	534,839	$	688,191	$	459,451	$	402,400	$	951,526	$	3,628,502
30 - 59 days past due	—		—		—		—		—		—		—
60 - 89 days past due	—		—		—		—		—		—		—
Over 90 days past due	—		—		—		—		—		—		—
Total commercial mortgage loans	$	592,095	$	534,839	$	688,191	$	459,451	$	402,400	$	951,526	$	3,628,502

Agricultural mortgage loans
Current	$	165,764	$	196,521	$	19,714	$	25,000	$	—	$	—	$	406,999
30 - 59 days past due	—		—		—		—		—		—		—
60 - 89 days past due	—		—		—		—		—		—		—
Over 90 days past due	—		—		—		—		—		—		—
Total agricultural mortgage loans	$	165,764	$	196,521	$	19,714	$	25,000	$	—	$	—	$	406,999

Residential mortgage loans
Current	$	1,092,438	$	454,532	$	67,380	$	16,898	$	751	$	—	$	1,631,999
30 - 59 days past due	10,284		12,363		11,373		427		—		—		34,447
60 - 89 days past due	1,838		1,090		102		—		—		—		3,030
Over 90 days past due	679		5,459		907		—		—		—		7,045
Total residential mortgage loans	$	1,105,239	$	473,444	$	79,762	$	17,325	$	751	$	—	$	1,676,521

Commercial, agricultural and residential mortgage loans are considered nonperforming when they become 90 days or more past due. When loans become nonperforming, we place them on non-accrual status and discontinue recognizing interest income. If payments are received on a nonperforming loan, interest income is recognized to the extent it would have been recognized if normal principal and interest would have been received timely. If payments are received to bring a nonperforming loan back to less than 90 days past due, we will resume accruing interest income on that loan. There were 34 loans in non-accrual status at March 31, 2022 and 13 loan in non-accrual status at December 31, 2021. During the three months ended March 31, 2022 and 2021 we recognized no interest income on loans which were in non-accrual status at the respective period end.

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Troubled Debt Restructuring

A Troubled Debt Restructuring ("TDR") is a situation where we have granted a concession to a borrower for economic or legal reasons related to the borrower's financial difficulties that we would not otherwise consider. A mortgage loan that has been granted new terms, including workout terms as described previously, would be considered a TDR if it meets conditions that would indicate a borrower is experiencing financial difficulty and the new terms constitute a concession on our part. We analyze all loans where we have agreed to workout terms and all loans that we have refinanced to determine if they meet the definition of a TDR. We consider the following factors in determining whether or not a borrower is experiencing financial difficulty:

•borrower is in default,

•borrower has declared bankruptcy,

•there is growing concern about the borrower's ability to continue as a going concern,

•borrower has insufficient cash flows to service debt,

•borrower's inability to obtain funds from other sources, and

•there is a breach of financial covenants by the borrower.

If the borrower is determined to be in financial difficulty, we consider the following conditions to determine if the borrower is granted a concession:

•assets used to satisfy debt are less than our recorded investment,

•interest rate is modified,

•maturity date extension at an interest rate less than market rate,

•capitalization of interest,

•delaying principal and/or interest for a period of three months or more, and

•partial forgiveness of the balance or charge-off.

Mortgage loan workouts, refinances or restructures that are classified as TDRs are individually evaluated and measured for impairment. There were no mortgage loans that we determined to be a TDR at March 31, 2022 and December 31, 2021.

5. Variable Interest Entities

We have relationships with various types of entities which may be VIEs. Certain VIEs are consolidated in our financial results.

Consolidated Variable Interest Entities

We are invested in two entities that invest in real estate properties. One is an investment company real estate limited partnership which owns various limited liability companies that invest in residential real estate properties and the other is an investment company real estate limited liability company that invests in multifamily real estate properties. Both entities are VIEs as each legal entity’s equity investors have insufficient equity at risk and lack of power to direct the activities that most significantly impact the economic performance of each entity. We determined we are the primary beneficiary of both entities as a result of our power to control the entities through our significant ownership. Due to the nature of these real estate investments, the investment balance will fluctuate based on changes in the fair value of the properties as well as when purchases and sales of properties are made.

We are invested in two limited partnership feeder funds which each invest in a separate limited partnership fund. One fund holds infrastructure credit assets and the other holds tech-centric middle-market loans. In both cases, the feeder fund limited partnerships are VIEs, and we determined we are the primary beneficiary as a result of our significant ownership of the limited partnerships and our obligation to absorb losses or receive benefits from the VIEs. We have consolidated the assets and liabilities of the limited partnerships, which primarily consist of an equity interest in a limited partnership.

The carrying amounts of our consolidated VIE assets, which can only be used to settle obligations of the consolidated VIEs, and liabilities of consolidated VIEs for which creditors do not have recourse were as follows:


	March 31, 2022				December 31, 2021
	Total Assets		Total Liabilities		Total Assets		Total Liabilities
	(Dollars in thousands)
Real estate investments	$	543,435	$	64,598	$	363,229	$	20,168
Limited partnership funds	350,621		—		168,711		—
	$	894,056	$	64,598	$	531,940	$	20,168

Unconsolidated Variable Interest Entities

We provided debt funding to special purpose vehicles, which is used to acquire and hold loans made to middle market companies. These legal entities are deemed VIEs because there is insufficient equity at risk. We have determined we are not the primary beneficiary as we do not control the activities that most significantly impact the economic performance of the VIEs. Our investments in these VIEs are reported in Fixed maturity securities, available for sale in the Consolidated Balance Sheets.

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We provided funding to a limited partnership which purchased a residential business purpose loan originator. The limited partnership was deemed a VIE, however, we are not the primary beneficiary due to our lack of control of the limited partnership. Our investment in this VIE is reported in Other investments in the Consolidated Balance Sheets.

The carrying value and maximum loss exposure for our unconsolidated VIEs were as follows:


	March 31, 2022				December 31, 2021
	Asset Carrying Value		Maximum Exposure to Loss		Asset Carrying Value		Maximum Exposure to Loss
	(Dollars in thousands)
Fixed maturity securities, available for sale	$	481,348	$	481,348	$	459,681	$	459,681
Other investments	345,000		345,000		345,000		345,000

6. Derivative Instruments

None of our derivatives qualify for hedge accounting, thus, any change in the fair value of the derivatives is recognized immediately in the consolidated statements of operations. The fair value of our derivative instruments, including derivative instruments embedded in fixed index annuity contracts, presented in the consolidated balance sheets are as follows:


	March 31, 2022		December 31, 2021
	(Dollars in thousands)
Assets
Derivative instruments
Call options	$	640,578	$	1,276,574
Warrants	1,835		906
	$	642,413	$	1,277,480

Liabilities
Policy benefit reserves - annuity products
Fixed index annuities - embedded derivatives, net	$	6,770,915	$	7,964,961
Funds withheld for reinsurance liabilities
Reinsurance related embedded derivative	(204,806)		(2,362)
	$	6,566,109	$	7,962,599

The changes in fair value of derivatives included in the unaudited consolidated statements of operations are as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Change in fair value of derivatives:
Call options		$	(478,448)	$	396,276
Warrants		929		29
		$	(477,519)	$	396,305
Change in fair value of embedded derivatives:
Fixed index annuities - embedded derivatives		$	(1,308,123)	$	(377,121)
Other changes in difference between policy benefit reserves computed using derivative accounting vs. long-duration contracts accounting		116,918		94,708
Reinsurance related embedded derivative		(202,444)		—
		$	(1,393,649)	$	(282,413)

The amounts presented as "Other changes in difference between policy benefit reserves computed using derivative accounting vs. long-duration contracts accounting" represents the total change in the difference between policy benefit reserves for fixed index annuities computed under the derivative accounting standard and the long-duration contracts accounting standard at each balance sheet date, less the change in fair value of our fixed index annuities embedded derivatives that is presented as Level 3 liabilities in Note 2 - Fair Values of Financial Instruments.

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We have fixed index annuity products that guarantee the return of principal to the policyholder and credit interest based on a percentage of the gain in a specified market index. When fixed index annuity deposits are received, a portion of the deposit is used to purchase derivatives consisting of call options on the applicable market indices to fund the index credits due to fixed index annuity policyholders. Substantially all such call options are one year options purchased to match the funding requirements of the underlying policies. The call options are marked to fair value with the change in fair value included as a component of revenues. The change in fair value of derivatives includes the gains or losses recognized at the expiration of the option term and the changes in fair value for open positions. On the respective anniversary dates of the index policies, the index used to compute the index credit is reset and we purchase new call options to fund the next index credit. We manage the cost of these purchases through the terms of our fixed index annuities, which permit us to change caps, participation rates, and/or asset fees, subject to guaranteed minimums on each policy's anniversary date. By adjusting caps, participation rates, or asset fees, we can generally manage option costs except in cases where the contractual features would prevent further modifications.

Our strategy attempts to mitigate potential risk of loss due to the nonperformance of the counterparties to these call options through a regular monitoring process which evaluates the program's effectiveness. We do not purchase call options that would require payment or collateral to another institution and our call options do not contain counterparty credit-risk-related contingent features. We are exposed to risk of loss in the event of nonperformance by the counterparties and, accordingly, we purchase our option contracts from multiple counterparties and evaluate the creditworthiness of all counterparties prior to purchase of the contracts. All non-exchange traded options have been purchased from nationally recognized financial institutions with a Standard and Poor's credit rating of A- or higher at the time of purchase and the maximum credit exposure to any single counterparty is subject to concentration limits. We also have credit support agreements that allow us to request the counterparty to provide collateral to us when the fair value of our exposure to the counterparty exceeds specified amounts.

The notional amount and fair value of our call options by counterparty and each counterparty's current credit rating are as follows:


			March 31, 2022				December 31, 2021
Counterparty	Credit Rating (S&P)	Credit Rating (Moody's)	Notional Amount		Fair Value		Notional Amount		Fair Value
			(Dollars in thousands)
Bank of America	A+	Aa2	$	3,392,015	$	25,419	$	3,556,256	$	99,229
Barclays	A	A1	4,021,050		96,179		4,213,658		157,865
Canadian Imperial Bank of Commerce	A+	Aa2	3,496,022		78,800		3,956,329		141,540
Citibank, N.A.	A+	Aa3	2,573,024		16,407		3,190,833		115,860
Credit Suisse	A+	A1	3,655,865		40,370		3,716,868		113,295
J.P. Morgan	A+	Aa2	5,181,335		47,659		4,482,832		105,899
Morgan Stanley	A+	Aa3	2,911,156		11,199		2,223,743		47,950
Royal Bank of Canada	AA-	A1	4,247,259		85,839		3,567,972		100,472
Societe Generale	A	A1	2,373,286		39,953		2,548,072		86,494
Truist	A	A2	2,170,979		52,640		2,547,808		94,924
Wells Fargo	A+	Aa2	5,917,801		141,532		5,820,381		206,403
Exchange traded			281,721		4,581		266,601		6,643
			$	40,221,513	$	640,578	$	40,091,353	$	1,276,574

As of March 31, 2022 and December 31, 2021, we held $0.7 billion and $1.3 billion, respectively, of cash and cash equivalents and other investments from counterparties for derivative collateral, which is included in Other liabilities on our Consolidated Balance Sheets. This derivative collateral limits the maximum amount of economic loss due to credit risk that we would incur if parties to the call options failed completely to perform according to the terms of the contracts to $4.6 million and $8.5 million at March 31, 2022 and December 31, 2021, respectively.

The future index credits on our fixed index annuities are treated as a "series of embedded derivatives" over the expected life of the applicable contract. We do not purchase call options to fund the index liabilities which may arise after the next policy anniversary date. We must value both the call options and the related forward embedded options in the policies at fair value.

We cede certain fixed index annuity product liabilities to a third party reinsurer on a modified coinsurance basis which results in an embedded derivative. The obligation to pay the total return on the assets supporting liabilities associated with this reinsurance agreement represents a total return swap. The fair value of the total return swap is based on the unrealized gains and losses of the underlying assets held in the modified coinsurance portfolio. The reinsurance related embedded derivative is reported in Funds withheld for reinsurance liabilities on the Consolidated Balance Sheets and the change in the fair value of the embedded derivative is reported in Change in fair value of embedded derivatives on the Consolidated Statements of Operations.

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7. Notes Payable

Notes payable includes the following:


	March 31, 2022		December 31, 2021
	(Dollars in thousands)
Senior notes due 2027
Principal	$	500,000	$	500,000
Unamortized debt issue costs	(3,371)		(3,537)
Unamortized discount	(204)		(213)






	$	496,425	$	496,250

On June 16, 2017, we issued $500 million aggregate principal amount of senior unsecured notes due 2027 which bear interest at 5.0% per year and will mature on June 15, 2027 (the "2027 Notes"). The 2027 Notes were issued at a $0.3 million discount, which is being amortized over the term of the 2027 Notes using the effective interest method. Contractual interest is payable semi-annually in arrears each June 15th and December 15th. The initial transaction fees and costs totaling $5.8 million were capitalized as deferred financing costs and are being amortized over the term of the 2027 Notes using the effective interest method.

8. Commitments and Contingencies

We are occasionally involved in litigation, both as a defendant and as a plaintiff. In addition, state and federal regulatory bodies, such as state insurance departments, the Securities and Exchange Commission ("SEC") and the Department of Labor, regularly make inquiries and conduct examinations or investigations concerning our compliance with, among other things, insurance laws, securities laws and the Employee Retirement Income Security Act of 1974, as amended.

In accordance with applicable accounting guidelines, we establish an accrued liability for litigation and regulatory matters when those matters present loss contingencies that are both probable and estimable. As a litigation or regulatory matter is developing we, in conjunction with outside counsel, evaluate on an ongoing basis whether the matter presents a loss contingency that meets conditions indicating the need for accrual and/or disclosure, and if not, the matter will continue to be monitored for further developments. If and when the loss contingency related to litigation or regulatory matters is deemed to be both probable and estimable, we will establish an accrued liability with respect to that matter and will continue to monitor the matter for further developments that may affect the amount of the accrued liability.

There can be no assurance that any pending or future litigation will not have a material adverse effect on our business, financial condition, or results of operations.

In addition to our commitments to fund mortgage loans, we have unfunded commitments at March 31, 2022 to limited partnerships of $1.2 billion and to fixed maturity securities of $13.4 million.

Through our FHLB membership, we have issued funding agreements to the FHLB in exchange for cash advances. As of March 31, 2022, we had $200.0 million of FHLB funding agreements outstanding. We are required to provide collateral in excess of the funding agreement amounts outstanding. The fixed maturity security investments pledged for collateral had a fair value of $940.7 million at March 31, 2022.

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9. Earnings Per Common Share and Stockholders' Equity

Earnings Per Common Share

The following table sets forth the computation of earnings per common share and earnings per common share - assuming dilution:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands, except per share data)
Numerator:
Net income available to common stockholders - numerator for earnings per common share		$	555,304	$	271,765

Denominator:
Weighted average common shares outstanding		96,866,125		95,734,851
Effect of dilutive securities:
Stock options and deferred compensation agreements		612,265		181,054
Restricted stock and restricted stock units		474,923		299,760
Denominator for earnings per common share - assuming dilution		97,953,313		96,215,665

Earnings per common share		$	5.73	$	2.84
Earnings per common share - assuming dilution		$	5.67	$	2.82

There were no options to purchase shares of our common stock outstanding excluded from the computation of diluted earnings per common share during the three months ended March 31, 2022, as the exercise price of all options outstanding was less than the average market price of our common shares. During the three months ended March 31, 2021, there were 100,000 options to purchase shares of our common stock outstanding, with an exercise price of $30.50, excluded from the computation of diluted earnings per share.

Stockholders' Equity

On June 10, 2020, we issued 12,000 shares of 6.625% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series B ("Series B") with a $1.00 par value per share and a liquidation preference of $25,000 per share, for aggregate net proceeds of $290.3 million.

On November 21, 2019 we issued 16,000 shares of 5.95% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series A ("Series A") with a $1.00 par value per share and a liquidation preference of $25,000 per share, for aggregate net proceeds of $388.9 million.

Dividends on the Series A and Series B preferred stock are payable on a non-cumulative basis only when, as and if declared, quarterly in arrears on the first day of March, June, September and December of each year, commencing on March 1, 2020 for Series A and on December 1, 2020 for Series B. For the three months ended March 31, 2022, we paid dividends totaling $5.9 million on the Series A preferred stock and $5.0 million on the Series B preferred stock, respectively. For the three months ended March 31, 2021, we paid dividends totaling $5.9 million on the Series A preferred stock and $5.0 million on the Series B preferred stock, respectively. The Series A and Series B preferred stock rank senior to our common stock with respect to dividends, to the extent declared, and in liquidation, to the extent of the liquidation preference. The Series A and Series B preferred stock are not subject to any mandatory redemption, sinking fund, retirement fund, purchase fund or similar provisions.

Brookfield Asset Management Equity Investment

On October 18, 2020, we announced an agreement with Brookfield Asset Management, Inc. and its affiliated entities (collectively, "Brookfield") under which Brookfield would acquire up to a 19.9% ownership interest of common stock in the Company. The equity investment by Brookfield took place in two stages: an initial purchase of a 9.9% equity interest at $37.00 per share which closed on November 30, 2020 with Brookfield purchasing 9,106,042 shares, and a second purchase of an additional 6,775,000 shares which were issued to Brookfield at $37.33 per share in January of 2022 as regulatory approval related to the second equity investment was received in December of 2021. Brookfield also received the right to nominate one candidate for the Company’s Board of Directors following the initial equity investment.

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Share Repurchase Program

From the 2020 inception of the share repurchase program through March 31, 2022, we have repurchased approximately 13.6 million shares of our common stock at an average price of $32.73 per common share, including 4.5 million shares repurchased during the first quarter of 2022. As of March 31, 2022, we had $556 million remaining under our share repurchase program. Through April 30, 2022, we have repurchased approximately 15.3 million shares of our common shares at an average price of $33.43 per common share and have approximately $489 million remaining under our share repurchase program.

Treasury Stock

As of March 31, 2022, we held 14,326,518 shares of treasury stock with a carrying value of $438.6 million. As of December 31, 2021, we held 9,936,715 shares of treasury stock with a carrying value of $260.6 million.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's discussion and analysis reviews our unaudited consolidated financial position at March 31, 2022, and the unaudited consolidated results of operations for the three month periods ended March 31, 2022 and 2021, and where appropriate, factors that may affect future financial performance. This analysis should be read in conjunction with our unaudited consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q, and the audited consolidated financial statements, notes thereto and selected consolidated financial data appearing in our Annual Report on Form 10-K for the year ended December 31, 2021. Interim operating results for the three months ended March 31, 2022 are not necessarily indicative of the results expected for the entire year. Preparation of financial statements requires use of management estimates and assumptions.

Cautionary Statement Regarding Forward-Looking Information

All statements, trend analysis and other information contained in this report and elsewhere (such as in filings by us with the SEC, press releases, presentations by us or management or oral statements) may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. Forward-looking statements give expectations or forecasts of future events and do not relate strictly to historical or current facts. They may relate to markets for our products, trends in our operations or financial results, strategic alternatives, future operations, strategies, plans, partnerships, investments, share buybacks and other financial developments. They use words and terms such as anticipate, assume, believe, can, continue, could, enable, estimate, expect, foreseeable, goal, improve, intend, likely, may, model, objective, opportunity, outlook, plan, potential, project, risk seek, should, strategy, sustainable, target, will, would, and other words and terms of similar meaning or that are otherwise tied to future periods or future performance, in each case in all forms of speech and derivative forms, or similar words, as well as any projections of future events or results. Forward-looking statements, by their nature, are subject to a variety of assumptions, risks, and uncertainties that could cause actual results to differ materially from the results projected. Many of these risks and uncertainties cannot be controlled by the Company. Factors that may cause our actual decisions or results to differ materially from those contemplated by these forward-looking statements include, among other things:

• results differing from assumptions, estimates, and models.

• interest rate condition changes.

• investment losses or failures to grow as quickly as expected due to market, credit, liquidity, concentration, default, and other risks.

• option costs increases.

• counterparty credit risks.

• third parties service-provider failures to perform or to comply with legal or regulatory requirements.

• poor attraction and retention of customers or distributors due to competitors’ greater resources, broader array of products, and higher ratings.

• information technology and communication systems failures or security breaches.

• credit or financial strength downgrades.

• inability to raise additional capital to support our business and sustain our growth on favorable terms.

• U.S. and global capital market and economic deterioration due to major public health issues, including the COVID-19 pandemic, political or social developments, or otherwise.

• failure to authorize and pay dividends on our preferred stock.

• subsidiaries’ inability to pay dividends or make other payments to us.

• failure at reinsurance, investment management, or third-party capital arrangements.

• failure to prevent excessive risk-taking.

• failure of policies and procedures to protect from operational risks.

• increased litigation, regulatory examinations, and tax audits.

• changes to laws, regulations, accounting, and benchmarking standards.

• takeover or combination delays or deterrence by laws, corporate governance documents, or change-in-control agreements.

• effects of climate changes, or responses to it.

• failure of efforts to meet environmental, social, and governance standards and to enhance sustainability.

For a detailed discussion of these and other factors that might affect our performance, see Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2021. Forward-looking statements speak only as of the date the statement was made and the Company undertakes no obligation to update such forward-looking statements. There can be no assurance that other factors not currently disclosed or anticipated by the Company will not materially adversely affect our results of operations or plans. Investors are cautioned not to place undue reliance on any forward-looking statements made by us or on our behalf.

Our Business and Profitability

We specialize in the sale of individual annuities (primarily fixed and fixed index deferred annuities) through independent marketing organizations ("IMOs"), agents, banks and broker-dealers. Fixed and fixed index annuities are an important product for Americans looking to fund their retirement needs as annuities have the ability to provide retirees a paycheck for life.

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Under U.S. GAAP, premium collections for deferred annuities are reported as deposit liabilities instead of as revenues. Similarly, cash payments to policyholders are reported as decreases in the liabilities for policyholder account balances and not as expenses. Sources of revenues for products accounted for as deposit liabilities are net investment income, surrender charges assessed against policy withdrawals and fees deducted from policyholder account balances for lifetime income benefit riders, net realized gains (losses) on investments and changes in fair value of derivatives. Components of expenses for products accounted for as deposit liabilities are interest sensitive and index product benefits (primarily interest credited to account balances and changes in the liability for lifetime income benefit riders), changes in fair value of embedded derivatives, amortization of deferred sales inducements and deferred policy acquisition costs, other operating costs and expenses and income taxes.

Our profitability depends in large part upon:

•the amount of assets under our management,

•investment spreads we earn on our policyholder account balances,

•our ability to manage our investment portfolio to maximize returns and minimize risks such as interest rate changes and defaults or credit losses,

•our ability to appropriately price for lifetime income benefit riders offered on certain of our fixed rate and fixed index annuity policies,

•our ability to manage interest rates credited to policyholders and costs of the options purchased to fund the annual index credits on our fixed index annuities,

•our ability to manage the costs of acquiring new business (principally commissions paid to agents and distribution partners and bonuses credited to policyholders),

•our ability to manage our operating expenses, and

•income taxes.

While the business looks considerably different today than it did when it was started back in 1995, the themes have been consistent. We offer our customers simple fixed and fixed index annuity products, which we primarily sell through independent insurance agents in the IMO distribution channel. We have consistently been a leader in the IMO market. We benefit from two secular trends: the demographic trends of people retiring or getting close to retirement who want to accumulate wealth through index based investing while protecting their principal and the need of retirees and pre-retirees to have a way to deaccumulate their wealth into income for life. A traditional brokerage based equity bond portfolio can’t really meet these unique needs, but a fixed index annuity can as part of holistic financial plan. Finally, there is a scarcity value to what we do: that is originating billions of dollars of annuity funding each year at scale from the IMO channel, which is generally longer term funding than that achieved through sales in the bank and broker dealer channel.

In the past decade, the fixed and fixed index annuity market has seen many new entrants and as a result has become more competitive. Adding to that, low interest rates have made it more difficult for traditional, core investment grade fixed income asset allocations to support return expectations on annuity liabilities.

With these changes in the macro environment, we began to implement an updated strategy, referred to as AEL 2.0, after having undertaken a thorough review of our business in 2020. AEL 2.0 is designed to capitalize on the scarcity value of our annuity origination and couple it with an “open architecture” investment management platform for investing the annuity assets. Our approach to investment management is to partner with best in class investment management firms across a wide array of asset classes and capture part of the asset management value chain economics for our shareholders. This will enable us to operate at the intersection of both asset management and insurance. Our updated strategy focuses on four key pillars: Go-to-Market, Investment Management, Capital Structure and Foundational Capabilities.

During the first quarter of 2022, we continued to make significant progress in the execution of the AEL 2.0 strategy. Key areas of progress include the following:

•We transitioned the management of assets for our Bermuda reinsurer to Conning, Inc. In addition, we continued to re-tool our investment management platform, expanded our underwriting and risk capital allocation lens for additional sectors, and expanded our capabilities in multi-family real estate investing through a new joint venture. We also continued to create and expand relationships with specialty asset managers to target certain sub-sectors and began leveraging those partnerships to invest in private assets. As of March 31, 2022, we have approximately $8.4 billion invested in private assets with a clear path to our goal of ramping to a 30% to 40% allocation to private assets over time.

•We executed an agreement with North End Re (Cayman) SPC (“North End Re”), a wholly owned subsidiary of Brookfield Reinsurance to expand our income products that will fund the additional $6 billion in capacity that exists under the reinsurance treaty signed with North End Re in 2021.

•We repurchased 4.5 million shares of Company common stock at an average price of $39.29.

•We established a new five-year credit agreement for $300 million in unsecured delayed draw term loan commitments. This agreement is part of our plans for access to liquidity for general corporate purposes as we continue to implement AEL 2.0. There have been no loans drawn on this agreement to date.

In the next few years, we expect to migrate to a capital efficient business model with increased fee-like earnings. We will scale our investments into higher returning private assets, grow reinsured liabilities to side-cars to grow return on asset earnings, and write new business that converts us from the traditional spread based return on equity model to a “fee like” return on assets model through reinsurance.

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During the first quarter of 2022, an additional 6,775,000 shares were issued to Brookfield at $37.33 per share, the Company's adjusted book value as of September 30, 2021. The additional issuance increased Brookfield's total combined ownership to approximately 16% of the Company's common stock.

On October 18, 2020, the Company's Board of Directors approved a $500 million share repurchase program. On November 19, 2021, the Company's Board of Directors authorized the repurchase of an additional $500 million of Company common stock. The purpose of the share repurchase program is to both offset dilution from the issuance of shares to Brookfield and to institute a regular capital return program for shareholders. From the 2020 inception of the share repurchase program through March 31, 2022, we have repurchased approximately 13.6 million shares of our common stock at an average price of $32.73 per common share. Through April 30, 2022, we have repurchased approximately 15.3 million shares of our common shares at an average price of $33.43 per common share and have approximately $489 million remaining under our share repurchase program.

Earnings from products accounted for as deposit liabilities are primarily generated from the excess of net investment income earned over the interest credited or the cost of providing index credits to the policyholder, or the "investment spread." Our investment spread is summarized as follows:


	Three Months Ended March 31,
		2022	2021
Average yield on invested assets		4.15%	3.58%
Aggregate cost of money		1.64%	1.58%
Aggregate investment spread		2.51%	2.00%

Impact of:
Investment yield - additional prepayment income		0.03%	0.11%
Cost of money benefit from over hedging		0.03%	0.02%

The cost of money for fixed index annuities and average crediting rates for fixed rate annuities are computed based upon policyholder account balances and do not include the impact of amortization of deferred sales inducements. See Critical Accounting Policies - Deferred Policy Acquisition Costs and Deferred Sales Inducements included in Management's Discussion and Analysis in our Annual Report on Form 10-K for the year ended December 31, 2021. With respect to our fixed index annuities, the cost of money includes the average crediting rate on amounts allocated to the fixed rate strategy and expenses we incur to fund the annual index credits. Proceeds received upon expiration of call options purchased to fund annual index credits are recorded as part of the change in fair value of derivatives, and are largely offset by an expense for interest credited to annuity policyholder account balances. See Critical Accounting Policies - Policy Liabilities for Fixed Index Annuities and Financial Condition - Derivative Instruments included in Management's Discussion and Analysis in our Annual Report on Form 10-K for the year ended December 31, 2021.

Average yield on invested assets increased primarily as a result of strong returns on partnerships and other mark to market assets, lower cash balances and the ramp in private assets partly offset by lower prepayment income. See Net investment income. The aggregate cost of money increased primarily due to an increase in options costs as compared to the prior period. We have the flexibility to reduce our crediting rates if necessary and could decrease our cost of money by approximately 68 basis points if we reduce current rates to guaranteed minimums.

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Results of Operations for the Three Months Ended March 31, 2022 and 2021

Annuity deposits by product type collected during the three months ended March 31, 2022 and 2021, were as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
American Equity Investment Life Insurance Company:
Fixed index annuities		$	755,980	$	516,995
Annual reset fixed rate annuities		1,062		2,167
Multi-year fixed rate annuities		2,345		787,192
Single premium immediate annuities		13,453		13,959
		772,840		1,320,313
Eagle Life Insurance Company:
Fixed index annuities		126,754		148,836
Annual reset fixed rate annuities		7		162
Multi-year fixed rate annuities		2,340		965,425
		129,101		1,114,423
Consolidated:
Fixed index annuities		882,734		665,831
Annual reset fixed rate annuities		1,069		2,329
Multi-year fixed rate annuities		4,685		1,752,617
Single premium immediate annuities		13,453		13,959
Total before coinsurance ceded		901,941		2,434,736
Coinsurance ceded		213,563		3,048
Net after coinsurance ceded		$	688,378	$	2,431,688

Annuity deposits before and after coinsurance ceded decreased 63% and 72%, respectively, during the first quarter of 2022 compared to the same period in 2021. The decrease in sales for the three months ended March 31, 2022 compared to the same period in 2021 was driven by a reduction in sales of multi-year fixed rate annuity products at both American Equity Life and Eagle Life. Sales of fixed index annuities increased by 33% as compared to the same period in 2021. The growth in fixed index annuity sales follows the product refreshes at both American Equity Life and Eagle Life during the second half of 2021. Our 2022 sales strategy is to focus on sales of fixed index annuities.

Prior to January 1, 2021, we had been ceding 80% of the annuity deposits received from certain multi-year rate guaranteed annuities and 20% of certain fixed index annuities sold by Eagle Life through broker/dealers and banks to an unaffiliated reinsurer. Beginning January 1, 2021, no new business is being ceded to the unaffiliated reinsurer. Effective July 1, 2021, we ceded 100% of an in-force block of fixed index annuities and began ceding 75% of certain fixed index annuities issued after July 1, 2021 to North End Re which caused the increase in coinsurance ceded premiums for the three months ended March 31, 2022 compared to the same period in 2021.

Net income available to common stockholders increased to $555.3 million in the first quarter of 2022 compared to $271.8 million for the same period in 2021. The increase in net income available to common stockholders for the three months ended March 31, 2022 was driven primarily by an increase in net investment income, a decrease in the change in fair value of embedded derivatives and a decrease in interest sensitive and index product benefits. These changes were offset by a decrease in the change in fair value of derivatives and increases in amortization of deferred sales inducements and deferred policy acquisition costs.

Net income available to common stockholders for the three months ended March 31, 2022 was positively impacted by an increase in the aggregate investment spread as previously noted. Net income, in general, is impacted by the volume of business in force and the investment spread earned on this business. The average amount of annuity account balances outstanding (net of annuity liabilities ceded under coinsurance agreements) decreased 3% to $53.2 billion for the first quarter of 2022 compared to $54.9 billion for the same period in 2021. Our investment spread measured in dollars was $346.4 million for the first quarter of 2022 compared to $275.6 million for the same period in 2021. Investment income for the first quarter of 2022 was positively impacted by strong returns on partnerships and other mark to market assets, lower cash balances and the ramp in private assets. Our investment spread has been negatively impacted by the extended low interest rate environment and by holding higher levels of cash and cash equivalents (see Net investment income). The higher levels of cash and cash equivalent holdings decreased in the fourth quarter of 2021 and the first quarter of 2022 with the execution of the reinsurance treaty with North End Re and the investment of cash balances above our target levels.

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Net income is also impacted by the change in fair value of derivatives and embedded derivatives, which fluctuates from period to period based upon changes in fair values of call options purchased to fund the annual index credits for fixed index annuities and changes in interest rates used to discount the embedded derivative liability. Net income for the three months ended March 31, 2022 was positively impacted by a decrease in expected index credits on the next policy anniversary dates resulting from decreases in the fair value of the call options acquired to fund these index credits and a net increase in the discount rates use to estimate the fair value of our embedded derivative liabilities, the impact of which was partially offset by increases in amortization of deferred policy acquisition costs and deferred sales inducements related to the change in fair value of derivatives and embedded derivatives. Net income for the three months ended March 31, 2021 was positively impacted by a net increase in the discount rates used to estimate the fair value of our embedded derivative liabilities, the impact of which was partially offset by increases in amortization of deferred policy acquisition costs and deferred sales inducements related to the change in fair value of derivatives and embedded derivatives. See Change in fair value of derivatives, Change in fair value of embedded derivatives, Amortization of deferred sales inducements and Amortization of deferred policy acquisition costs.

Non-GAAP operating income available to common stockholders, a non-GAAP financial measure, increased to $89.9 million in the first quarter of 2022 compared to $41.4 million for the same period in 2021.

In addition to net income available to common stockholders, we have consistently utilized non-GAAP operating income available to common stockholders, a non-GAAP financial measure commonly used in the life insurance industry, as an economic measure to evaluate our financial performance. Non-GAAP operating income available to common stockholders equals net income available to common stockholders adjusted to eliminate the impact of items that fluctuate from quarter to quarter in a manner unrelated to core operations, and we believe measures excluding their impact are useful in analyzing operating trends. The most significant adjustments to arrive at non-GAAP operating income available to common stockholders eliminate the impact of fair value accounting for our fixed index annuity business and are not economic in nature but rather impact the timing of reported results. We believe the combined presentation and evaluation of non-GAAP operating income available to common stockholders together with net income available to common stockholders provides information that may enhance an investor's understanding of our underlying results and profitability.

Non-GAAP operating income available to common stockholders is not a substitute for net income available to common stockholders determined in accordance with GAAP. The adjustments made to derive non-GAAP operating income available to common stockholders are important to understand our overall results from operations and, if evaluated without proper context, non-GAAP operating income available to common stockholders possesses material limitations. As an example, we could produce a low level of net income available to common stockholders or a net loss available to common stockholders in a given period, despite strong operating performance, if in that period we experience significant net realized losses from our investment portfolio. We could also produce a high level of net income available to common stockholders in a given period, despite poor operating performance, if in that period we generate significant net realized gains from our investment portfolio. As an example of another limitation of non-GAAP operating income available to common stockholders, it does not include the decrease in cash flows expected to be collected as a result of credit losses on financial assets. Therefore, our management reviews net realized investment gains (losses) and analyses of our net investment income, including impacts related to credit losses, in connection with their review of our investment portfolio. In addition, our management examines net income available to common stockholders as part of their review of our overall financial results.

The adjustments made to net income available to common stockholders to arrive at non-GAAP operating income available to common stockholders for the three months ended March 31, 2022 and 2021 are set forth in the table that follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Reconciliation from net income available to common stockholders to non-GAAP operating income available to common stockholders:
Net income available to American Equity Investment Life Holding Company common stockholders		$	555,304	$	271,765
Adjustments to arrive at non-GAAP operating income available to common stockholders:
Net realized losses on financial assets, including credit losses		10,285		3,516
Change in fair value of derivatives and embedded derivatives		(603,354)		(297,634)

Income taxes		127,661		63,794
Non-GAAP operating income available to common stockholders		$	89,896	$	41,441

The amounts disclosed in the reconciliation above are presented net of related adjustments to amortization of deferred sales inducements and deferred policy acquisition costs and accretion of lifetime income benefit rider reserves where applicable.

The increase in non-GAAP operating income available to common stockholders for the three months ended March 31, 2022 compared to the same period in 2021 was primarily attributable to an increase in aggregate investment spread as previously noted. The increase in investment spread was partially offset by a greater increase in the liability for future benefits to be paid for lifetime income benefit riders and an increase in other operating costs and expenses during the three months ended March 31, 2022 compared to the same period in 2021. See Net investment income, Interest sensitive and index product benefits and Other operating costs and expenses.

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Annuity product charges (surrender charges assessed against policy withdrawals and fees deducted from policyholder account balances for lifetime income benefit riders) decreased 13% to $52.4 million in the first quarter of 2022 compared to $60.1 million for the same period in 2021. The components of annuity product charges are set forth in the table that follows:


	Three Months Ended March 31,
		2022			2021
		(Dollars in thousands)
Surrender charges		$	15,541		$	19,481
Lifetime income benefit riders (LIBR) fees		36,814			40,601
		$	52,355		$	60,082

Withdrawals from annuity policies subject to surrender charges		$	267,336		$	260,658
Average surrender charge collected on withdrawals subject to surrender charges		5.8		%	7.5		%

Fund values on policies subject to LIBR fees		$	4,558,943		$	5,304,479
Weighted average per policy LIBR fee		0.81		%	0.77		%

The decrease in annuity product charges is attributable to lower average surrender charges collected on withdrawals subject to surrender charges and a decrease in fees assessed for lifetime income benefit riders due to a smaller volume of business in force subject to the fee slightly offset by an increase in the average fees being charged as compared to the prior period. The smaller volume of business subject to the fee is primarily due to the execution of the North End Re reinsurance treaty which was effective on July 1, 2021. See Interest sensitive and index product benefits below for corresponding expense recognized on lifetime income benefit riders.

Net investment income increased 14% to $567.4 million in the first quarter of 2022 compared to $497.2 million for the same period in 2021. The increase was principally attributable to an increase in the average yield earned on average invested assets during the three months ended March 31, 2022 compared to the same period in 2021.. Average invested assets excluding derivative instruments (on an amortized cost basis) decreased 2% to $54.7 billion for the first quarter of 2022 compared to $55.7 billion for the same period in 2021.

The average yield earned on average invested assets was 4.15% for the first quarter of 2022 compared to 3.58% for the same period in 2021. The increase in yield earned on average invested assets for the three months ended March 31, 2022 compared to the same period in 2021 was primarily due to strong returns on partnerships and other mark to market assets, lower average cash balances and the ramp in private assets partly offset by lower prepayment income. Cash and cash equivalents holdings averaged $1.7 billion during the three months ended March 31, 2022, compared to $8.6 billion during the three months ended March 31, 2021. As of March 31, 2022, we held approximately $576 million of cash and cash equivalents in our investment portfolios which is towards the low end of our stated target portfolio allocation of 1% to 2% of our investment portfolio in cash and cash equivalents.

The expected return on investments purchased during the three months ended March 31, 2022 was 3.58%, net of third-party investment management expenses, including $887 million of privately sourced assets with an expected return of 5.41%.

Change in fair value of derivatives primarily consists of call options purchased to fund annual index credits on fixed index annuities. The components of change in fair value of derivatives are as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Call options:
Gain on option expiration		$	51,787	$	178,066
Change in unrealized gains/losses		(530,235)		218,210
Warrants		929		29


		$	(477,519)	$	396,305

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The differences between the change in fair value of derivatives between periods for call options are primarily due to the performance of the indices upon which our call options are based which impacts the level of gains on call option expirations, the fair values of those call options and changes in the fair values of those call options between periods. The change in gain on option expiration and unrealized gains/losses on call options for the three months ended March 31, 2022 compared to the same period in 2021 is due to equity market performance in the first quarter of 2022 compared to the same period in 2021. A substantial portion of our call options are based upon the S&P 500 Index with the remainder based upon other equity and bond market indices. The range of index appreciation (after applicable caps, participation rates and asset fees) for options expiring during the three months ended March 31, 2022 and 2021 is as follows:


	Three Months Ended March 31,
		2022	2021
S&P 500 Index
Point-to-point strategy		0.6% - 12.5%	0.0% - 42.6%
Monthly average strategy		1.0% - 8.6%	0.0% - 29.4%
Monthly point-to-point strategy		0.0% - 12.9%	0.0% - 21.7%
Volatility control index point-to-point strategy		0.0% - 7.3%	0.0% - 8.1%
Fixed income (bond index) strategies		0.0% - 5.1%	0.0% - 10.0%

The change in fair value of derivatives is also influenced by the aggregate cost of options purchased. The aggregate cost of options for the three months ended March 31, 2022 was higher than for the same period in 2021 as option costs increased during the first quarter of 2022. The aggregate cost of options is also influenced by the amount of policyholder funds allocated to the various indices and market volatility which affects option pricing. See Critical Accounting Policies - Policy Liabilities for Fixed Index Annuities included in Management's Discussion and Analysis in our Annual Report on Form 10-K for the year ended December 31, 2021.

Net realized gains (losses) on investments includes gains and losses on the sale of securities and other investments and changes in allowances for credit losses on our securities and mortgage loans on real estate. Net realized gains (losses) on investments fluctuate from year to year primarily due to changes in the interest rate and economic environment and the timing of the sale of investments. See Note 3 - Investments and Note 4 - Mortgage Loans on Real Estate to our unaudited consolidated financial statements and Financial Condition - Credit Losses for a detailed presentation of the types of investments that generated the gains (losses) as well as discussion of credit losses on our securities recognized during the periods presented and Financial Condition - Investments and Note 4 - Mortgage Loans on Real Estate to our unaudited consolidated financial statements for discussion of credit losses recognized on mortgage loans on real estate.

Securities sold at losses are generally due to our long-term fundamental concern with the issuers' ability to meet their future financial obligations or to improve our risk or duration profiles as they pertain to our asset liability management.

Other revenue was $8.6 million for the three months ended March 31, 2022 and primarily consists of $2.9 million related to asset liability management fees and $5.7 million of amortization related to the deferred gain associated with the cost of reinsurance. Both of these items are associated with the North End Re reinsurance treaty which was effective July 1, 2021.

Interest sensitive and index product benefits decreased 22% to $372.7 million in the first quarter of 2022 compared to $476.6 million for the same period in 2021. The components of interest sensitive and index product benefits are summarized as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Index credits on index policies		$	224,385	$	345,737
Interest credited (including changes in minimum guaranteed interest for fixed index annuities)		62,791		58,123
Lifetime income benefit riders		85,486		72,735
		$	372,662	$	476,595

The decrease in index credits for the three months ended March 31, 2022 compared to the same period in 2021 was due to changes in the level of appreciation of the underlying indices (see discussion above under Change in fair value of derivatives) and the amount of funds allocated by policyholders to the respective index options. Total proceeds received upon expiration of the call options purchased to fund the annual index credits were $228.1 million for the three months ended March 31, 2022, compared to $349.1 million for the same period in 2021. The increase in interest credited for the three months ended March 31, 2022 compared to the same period in 2021 was due to increases in single premium deferred annuity products that receive a fixed rate of interest partially offset by a reduction in interest credited to funds allocated to the fixed option within our fixed index annuities due to a decrease in the net average balance allocated to the fixed option. The increase in benefits recognized for lifetime income benefit riders for the three months ended March 31, 2022 compared to the same period in 2021 was primarily due to the impact on the calculation of the lifetime income benefit rider reserve of actual results compared to expected results for items such as gross profits, lifetime income benefit rider election rates and the level of index credits. The net impact of updating expected results with actual results led to a larger increase in the lifetime income benefit rider reserve for the three months ended March 31, 2022 compared to the same period in 2021. This was partially offset by a decrease in fund value of policies with lifetime income benefit riders as a result of the North End Re reinsurance treaty, which correlates to the decrease in fees discussed in Annuity product charges.

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The liability (net of coinsurance ceded) for lifetime income benefit riders was $2.5 billion and $2.8 billion at March 31, 2022 and December 31, 2021, respectively which includes the impact of unrealized gains and losses on available for sale securities on the liability for lifetime income benefit riders of $64.6 million and $482.8 million at March 31, 2022 and December 31, 2021, respectively.

Amortization of deferred sales inducements is based on historical, current and future expected gross profits. The changes in amortization from period to period are the result of differences in actual gross profits compared to expected or modeled gross profits and changes to the underlying business. The increase in amortization after gross profit adjustments for the three months ended March 31, 2022 compared to the same period in 2021 was primarily due to an increase in actual gross profits for the three months ended March 31, 2022 compared to the same period in 2021. Bonus products represented 64% and 75% of our net annuity account values at March 31, 2022 and March 31, 2021, respectively. The amount of amortization is affected by amortization associated with fair value accounting for derivatives and embedded derivatives utilized in our fixed index annuity business and amortization associated with net realized gains (losses) on investments. Fair value accounting for derivatives and embedded derivatives utilized in our fixed index annuity business creates differences in the recognition of revenues and expenses from derivative instruments including the embedded derivative liabilities in our fixed index annuity contracts. The change in fair value of the embedded derivatives will not correspond to the change in fair value of the derivatives (purchased call options), because the purchased call options are one-year options while the options valued in the fair value of embedded derivatives cover the expected lives of the contracts which typically exceed ten years.

Amortization of deferred sales inducements is summarized as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Amortization of deferred sales inducements before gross profit adjustments		$	53,184	$	53,187
Gross profit adjustments:
Fair value accounting for derivatives and embedded derivatives		91,337		70,245
Net realized losses on investments		(976)		(457)
Amortization of deferred sales inducements after gross profit adjustments		$	143,545	$	122,975

Change in fair value of embedded derivatives includes changes in the fair value of our fixed index annuity embedded derivatives (see Note 6 - Derivative Instruments to our unaudited consolidated financial statements). The components of change in fair value of embedded derivatives are as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Fixed index annuities - embedded derivatives		$	(1,308,123)	$	(377,121)
Other changes in difference between policy benefit reserves computed using derivative accounting vs. long-duration contracts accounting		116,918		94,708
Reinsurance related embedded derivative		(202,444)		—
		$	(1,393,649)	$	(282,413)

The change in fair value of the fixed index annuity embedded derivatives resulted from (i) changes in the expected index credits on the next policy anniversary dates, which are related to the change in fair value of the call options acquired to fund those index credits discussed above in Change in fair value of derivatives; (ii) changes in the expected annual cost of options we will purchase in the future to fund index credits beyond the next policy anniversary; (iii) changes in the discount rates used in estimating our embedded derivative liabilities; and (iv) the growth in the host component of the policy liability. The amounts presented as "Other changes in difference between policy benefit reserves computed using derivative accounting vs. long-duration contracts accounting" represent the total change in the difference between policy benefit reserves for fixed index annuities computed under the derivative accounting standard and the long-duration contracts accounting standard at each balance sheet date, less the change in fair value of our fixed index annuities embedded derivative. See Critical Accounting Policies - Policy Liabilities for Fixed Index Annuities included in Management's Discussion and Analysis in our Annual Report on Form 10-K for the year ended December 31, 2021.

The primary reason for the decrease in the change in fair value of the fixed index annuity embedded derivatives during the three months ended March 31, 2022 compared to the same period of 2021 was due to a decrease in expected index credits on the next policy anniversary dates resulting from a decrease in the fair value of the call options acquired to fund the index credits during the three months ended March 31, 2022 compared to an increase in the expected index credits resulting from an increase in the fair value of the call options acquired to fund these index credits during the three months ended March 31, 2021 and a larger increase in the net discount rate during the three months ended March 31, 2022 compared to the same period in 2021. The discount rates used in estimating our embedded derivative liabilities fluctuate based on the changes in the general level of risk free interest rates and our own credit spread.

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The reinsurance agreement executed in 2021 with North End Re to cede certain fixed index annuity product liabilities on a modified coinsurance basis contains an embedded derivative. The fair value of this embedded derivative is based on the unrealized gains and losses of the underlying assets held in the modified coinsurance portfolio which decreased during the three months ended March 31, 2022. See Note 6 - Derivative Instruments for discussion on this embedded derivative.

Amortization of deferred policy acquisition costs is based on historical, current and future expected gross profits. The changes in amortization from period to period are the result of differences in actual gross profits compared to expected or modeled gross profits and changes to the underlying business. The increase in amortization after gross profit adjustments for the three months ended March 31, 2022 compared to the same period in 2021 was primarily due to an increase in actual gross profits for the three months ended March 31, 2022 compared to the same period in 2021. The amount of amortization is affected by amortization associated with fair value accounting for derivatives and embedded derivatives utilized in our fixed index annuity business and amortization associated with net realized gains (losses) on investments. As discussed above, fair value accounting for derivatives and embedded derivatives utilized in our fixed index annuity business creates differences in the recognition of revenues and expenses from derivative instruments including the embedded derivative liabilities in our fixed index annuity contracts.

Amortization of deferred policy acquisition costs is summarized as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Amortization of deferred policy acquisition costs before gross profit adjustments		$	74,633	$	78,657
Gross profit adjustments:
Fair value accounting for derivatives and embedded derivatives		152,516		125,920
Net realized losses on investments		(1,723)		(754)
Amortization of deferred policy acquisition costs after gross profit adjustments		$	225,426	$	203,823

Other operating costs and expenses increased 4% to $58.1 million in the first quarter of 2022 compared to $55.9 million for the same period in 2021 and are summarized as follows:


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Salary and benefits		$	36,187	$	27,953
Risk charges		2,880		12,042
Other		19,053		15,870
Total other operating costs and expenses		$	58,120	$	55,865

Salary and benefits for the three months ended March 31, 2022 increased $8.2 million compared to the same period in 2021. This increase was primarily a result of an increase in salary and benefits of $6.3 million and an increase of $1.7 million related to expense recognized under our equity and cash incentive compensation programs ("incentive compensation programs") for the three months ended March 31, 2022 compared to the same period in 2021. The increase in salary and benefits was primarily due to an increased number of employees related to our continued growth and implementation of AEL 2.0. The increase in expenses related to our incentive compensation programs was primarily due to an increase in the expected payouts due to a larger number of employees participating in the programs.

Risk charges decreased for the three months ended March 31, 2022 compared to the same period in 2021. The decrease in risk charge expense for the three months ended March 31, 2022 is due to the recapture of an existing reinsurance agreement which was replaced with a new agreement with a lower risk charge.

Other expenses increased for the three months ended March 31, 2022 compared to the same period in 2021 primarily as a result of increases in travel and agent conference related expenses as we continue to emerge from the COVID-19 pandemic, non-deferrable marketing and sales expenses, depreciation and maintenance expenses primarily related to software and hardware assets and premium taxes.

We expect the level of other operating costs and expenses to settle into the $60 million per quarter range for the foreseeable future as we continue to execute on the AEL 2.0 strategy.

Income tax expense was $155.1 million in the first quarter of 2022 compared to $78.5 million for the same period in 2021. The changes in income tax expense were primarily due to changes in income before income taxes as well as changes in the effective income tax rates. The effective income tax rates were 21.5% and 21.7% for the three months ended March 31, 2022 and 2021, respectively.

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Income tax expense and the resulting effective tax rate are based upon two components of income (loss) before income taxes ("pretax income") that are taxed at different tax rates. Life insurance income is generally taxed at a statutory rate of approximately 21.5% reflecting the absence of state income taxes for substantially all of the states that the life insurance subsidiaries do business in. The income (loss) for the parent company and other non-life insurance subsidiaries (the "non-life insurance group") is generally taxed at a statutory tax rate of 28.7% reflecting the combined federal and state income tax rates. The effective income tax rates resulting from the combination of the income tax provisions for the life and non-life sources of income (loss) vary from period to period based primarily on the relative size of pretax income from the two sources.

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Financial Condition

Investments

Our investment strategy is to maximize current income and total investment return through active management while maintaining a responsible asset allocation strategy containing high credit quality investments and providing adequate liquidity to meet our cash obligations to policyholders and others. Our investment strategy is also reflective of insurance statutes, which regulate the type of investments that our life subsidiaries are permitted to make and which limit the amount of funds that may be used for any one type of investment.

As previously noted, as part of our AEL 2.0 investment pillar, we intend to ramp up our allocation to private assets in part by partnering with proven asset managers in our focus expansion sectors of commercial real estate, residential real estate including mortgages and single family rental homes, infrastructure debt and equity, middle market lending and lending to revenue, technology and software sector companies.

The composition of our investment portfolio is summarized as follows:


	March 31, 2022				December 31, 2021
	Carrying Amount		Percent		Carrying Amount		Percent
	(Dollars in thousands)
Fixed maturity securities:
United States Government full faith and credit	$	38,666	0.1	%	$	37,793	0.1	%
United States Government sponsored agencies	174,845		0.3	%	1,040,953		1.7	%
United States municipalities, states and territories	3,812,510		6.5	%	3,927,201		6.5	%
Foreign government obligations	405,166		0.7	%	402,545		0.7	%
Corporate securities	33,873,527		57.8	%	34,660,234		57.4	%
Residential mortgage backed securities	1,210,559		2.1	%	1,125,049		1.9	%
Commercial mortgage backed securities	4,769,867		8.1	%	4,840,311		8.0	%
Other asset backed securities	5,376,980		9.2	%	5,271,857		8.7	%
Total fixed maturity securities	49,662,120		84.8	%	51,305,943		85.0	%

Mortgage loans on real estate	5,734,872		9.8	%	5,687,998		9.4	%
Real estate investments	510,188		0.9	%	337,939		0.6	%
Derivative instruments	642,413		1.1	%	1,277,480		2.1	%
Other investments	1,999,113		3.4	%	1,767,144		2.9	%
	$	58,548,706	100.0	%	$	60,376,504	100.0	%

Fixed Maturity Securities

Our fixed maturity security portfolio is managed to minimize risks such as interest rate changes and defaults or credit losses while earning a sufficient and stable return on our investments. The largest portion of our fixed maturity securities are in investment grade (typically NAIC designation 1 or 2) publicly traded or privately placed corporate securities.

A summary of our fixed maturity securities by NRSRO ratings is as follows:


	March 31, 2022				December 31, 2021
Rating Agency Rating	Carrying Amount		Percent of Fixed Maturity Securities		Carrying Amount		Percent of Fixed Maturity Securities
	(Dollars in thousands)
Aaa/Aa/A	$	27,771,213	55.9	%	$	28,275,431	55.2	%
Baa	20,986,780		42.3	%	21,875,939		42.6	%
Total investment grade	48,757,993		98.2	%	50,151,370		97.8	%
Ba	711,175		1.4	%	930,384		1.8	%
B	104,496		0.2	%	118,065		0.2	%
Caa	32,177		0.1	%	39,354		0.1	%
Ca and lower	56,279		0.1	%	66,770		0.1	%
Total below investment grade	904,127		1.8	%	1,154,573		2.2	%
	$	49,662,120	100.0	%	$	51,305,943	100.0	%

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The NAIC's Securities Valuation Office ("SVO") is responsible for the day-to-day credit quality assessment of securities owned by state regulated insurance companies. The purpose of such assessment and valuation is for determining regulatory capital requirements and regulatory reporting. Insurance companies report ownership to the SVO when such securities are eligible for regulatory filings. The SVO conducts credit analysis on these securities for the purpose of assigning a NAIC designation and/or unit price. Typically, if a security has been rated by an NRSRO, the SVO utilizes that rating and assigns a NAIC designation based upon the following system:


NAIC Designation						NRSRO Equivalent Rating
1						Aaa/Aa/A
2						Baa
3						Ba
4						B
5						Caa
6						Ca and lower

The NAIC introduced 20 NAIC designation modifiers that are applied to each NAIC designation to determine a security's NAIC designation category. New risk-based capital charges for each of the 20 designated categories for reporting were effective beginning December 31, 2021.

For most of the bonds held in our portfolio the NAIC designation matches the NRSRO equivalent rating. However, for certain loan-backed and structured securities, as defined by the NAIC, the NAIC rating is not always equivalent to the NRSRO rating presented in the previous table. The NAIC has adopted revised rating methodologies for certain loan-backed and structured securities comprised of non-agency residential mortgage backed securities ("RMBS") and commercial mortgage backed securities ("CMBS"). The NAIC’s objective with the revised rating methodologies for these structured securities is to increase the accuracy in assessing expected losses and use the improved assessment to determine a more appropriate capital requirement for such structured securities. The revised methodologies reduce regulatory reliance on rating agencies and allow for greater regulatory input into the assumptions used to estimate expected losses from structured securities.

The use of this process by the SVO may result in certain non-agency RMBS and CMBS being assigned an NAIC designation that is different than the equivalent NRSRO rating. The NAIC designations for non-agency RMBS and CMBS are based on security level expected losses as modeled by an independent third party (engaged by the NAIC) and the statutory carrying value of the security, including any purchase discounts or impairment charges previously recognized. Evaluation of non-agency RMBS and CMBS held by insurers using the NAIC rating methodologies is performed on an annual basis.

Our fixed maturity security portfolio is managed to minimize risks such as defaults or impairments while earning a sufficient and stable return on our investments. Our strategy with respect to our fixed maturity securities portfolio has been to invest primarily in investment grade securities. Investment grade is NAIC 1 and 2 securities and Baa3/BBB- and better securities on the NRSRO scale. We expect this strategy to meet the objective of minimizing risk while also managing asset capital charges on a regulatory capital basis.

A summary of our fixed maturity securities by NAIC designation is as follows:


	March 31, 2022								December 31, 2021
NAIC Designation	Amortized Cost		Fair Value		Carrying Amount		Percent of Total Carrying Amount		Amortized Cost		Fair Value		Carrying Amount		Percent of Total Carrying Amount
	(Dollars in thousands)								(Dollars in thousands)
1	$	27,701,587	$	28,064,072	$	28,064,072	56.5	%	$	26,157,531	$	28,785,839	$	28,785,839	56.1	%
2	20,740,585		20,701,013		20,701,013		41.7	%	19,758,594		21,396,020		21,396,020		41.7	%
3	772,726		748,881		748,881		1.6	%	909,311		941,210		941,210		1.9	%
4	117,725		122,867		122,867		0.2	%	133,070		147,160		147,160		0.3	%
5	3,259		3,259		3,259		—	%	16,496		15,357		15,357		—	%
6	29,033		22,028		22,028		—	%	24,181		20,357		20,357		—	%
	$	49,364,915	$	49,662,120	$	49,662,120	100.0	%	$	46,999,183	$	51,305,943	$	51,305,943	100.0	%

The amortized cost and fair value of fixed maturity securities at March 31, 2022, by contractual maturity, are presented in Note 3 - Investments to our unaudited consolidated financial statements in this Form 10-Q, which is incorporated by reference in this Item 2.

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Unrealized Losses

The amortized cost and fair value of fixed maturity securities that were in an unrealized loss position were as follows:


	Number of Securities	Amortized Cost		Unrealized Losses, Net of Allowance		Allowance for Credit Losses		Fair Value
		(Dollars in thousands)
March 31, 2022
Fixed maturity securities, available for sale:
United States Government full faith and credit	13	$	28,723	$	(724)	$	—	$	27,999
United States Government sponsored agencies	1	13,692		(2,224)		—		11,468
United States municipalities, states and territories	242	1,276,496		(94,613)		(2,009)		1,179,874
Foreign government obligations	24	273,503		(21,236)		—		252,267
Corporate securities	2,003	13,927,731		(984,070)		(3,825)		12,939,836
Residential mortgage backed securities	136	557,515		(22,822)		(743)		533,950
Commercial mortgage backed securities	519	3,432,873		(127,451)		—		3,305,422
Other asset backed securities	843	4,350,056		(114,585)		—		4,235,471
	3,781	$	23,860,589	$	(1,367,725)	$	(6,577)	$	22,486,287

December 31, 2021
Fixed maturity securities, available for sale:
United States Government full faith and credit	2	$	1,041	$	(34)	$	—	$	1,007
United States Government sponsored agencies	6	760,060		(90)		—		759,970
United States municipalities, states and territories	42	190,471		(3,042)		(2,776)		184,653
Foreign government obligations	3	43,704		(843)		—		42,861
Corporate securities	600	2,530,864		(38,442)		—		2,492,422
Residential mortgage backed securities	74	280,044		(2,093)		(70)		277,881
Commercial mortgage backed securities	108	944,407		(17,719)		—		926,688
Other asset backed securities	592	3,172,613		(50,107)		—		3,122,506
	1,427	$	7,923,204	$	(112,370)	$	(2,846)	$	7,807,988

The unrealized losses at March 31, 2022 are principally related to the timing of the purchases of certain securities, which carry less yield than those available at December 31, 2021, and the continued impact the COVID-19 pandemic had on credit markets. Approximately 97% and 85% of the unrealized losses on fixed maturity securities shown in the above table for March 31, 2022 and December 31, 2021, respectively, are on securities that are rated investment grade, defined as being the highest two NAIC designations.

The increase in unrealized losses from December 31, 2021 to March 31, 2022 was primarily due to an increase in treasury yields during the three months ended March 31, 2022. The 10-year U.S. Treasury yields at March 31, 2022 and December 31, 2021 were 2.32% and 1.52%, respectively. The 30-year U.S. Treasury yields at March 31, 2022 and December 31, 2021 were 2.44% and 1.90%, respectively.

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The following table sets forth the composition by credit quality (NAIC designation) of fixed maturity securities with gross unrealized losses:


NAIC Designation	Carrying Value of Securities with Gross Unrealized Losses		Percent of Total		Gross Unrealized Losses (1)		Percent of Total
	(Dollars in thousands)
March 31, 2022
1	$	12,448,541	55.4	%	$	(712,830)	52.1	%
2	9,452,120		42.0	%	(616,967)		45.1	%
3	512,724		2.3	%	(32,628)		2.4	%
4	55,444		0.2	%	(3,564)		0.3	%
5	—		—	%	—		—	%
6	17,458		0.1	%	(1,736)		0.1	%
	$	22,486,287	100.0	%	$	(1,367,725)	100.0	%
December 31, 2021
1	$	4,174,438	53.5	%	$	(37,884)	33.7	%
2	3,197,575		41.0	%	(57,354)		51.0	%
3	376,996		4.8	%	(13,723)		12.2	%
4	33,229		0.4	%	(1,083)		1.0	%
5	9,506		0.1	%	(1,140)		1.0	%
6	16,244		0.2	%	(1,186)		1.1	%
	$	7,807,988	100.0	%	$	(112,370)	100.0	%

(1)Gross unrealized losses have been adjusted to reflect the allowance for credit loss of $6.6 million and $2.8 million as of March 31, 2022 and December 31, 2021, respectively.

Our investments' gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities (consisting of 3,781 and 1,427 securities, respectively) have been in a continuous unrealized loss position at March 31, 2022 and December 31, 2021, along with a description of the factors causing the unrealized losses is presented in Note 3 - Investments to our unaudited consolidated financial statements in this Form 10-Q, which is incorporated by reference in this Item 2.

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The amortized cost and fair value of fixed maturity securities in an unrealized loss position and the number of months in a continuous unrealized loss position (fixed maturity securities that carry an NRSRO rating of BBB/Baa or higher are considered investment grade) were as follows:


	Number of Securities	Amortized Cost, Net of Allowance (1)		Fair Value		Gross Unrealized Losses, Net of Allowance (1)
		(Dollars in thousands)
March 31, 2022
Fixed maturity securities, available for sale:
Investment grade:
Less than six months	3,331	$	21,283,120	$	20,050,463	$	(1,232,657)
Six months or more and less than twelve months	47	229,623		211,037		(18,586)
Twelve months or greater	297	1,717,713		1,639,158		(78,555)
Total investment grade	3,675	23,230,456		21,900,658		(1,329,798)
Below investment grade:
Less than six months	37	229,114		218,192		(10,922)
Six months or more and less than twelve months	3	4,968		3,959		(1,009)
Twelve months or greater	66	389,474		363,478		(25,996)
Total below investment grade	106	623,556		585,629		(37,927)





	3,781	$	23,854,012	$	22,486,287	$	(1,367,725)

December 31, 2021
Fixed maturity securities, available for sale:
Investment grade:
Less than six months	1,024	$	5,582,431	$	5,536,216	$	(46,215)
Six months or more and less than twelve months	39	132,110		130,156		(1,954)
Twelve months or greater	281	1,752,779		1,705,640		(47,139)
Total investment grade	1,344	7,467,320		7,372,012		(95,308)
Below investment grade:
Less than six months	12	43,808		43,057		(751)
Six months or more and less than twelve months	7	28,544		25,706		(2,838)
Twelve months or greater	64	380,686		367,213		(13,473)
Total below investment grade	83	453,038		435,976		(17,062)





	1,427	$	7,920,358	$	7,807,988	$	(112,370)

(1)Amortized cost and gross unrealized losses have been adjusted to reflect the allowance for credit loss of $6.6 million and $2.8 million as of March 31, 2022 and December 31, 2021, respectively.

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The amortized cost and fair value of fixed maturity securities (excluding United States Government and United States Government sponsored agency securities) segregated by investment grade (NRSRO rating of BBB/Baa or higher) and below investment grade that had unrealized losses greater than 20% and the number of months in a continuous unrealized loss position were as follows:


	Number of Securities	Amortized Cost, Net of Allowance (1)		Fair Value		Gross Unrealized Losses, Net of Allowance (1)
		(Dollars in thousands)
March 31, 2022
Investment grade:
Less than six months	1	$	10,646	$	5,855	$	(4,791)
Six months or more and less than twelve months	—	—		—		—
Twelve months or greater	—	—		—		—
Total investment grade	1	10,646		5,855		(4,791)
Below investment grade:
Less than six months	70	514,567		422,904		(91,663)
Six months or more and less than twelve months	—	—		—		—
Twelve months or greater	—	—		—		—
Total below investment grade	70	514,567		422,904		(91,663)
	71	$	525,213	$	428,759	$	(96,454)

December 31, 2021
Investment grade:
Less than six months	—	$	—	$	—	$	—
Six months or more and less than twelve months	—	—		—		—
Twelve months or greater	—	—		—		—
Total investment grade	—	—		—		—
Below investment grade:
Less than six months	—	—		—		—
Six months or more and less than twelve months	—	—		—		—
Twelve months or greater	—	—		—		—
Total below investment grade	—	—		—		—
	—	$	—	$	—	$	—

(1) Amortized cost and gross unrealized losses have been adjusted to reflect the allowance for credit loss of $6.6 million and $2.8 million as of March 31, 2022 and December 31, 2021, respectively.

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The amortized cost and fair value of fixed maturity securities, by contractual maturity, that were in an unrealized loss position are shown below. Actual maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. All of our mortgage and other asset backed securities provide for periodic payments throughout their lives, and are shown below as a separate line.


	Available for sale
	Amortized Cost		Fair Value
	(Dollars in thousands)
March 31, 2022
Due in one year or less	$	23,087	$	22,766
Due after one year through five years	2,296,021		2,217,092
Due after five years through ten years	3,441,123		3,276,775
Due after ten years through twenty years	3,268,371		3,025,381
Due after twenty years	6,491,543		5,869,430
	15,520,145		14,411,444
Residential mortgage backed securities	557,515		533,950
Commercial mortgage backed securities	3,432,873		3,305,422
Other asset backed securities	4,350,056		4,235,471
	$	23,860,589	$	22,486,287

December 31, 2021
Due in one year or less	$	762,035	$	761,590
Due after one year through five years	509,458		505,312
Due after five years through ten years	546,453		535,258
Due after ten years through twenty years	638,205		627,275
Due after twenty years	1,069,989		1,051,478
	3,526,140		3,480,913
Residential mortgage backed securities	280,044		277,881
Commercial mortgage backed securities	944,407		926,688
Other asset backed securities	3,172,613		3,122,506
	$	7,923,204	$	7,807,988

International Exposure

We hold fixed maturity securities with international exposure. As of March 31, 2022, 11.5% of the carrying value of our fixed maturity securities was comprised of corporate debt securities of issuers based outside of the United States and debt securities of foreign governments. Our fixed maturity securities with international exposure are primarily denominated in U.S. dollars. Our investment professionals analyze each holding for credit risk by economic and other factors of each country and industry. The following table presents our international exposure in our fixed maturity portfolio by country or region:


	March 31, 2022
	Amortized Cost		Carrying Amount/ Fair Value		Percent of Total Carrying Amount
	(Dollars in thousands)
Europe	$	2,417,640	$	2,447,197	4.9	%
Asia/Pacific	461,785		469,183		0.9	%
Latin America	271,796		273,595		0.6	%
Non-U.S. North America	1,456,147		1,471,361		3.0	%
Australia & New Zealand	365,755		361,059		0.7	%
Other	718,852		714,793		1.4	%
	$	5,691,975	$	5,737,188	11.5	%

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All of the securities presented in the table above are investment grade (NAIC designation of either 1 or 2), except for the following:


	March 31, 2022
	Amortized Cost		Carrying Amount/ Fair Value
	(Dollars in thousands)
Europe	$	27,540	$	26,690
Asia/Pacific	90		85
Latin America	31,657		33,002
Non-U.S. North America	39,820		39,469
Australia & New Zealand	59		55
Other	42,129		42,728
	$	141,295	$	142,029

Watch List

At each balance sheet date, we identify invested assets which have characteristics (i.e., significant unrealized losses compared to amortized cost and industry trends) creating uncertainty as to our future assessment of credit losses. As part of this assessment, we review not only a change in current price relative to its amortized cost but the issuer's current credit rating and the probability of full recovery of principal based upon the issuer's financial strength. For corporate issuers, we evaluate the financial stability and quality of asset coverage for the securities relative to the term to maturity for the issues we own. For asset-backed securities, we evaluate changes in factors such as collateral performance, default rates, loss severities and expected cash flows. At March 31, 2022, the amortized cost and fair value of securities on the watch list (all fixed maturity securities) are as follows:


General Description	Number of Securities	Amortized Cost		Allowance for Credit Losses		Amortized Cost, Net of Allowance		Net Unrealized Losses, Net of Allowance		Fair Value
		(Dollars in thousands)
Corporate securities - Public securities	2	$	726	$	—	$	726	$	(600)	$	126
Corporate securities - Private placement securities	1	10,646		(3,825)		6,821		(966)		5,855
Residential mortgage backed securities	16	29,030		(743)		28,287		(1,424)		26,863
Commercial mortgage backed securities	12	143,502		—		143,502		(875)		142,627
Other asset backed securities	1	3,259		—		3,259		—		3,259

United States municipalities, states and territories	5	19,062		(2,009)		17,053		—		17,053
	37	$	206,225	$	(6,577)	$	199,648	$	(3,865)	$	195,783

We expect to recover the unrealized losses, net of allowances, as we did not have the intent to sell and it was not more likely than not that we would be required to sell these securities prior to recovery of the amortized cost basis, net of allowances. Our analysis of these securities and their credit performance at March 31, 2022 is as follows:

Corporate securities: The corporate securities included on the watch list primarily include a security in the utilities industry that is under financial stress due to the impact of power outages.

Structured securities: The structured securities included on the watch list have generally experienced higher levels of stress due to the impact COVID-19 is having on the economy.

United States municipalities, states and territories: The decline in value of these securities, which are related to senior living facilities in the Southeastern region of the United States, is primarily due to the financial strain COVID-19 is having on this industry.

Credit Losses

We have a policy and process to identify securities in our investment portfolio for which we recognize credit loss. See Note 3 - Investments to our unaudited consolidated financial statements.

During the three months ended March 31, 2022, we recognized $7.4 million of credit losses which includes $3.8 million of credit loss on a corporate security and $3.7 million on structured securities on which we had the intent to sell such securities as of March 31, 2022 partially offset by a $0.1 million net reduction in credit losses on certain other securities.

During the three months ended March 31, 2021, we recognized $1.4 million of credit losses which includes $2 million of credit losses on corporate securities partially offset by a $0.6 million net reduction in credit losses on residential mortgage back securities.

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Several factors led us to believe that full recovery of amortized cost is not expected on the securities for which we recognized credit losses. A discussion of these factors, our policy and process to identify securities that could potentially have credit loss is presented in Note 3 - Investments to our unaudited consolidated financial statements in this Form 10-Q, which is incorporated by reference in this Item 2.

Mortgage Loans on Real Estate

Our financing receivables consist of three mortgage loan portfolio segments: commercial mortgage loans, agricultural mortgage loans and residential mortgage loans. Our commercial mortgage loan portfolio consists of loans with an outstanding principal balance of $3.6 billion and $3.6 billion as of March 31, 2022 and December 31, 2021, respectively. This portfolio consists of mortgage loans collateralized by the related properties and diversified as to property type, location and loan size. Our mortgage lending policies establish limits on the amount that can be loaned to one borrower and other criteria to attempt to reduce the risk of default. Our agricultural mortgage loan portfolio consists of loans with an outstanding principal balance of $464.4 million and $408.1 million as of March 31, 2022 and December 31, 2021, respectively. These loans are collateralized by agricultural land and are diversified as to location within the United States. Our residential mortgage loan portfolio consists of loans with an outstanding principal balance of $1.7 billion and $1.7 billion as of March 31, 2022 and December 31, 2021, respectively. These loans are collateralized by the related properties and diversified as to location within the United States. Mortgage loans on real estate are generally reported at cost adjusted for amortization of premiums and accrual of discounts, computed using the interest method and net of valuation allowances.

At March 31, 2022 and December 31, 2021, the largest principal amount outstanding for any single commercial mortgage loan was $83.0 million and $81.5 million, respectively, and the average loan size was $5.3 million and $5.3 million, respectively. In addition, the average loan-to-value ratio for commercial and agricultural mortgage loans combined was 51.9% and 52.3% at March 31, 2022 and December 31, 2021, respectively, based upon the underwriting and appraisal at the time the loan was made. This loan-to-value ratio is indicative of our conservative underwriting policies and practices for originating mortgage loans and may not be indicative of collateral values at the current reporting date. Our current practice is to only obtain market value appraisals of the underlying collateral at the inception of the loan unless we identify indicators of impairment in our ongoing analysis of the portfolio, in which case, we either calculate a value of the collateral using a capitalization method or obtain a third party appraisal of the underlying collateral. The commercial mortgage loan portfolio is summarized by geographic region and property type in Note 4 - Mortgage Loans on Real Estate to our unaudited consolidated financial statements in this Form 10-Q, incorporated by reference in this Item 2.

In the normal course of business, we commit to fund mortgage loans up to 90 days in advance. At March 31, 2022, we had commitments to fund commercial mortgage loans totaling $132.9 million, with interest rates ranging from 3.43% to 4.30%. During 2022 and 2021, due to historically low interest rates, the commercial mortgage loan industry has been very competitive. This competition has resulted in a number of borrowers refinancing with other lenders. For the three months ended March 31, 2022, we received $34.9 million in cash for loans being paid in full compared to $56.2 million for the three months ended March 31, 2021. Some of the loans being paid off have either reached their maturity or are nearing maturity; however, some borrowers are paying the prepayment fee and refinancing at a lower rate. As March 31, 2022, we had commitments to fund agricultural mortgage loans totaling $89.5 million with interest rates ranging from 3.65% to 4.73%, and had commitments to fund residential mortgage loans totaling $221.8 million with interest rates ranging from 7.00% to 12.00%.

See Note 4 - Mortgage Loans on Real Estate to our unaudited consolidated financial statements, incorporated by reference, for a presentation of our valuation allowance, foreclosure activity and troubled debt restructure analysis. We have a process by which we evaluate the credit quality of each of our mortgage loans. This process utilizes each loan's loan-to-value and debt service coverage ratios as primary metrics. See Note 4 - Mortgage Loans on Real Estate to our unaudited consolidated financial statements, incorporated by reference, for a summary of our portfolio by loan-to-value and debt service coverage ratios.

We closely monitor loan performance for our commercial, agricultural and residential mortgage loan portfolios. Commercial, agricultural and residential loans are considered nonperforming when they are 90 days or more past due. Aging of financing receivables is summarized in the following table:


	Current		30-59 days past due		60-89 days past due		Over 90 days past due		Total
As of March 31, 2022:	(Dollars in thousands)
Commercial mortgage loans	$	3,605,999	$	—	$	—	$	—	$	3,605,999
Agricultural mortgage loans	463,087		—		—		—		463,087
Residential mortgage loans	1,565,375		88,914		28,303		12,463		1,695,055
Total mortgage loans	$	5,634,461	$	88,914	$	28,303	$	12,463	$	5,764,141

As of December 31, 2021:
Commercial mortgage loans	$	3,628,502	$	—	$	—	$	—	$	3,628,502
Agricultural mortgage loans	406,999		—		—		—		406,999
Residential mortgage loans	1,631,999		34,447		3,030		7,045		1,676,521
Total mortgage loans	$	5,667,500	$	34,447	$	3,030	$	7,045	$	5,712,022

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Derivative Instruments

Our derivative instruments primarily consist of call options purchased to provide the income needed to fund the annual index credits on our fixed index annuity products. The fair value of the call options is based upon the amount of cash that would be required to settle the call options obtained from the counterparties adjusted for the nonperformance risk of the counterparty. The nonperformance risk for each counterparty is based upon its credit default swap rate. We have no performance obligations related to the call options.

None of our derivatives qualify for hedge accounting, thus, any change in the fair value of the derivatives is recognized immediately in the consolidated statements of operations. A presentation of our derivative instruments along with a discussion of the business strategy involved with our derivatives is included in Note 6 - Derivative Instruments to our unaudited consolidated financial statements in this Form 10-Q, which is incorporated by reference in this Item 2.

Liquidity and Capital Resources

Our insurance subsidiaries generally have adequate cash flows from annuity deposits and investment income to meet their policyholder and other obligations. Net cash flows from annuity deposits and funds returned to policyholders as surrenders, withdrawals and death claims were $(316.8) million for the three months ended March 31, 2022 compared to $1,389.5 million for the three months ended March 31, 2021, with the decrease attributable to a $1,742.8 million decrease in net annuity deposits after coinsurance and a $36.5 million (after coinsurance) decrease in funds returned to policyholders. We continue to invest the net proceeds from policyholder transactions and investment activities in high quality fixed maturity securities and mortgage loans. We have a highly liquid investment portfolio that can be used to meet policyholder and other obligations as needed. In addition, we intend to hold approximately 1% to 2% of our investment portfolio in cash and cash equivalents.

We, as the parent company, are a legal entity separate and distinct from our subsidiaries, and have no business operations. We need liquidity primarily to service our debt (senior notes and subordinated debentures issued to a subsidiary trust), pay operating expenses and pay dividends to common and preferred stockholders. Our assets consist primarily of the capital stock and surplus notes of our subsidiaries. Accordingly, our future cash flows depend upon the availability of dividends, surplus note interest payments and other statutorily permissible payments from our subsidiaries, such as payments under our investment advisory agreements and tax allocation agreement with our subsidiaries. We expect these sources provide adequate cash flow for us to meet our current and reasonably foreseeable future obligations.

The ability of our life insurance subsidiaries to pay dividends or distributions, including surplus note payments, will be limited by applicable laws and regulations of the states in which our life insurance subsidiaries are domiciled, which subject our life insurance subsidiaries to significant regulatory restrictions. These laws and regulations require, among other things, our insurance subsidiaries to maintain minimum solvency requirements and limit the amount of dividends these subsidiaries can pay.

Currently, American Equity Life may pay dividends or make other distributions without the prior approval of the Iowa Insurance Commissioner, unless such payments, together with all other such payments within the preceding twelve months, exceed the greater of (1) American Equity Life's net gain from operations for the preceding calendar year, or (2) 10% of American Equity Life's statutory capital and surplus at the preceding December 31. For 2022, up to $407.9 million can yet be distributed as dividends by American Equity Life without prior approval of the Iowa Insurance Commissioner. In addition, dividends and surplus note payments may be made only out of statutory earned surplus, and all surplus note payments are subject to prior approval by regulatory authorities in the life subsidiary's state of domicile. American Equity Life had $2.5 billion of statutory earned surplus at March 31, 2022.

The maximum distribution permitted by law or contract is not necessarily indicative of an insurer's actual ability to pay such distributions, which may be constrained by business and regulatory considerations, such as the impact of such distributions on surplus, which could affect the insurer's ratings or competitive position, the amount of premiums that can be written and the ability to pay future dividends or make other distributions. Further, state insurance laws and regulations require that the statutory surplus of our life subsidiaries following any dividend or distribution must be reasonable in relation to their outstanding liabilities and adequate for their financial needs. Along with solvency regulations, the primary driver in determining the amount of capital used for dividends is the level of capital needed to maintain desired financial strength ratings from rating agencies. Both regulators and rating agencies could become more conservative in their methodology and criteria, including increasing capital requirements for our insurance subsidiaries which, in turn, could negatively affect the cash available to us from insurance subsidiaries. As of March 31, 2022, we estimate American Equity Life has sufficient statutory capital and surplus, combined with capital available to the holding company, to maintain its insurer financial strength rating. However, this capital may not be sufficient if significant future losses are incurred or a rating agency modifies its rating criteria and access to additional capital could be limited.

Cash and cash equivalents of the parent holding company at March 31, 2022, were $474.4 million. We also have the ability to issue equity, debt or other types of securities through one or more methods of distribution. The terms of any offering would be established at the time of the offering, subject to market conditions. On February 15, 2022, we established a new five-year credit agreement for $300 million in unsecured delayed draw term loan commitments. This agreement is part of our plans for access to liquidity for general corporate purposes as we continue to implement our strategic transformation to an at-scale origination, spread and capital light fee-based business, and to manage capital to grow as well as produce returns for shareholders. There have been no loans drawn on this agreement to date.

In January 2022, American Equity Life became a member of the Federal Home Loan Bank of Des Moines ("FHLB") which provides access to collateralized borrowings and other FHLB products. We may also issue funding agreements to the FHLB. Both the collateralized borrowings and funding agreements require us to pledge qualified assets as collateral. Obligations arising from funding agreements, which totaled $200 million as of March 31, 2022 are used in investment spread activities.

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New Accounting Pronouncements

See Note 1 - Significant Accounting Policies to our unaudited consolidated financial statements in this Form 10-Q, which is incorporated by reference in this Item 2.

Regulatory Developments

Financial Strength Ratings

Standard & Poor’s (“S&P”) has proposed insurance company capital analysis changes. S&P proposes to discount the value of certain assets that have no S&P rating, and more heavily discount the value of assets without a rating from either of two of its competitors, Moody’s or Fitch, as well. If S&P adopts these changes, we may need to re-evaluate and restructure our assets, raise capital, hold more capital, change our investment strategies, or suffer a ratings change.

Investments Regulation

The Iowa Insurance Division has proposed streamlining and clarifying changes to Iowa law on admitted assets. The changes would, if approved by the legislature, conform Iowa law more closely to NAIC models. For example, it would allow certain currently-excluded assets to be admitted, eliminate certain Iowa-specific valuation formulae, and eliminate some limitations on securities and real estate investments. If the legislature enacts these changes, we would review and reconfigure our investments in light of the new requirements and opportunities they pose. We do not expect legislative consideration, if any, until at least 2023.

Privacy and Cybersecurity

The SEC has proposed new cybersecurity disclosure rules for public companies. Under the proposed rule, registrants would have to disclose information about material cybersecurity incidents on a Current Report on Form 8-K within four days of concluding that the incident is material, and update that disclosure at points of its analysis and response to the incident. Registrants would also have to disclose aspects of cybersecurity risk management annually, including governance processes and Board and management responsibilities, and director cybersecurity expertise.

Other U.S. Federal Initiatives

The SEC has proposed new climate-related disclosure rules for public companies. Among other things, the proposed rules would require registrant disclosure on (1) governance of climate-related risks; (2) climate-related impacts on strategy, business model and outlook; (3) climate-related risk management; (4) greenhouse gas ("GHG") emissions; and (5) any internal carbon price or climate-related targets and goals. Large accelerated filers, such as us, would also have to obtain attestation by an independent third party of certain of their GHG emissions metrics. The proposed rules would also require registrants to include climate-related financial statement metrics (which would consist of disaggregated climate-related impacts on existing financial statement line items) and related disclosures in a note to audited financial statements, subject to adequate internal controls and to audit by an independent registered public accounting firm. Depending on the ultimate rules the SEC adopts, the cost and other impacts of such a rule on us may be significant.

The SEC has proposed new rules related to trading plans under Rule 10b5-1. The rules would require a registrant 30-day "cooling off" period between plan adoption and the first transaction under the plan; limit registrants to a single plan for a class of securities, such as common stock, at any given time. The SEC has also proposed new daily registrant disclosure of securities repurchases. Depending on the ultimate rules the SEC adopts, the cost and other impacts of such rules on us may be significant.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We seek to invest our available funds in a manner that will maximize shareholder value and fund future obligations to policyholders and debtors, subject to appropriate risk considerations. We seek to meet this objective through investments that: (i) consist substantially of investment grade fixed maturity securities, (ii) have projected returns which satisfy our spread targets, and (iii) have characteristics which support the underlying liabilities. Many of our products incorporate surrender charges, market interest rate adjustments or other features, including lifetime income benefit riders, to encourage persistency.

We seek to maximize the total return on our fixed maturity securities through active investment management. Accordingly, we have determined that our available for sale portfolio of fixed maturity securities is available to be sold in response to: (i) changes in market interest rates, (ii) changes in relative values of individual securities and asset sectors, (iii) changes in prepayment risks, (iv) changes in credit quality outlook for certain securities, (v) liquidity needs, and (vi) other factors.

Interest rate risk is our primary market risk exposure. Substantial and sustained increases and decreases in market interest rates can affect the profitability of our products and the fair value of our investments. The profitability of most of our products depends on the spreads between interest yield on investments and rates credited on insurance liabilities. We have the ability to adjust crediting rates (caps, participation rates or asset fee rates for fixed index annuities) on substantially all of our annuity liabilities at least annually (subject to minimum guaranteed values). Substantially all of our annuity products have surrender and withdrawal penalty provisions designed to encourage persistency and to help ensure targeted spreads are earned. In addition, a significant amount of our fixed index annuity policies and many of our annual reset fixed rate deferred annuities were issued with a lifetime income benefit rider which we believe improves the persistency of such annuity products. However, competitive factors, including the impact of the level of surrenders and withdrawals, may limit our ability to adjust or maintain crediting rates at levels necessary to avoid narrowing of spreads under certain market conditions.

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A major component of our interest rate risk management program is structuring the investment portfolio with cash flow characteristics consistent with the cash flow characteristics of our insurance liabilities. We use models to simulate cash flows expected from our existing business under various interest rate scenarios. These simulations enable us to measure the potential gain or loss in fair value of our interest rate-sensitive financial instruments, to evaluate the adequacy of expected cash flows from our assets to meet the expected cash requirements of our liabilities and to determine if it is necessary to lengthen or shorten the average life and duration of our investment portfolio. The "duration" of a security is the time weighted present value of the security's expected cash flows and is used to measure a security's sensitivity to changes in interest rates. When the durations of assets and liabilities are similar, exposure to interest rate risk is minimized because a change in value of assets should be largely offset by a change in the value of liabilities.

If interest rates were to increase 10% (24 basis points) from levels at March 31, 2022, we estimate that the fair value of our fixed maturity securities would decrease by approximately $1,010.6 million. The impact on stockholders' equity of such decrease (net of income taxes and certain adjustments for changes in amortization of deferred policy acquisition costs and deferred sales inducements and policy benefit reserves) would be a decrease of $416.6 million in accumulated other comprehensive income and a decrease in stockholders' equity. The models used to estimate the impact of a 10% change in market interest rates incorporate numerous assumptions, require significant estimates and assume an immediate and parallel change in interest rates without any management of the investment portfolio in reaction to such change. Consequently, potential changes in value of our financial instruments indicated by the simulations will likely be different from the actual changes experienced under given interest rate scenarios, and the differences may be material. Because we actively manage our investments and liabilities, our net exposure to interest rates can vary over time. However, any such decreases in the fair value of our fixed maturity securities (unless related to credit concerns of the issuer requiring recognition of a credit loss) would generally be realized only if we were required to sell such securities at losses prior to their maturity to meet our liquidity needs, which we manage using the surrender and withdrawal provisions of our annuity contracts and through other means. See Financial Condition - Liquidity for Insurance Operations included in Management's Discussion and Analysis in our Annual Report on Form 10-K for the year ended December 31, 2021 for a further discussion of the liquidity risk.

The amortized cost of fixed maturity securities that are callable at the option of the issuer, excluding securities with a make-whole provision, was $2.5 billion as of March 31, 2022. We have reinvestment risk related to these redemptions to the extent we cannot reinvest the net proceeds in assets with credit quality and yield characteristics similar to the redeemed bonds. Such reinvestment risk typically occurs in a declining rate environment. In addition, we have $3.8 billion of floating rate fixed maturity securities as of March 31, 2022. Generally, interest rates on these floating rate fixed maturity securities are based on the 3 month LIBOR rate and are reset quarterly. Should rates decline to levels which tighten the spread between our average portfolio yield and average cost of interest credited on annuity liabilities, we have the ability to reduce crediting rates (caps, participation rates or asset fees for fixed index annuities) on most of our annuity liabilities to maintain the spread at our targeted level. At March 31, 2022, approximately 92% of our annuity liabilities were subject to annual adjustment of the applicable crediting rates at our discretion, limited by minimum guaranteed crediting rates specified in the policies. At March 31, 2022, approximately 18% of our annuity liabilities were at minimum guaranteed crediting rates.

We purchase call options on the applicable indices to fund the annual index credits on our fixed index annuities. These options are primarily one-year instruments purchased to match the funding requirements of the underlying policies. Fair value changes associated with those investments are substantially offset by an increase or decrease in the amounts added to policyholder account balances for fixed index products. The difference between proceeds received at expiration of these options and index credits, as shown in the following table, is primarily due to under or over-hedging as a result of policyholder behavior being different than our expectations.


	Three Months Ended March 31,
		2022		2021
		(Dollars in thousands)
Proceeds received at expiration of options related to such credits		$	228,092	$	349,119
Annual index credits to policyholders on their anniversaries		224,385		345,737

On the anniversary dates of the index policies, we purchase new one-year call options to fund the next annual index credits. The risk associated with these prospective purchases is the uncertainty of the cost, which will determine whether we are able to earn our spread on our fixed index business. We manage this risk through the terms of our fixed index annuities, which permit us to change caps, participation rates and asset fees, subject to contractual features. By modifying caps, participation rates or asset fees, we can limit option costs to budgeted amounts, except in cases where the contractual features would prevent further modifications. Based upon actuarial testing which we conduct as a part of the design of our fixed index products and on an ongoing basis, we believe the risk that contractual features would prevent us from controlling option costs is not material.

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

In accordance with the Securities Exchange Act Rules 13a-15(e) and 15d-15(e), our management, under the supervision of our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report on Form 10-Q. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded the design and operation of our disclosure controls and procedures were effective as of March 31, 2022 in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports that we file or submit under the Exchange Act.

There were no changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See Note 8 - Commitments and Contingencies to the unaudited consolidated financial statements in this Form 10-Q, which is incorporated by reference in this Item 1, for any required disclosure.

Item 1A. Risk Factors

We describe certain factors that may affect our business or operations under "Risk Factors" in Part I, Item 1A, of our 2021 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

In January 2022, we issued 6,775,000 shares of our common stock to Brookfield Asset Management Reinsurance Partners Ltd. (together with its affiliates, "Brookfield Reinsurance") at $37.33 per share, our adjusted book value as of September 30, 2021. The issuance was exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) of the Securities Act. Brookfield Reinsurance represented to us that it is an “accredited investor” as defined in Rule 501 of the Securities Act and that it is acquiring the common stock for investment purposes and not with a view to, or for sale in connection with, any distribution thereof.

Issuer Purchases of Securities

The following table presents the amount of our share purchase activity for the periods indicated:


Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program (a)	Approximate Dollar Value of Shares That May Yet Be Purchased Under Program
	(shares)	(dollars)		(shares)	(dollars in thousands)
January 1, 2022 - January 31, 2022	1,066,600	$	41.75	1,066,600	$	691,054
February 1, 2022 - February 28, 2022	1,545,923	$	41.32	1,545,923	$	627,176
March 1, 2022 - March 31, 2022	1,839,628	$	38.56	1,839,628	$	556,236









Total	4,452,151			4,452,151

(a)On October 18, 2020, the Company's Board of Directors approved a $500 million share repurchase program. On November 19, 2021, the Company's Board of Directors authorized the repurchase of an additional $500 million of Company common stock.

We repurchased approximately 6.3 million shares of our common stock, for approximately $250 million, from January 1 through April 30, 2022..

Item 4. Mine Safety Disclosures.

None.

Item 5. Other Information

None.

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Item 6. Exhibits

Note Regarding Reliance on Statements in Our Contracts and Other Exhibits: We include agreements and other exhibits to this report to provide information regarding their terms and not to provide any other factual or disclosure information about us, our subsidiaries or affiliates, or the other parties to the agreements, or for any other purpose. The agreements and other exhibits may contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement or other arrangement and (i) should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate; (ii) have in many cases been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement; (iii) may apply standards of materiality in a way that is different from what may be viewed as material to investors; and (iv) were made only as of the date of the applicable agreement or other exhibit, or such other date or dates as may be specified in the document and are subject to more recent developments. Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time.


Exhibit Number						Description
10.1 *						Form of 2022-2024 Performance-Based Employee Restricted Stock Unit Award Agreement under the American Equity Investment Life Holding Company Amended and Restated Equity Incentive Plan
10.2 *						Form of 2022 Time-Based Employee Restricted Stock Unit Award Agreement (Two- or Three-Year Cliff) under the American Equity Investment Life Holding Company Amended and Restated Equity Incentive Plan
10.3 *						Form of 2022 Time-Based Employee Restricted Stock Unit Award Agreement (Two-Year Ratable) under the American Equity Investment Life Holding Company Amended and Restated Equity Incentive Plan
10.4 *						Second Amendment to the American Equity Investment Life Holding Company Amended and Restated Short-Term Incentive Plan, effective January 1, 2022
10.5 *						Deferred Long-Term Incentive Cash Plan, effective January 1, 2022
31.1						Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2						Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1						Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2						Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101						The following materials from American Equity Investment Life Holding Company's Quarterly Report on Form 10-Q for the period ended March 31, 2022 formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Loss, (iv) the Consolidated Statements of Changes in Stockholders' Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Unaudited Consolidated Financial Statements.
104						The cover page from American Equity Investment Life Holding Company's Quarterly Report on Form 10-Q for the period ended March 31, 2022 formatted in iXBRL and contained in Exhibit 101.

*Denotes management contract or compensatory plan.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date:

May 9, 2022

AMERICAN EQUITY INVESTMENT LIFE

HOLDING COMPANY

By:

/s/ Dewayne Lummus

Dewayne Lummus

Senior Vice President and Chief Accounting Officer

(Principal Accounting Officer and Duly Authorized Officer)