Delaware
(State or other jurisdiction of incorporation)
|
001-34820
(Commission File Number)
|
26-0426107
(IRS Employer Identification No.)
|
9 West 57th Street, Suite 4200
New York, New York
(Address of principal executive offices)
|
10019
(Zip Code)
|
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Title of each class
|
Trading symbol(s)
|
Name of each exchange on which registered
|
Common Stock
|
KKR
|
New York Stock Exchange
|
6.75% Series A Preferred Stock
|
KKR PR A
|
New York Stock Exchange
|
6.50% Series B Preferred Stock
|
KKR PR B
|
New York Stock Exchange
|
☐
|
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.
|
Exhibit No.
|
Exhibit Description
|
|
Consent of PricewaterhouseCoopers LLP
|
||
Audited consolidated financial statements of Global Atlantic Financial Group Limited as of December 31, 2019 and 2018, and for the years ended December 31, 2019 and 2018
|
||
Unaudited condensed consolidated financial statements of Global Atlantic Financial Group Limited as of June 30, 2020 and December 31, 2019 and for the six months ended June 30, 2020 and 2019
|
||
Unaudited pro forma consolidated combined financial information reflecting the Mergers
|
KKR & CO. INC.
|
||
Date: August 10, 2020
|
By:
|
/s/ Christopher Lee
|
Name:
|
Christopher Lee
|
|
Title:
|
Assistant Secretary
|
Consolidated financial statements
|
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Page
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Notes to the consolidated financial statements
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As of December 31,
|
| |
2019
|
| |
2018
|
($ in millions, except share data)
|
| |
|
| |
|
Assets
|
| |
|
| |
|
Investments:
|
| |
|
| |
|
Fixed maturity securities, available-for-sale, at fair value (amortized cost: $46,626 and $42,016, respectively; variable interest entities: $1,236 and $503, respectively; and related party: $179 and $115, respectively)
|
| |
$49,765
|
| |
$42,107
|
Fixed maturity securities, trading, at fair value (amortized cost: $922 and $813, respectively)
|
| |
984
|
| |
797
|
Equity securities at fair value (cost: $54 and $181, respectively)
|
| |
58
|
| |
183
|
Mortgage and other loan receivables (portion at fair value: $259 and $195, respectively; variable interest entities: $1,044 and $249, respectively; and related party: $238 and $107, respectively)
|
| |
13,506
|
| |
10,144
|
Policy loans
|
| |
711
|
| |
624
|
Derivative assets
|
| |
823
|
| |
208
|
Funds withheld receivable at interest (portion at fair value: $389 and $346, respectively; related party: $27 and $28, respectively)
|
| |
2,428
|
| |
2,451
|
Other investments (portion at fair value: $537 and $482, respectively; variable interest entities: $5,097 and $3,995, respectively; and related party: $145 and $159, respectively)
|
| |
5,847
|
| |
4,635
|
Total investments
|
| |
74,122
|
| |
61,149
|
Cash and cash equivalents (variable interest entities: $191 and $88, respectively)
|
| |
2,465
|
| |
1,260
|
Accrued investment income (variable interest entities: $41 and $23, respectively)
|
| |
544
|
| |
467
|
Reinsurance recoverable (portion at fair value: $1,316 and $1,249, respectively; related party: $2 and $2, respectively)
|
| |
4,189
|
| |
4,175
|
Deferred policy acquisition costs
|
| |
1,704
|
| |
1,891
|
Value of business acquired
|
| |
424
|
| |
668
|
Other assets (variable interest entities: $62 and $3, respectively)
|
| |
602
|
| |
521
|
Separate account assets
|
| |
5,504
|
| |
5,144
|
Total assets
|
| |
$89,554
|
| |
$75,275
|
|
| |
|
| |
(continued)
|
As of December 31,
|
| |
2019
|
| |
2018
|
($ in millions, except share data)
|
| |
|
| |
|
Liabilities
|
| |
|
| |
|
Policyholder liabilities:
|
| |
|
| |
|
Future policyholder benefits (portion at fair value: $1,259 and $1,192, respectively; related party: $2,489 and $2,572, respectively)
|
| |
$5,744
|
| |
$4,568
|
Outstanding claims (portion at fair value: $17 and $18, respectively)
|
| |
179
|
| |
204
|
Contractholder deposit funds and other policyholder liabilities (portion at fair value: $2,767 and $1,771, respectively; related party: $4,911 and $5,599, respectively)
|
| |
66,321
|
| |
57,345
|
Total policyholder liabilities
|
| |
72,244
|
| |
62,117
|
Debt
|
| |
1,105
|
| |
901
|
Tax payable to former parent company
|
| |
90
|
| |
98
|
Collateral on derivative instruments
|
| |
724
|
| |
138
|
Funds withheld payable at interest (portion at fair value: $61 and $21, respectively)
|
| |
2,144
|
| |
2,132
|
Accrued expenses and other liabilities (portion at fair value: $79 and $27, respectively; variable interest entities: $181 and $106, respectively; and related party: $19 and $17, respectively)
|
| |
1,188
|
| |
818
|
Reinsurance liabilities (portion at fair value: $5 and $–, respectively; related party: $71 and $77, respectively)
|
| |
304
|
| |
395
|
Separate account liabilities
|
| |
5,504
|
| |
5,144
|
Total liabilities
|
| |
$83,303
|
| |
$71,743
|
|
| |
|
| |
|
Commitments and contingencies (Note 20)
|
| |
|
| |
|
|
| |
|
| |
|
Redeemable non-controlling interests (Note 15)
|
| |
$94
|
| |
$—
|
Equity
|
| |
|
| |
|
Common stock, $0.01 par value, 500,000,010 shares authorized, 145,636,255 and 145,025,032 shares issued and 142,972,346 and 145,016,239 shares outstanding, respectively (net of 2,663,909 and 8,793 treasury shares, respectively)
|
| |
$1
|
| |
$1
|
Additional paid-in capital
|
| |
1,529
|
| |
1,571
|
Retained earnings
|
| |
2,578
|
| |
1,945
|
Accumulated other comprehensive income (loss)
|
| |
1,911
|
| |
(57)
|
Total shareholders’ equity
|
| |
6,019
|
| |
3,460
|
Non-controlling interests
|
| |
138
|
| |
72
|
Total equity
|
| |
6,157
|
| |
3,532
|
Total liabilities, redeemable non-controlling interests and equity
|
| |
$89,554
|
| |
$75,275
|
For the years ended December 31,
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Revenues
|
| |
|
| |
|
Premiums (related party: $37 and $2,642, respectively)
|
| |
$1,292
|
| |
$1,510
|
Policy fees (related party: $16 and $10, respectively)
|
| |
1,223
|
| |
1,249
|
Net investment income (related party investment income: $32 and $60, respectively; related party investment expense: $13 and $12, respectively)
|
| |
2,923
|
| |
2,469
|
Net investment gains (losses):
|
| |
|
| |
|
Other-than-temporary impairment on available-for-sale fixed maturity securities
|
| |
—
|
| |
(5)
|
Net investment gains (losses) (related party: $(2) and $5, respectively)
|
| |
576
|
| |
(279)
|
Total net investment gains (losses)
|
| |
576
|
| |
(284)
|
Other income
|
| |
58
|
| |
58
|
Total revenues
|
| |
6,072
|
| |
5,002
|
|
| |
|
| |
|
Benefits and expenses
|
| |
|
| |
|
Policy benefits and claims (related party: $298 and $2,800, respectively)
|
| |
4,521
|
| |
3,659
|
Amortization of policy acquisition costs
|
| |
287
|
| |
257
|
Interest expense
|
| |
67
|
| |
57
|
Insurance expenses (related party: $7 and $7, respectively)
|
| |
106
|
| |
98
|
General and administrative expenses (related party: $10 and $6, respectively)
|
| |
488
|
| |
505
|
Total benefits and expenses
|
| |
5,469
|
| |
4,576
|
Income before income taxes
|
| |
603
|
| |
426
|
Income tax expense
|
| |
39
|
| |
44
|
Net income
|
| |
564
|
| |
382
|
Less: net loss attributable to non-controlling interests and redeemable non-controlling interests
|
| |
(69)
|
| |
(52)
|
Net income attributable to Global Atlantic Financial Group Limited shareholders
|
| |
$633
|
| |
$434
|
For the years ended December 31,
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Net income
|
| |
$564
|
| |
$382
|
Other comprehensive income (loss), before tax:
|
| |
|
| |
|
Unrealized gains (losses) on securities and other investments for the period
|
| |
3,220
|
| |
(1,851)
|
Less: reclassification adjustment for gains included in net income
|
| |
89
|
| |
60
|
Unrealized gains (losses) on available-for-sale securities and other investments
|
| |
3,131
|
| |
(1,911)
|
Unrealized losses on hedging instruments
|
| |
(2)
|
| |
—
|
Net effect of unrealized (losses) gains on policyholder balances
|
| |
(714)
|
| |
402
|
Other comprehensive income (loss), before tax
|
| |
2,415
|
| |
(1,509)
|
Income tax (expense) benefit related to other comprehensive income (loss)
|
| |
(446)
|
| |
308
|
Other comprehensive income (loss) before non-controlling interests and redeemable non-controlling interests, net of tax
|
| |
1,969
|
| |
(1,201)
|
Comprehensive income (loss)
|
| |
2,533
|
| |
(819)
|
Less: total comprehensive loss attributable to non-controlling interests and redeemable non-controlling interests:
|
| |
|
| |
|
Net loss
|
| |
(69)
|
| |
(52)
|
Other comprehensive income (loss)
|
| |
1
|
| |
(1)
|
Total comprehensive loss attributable to non-controlling interests and redeemable non-controlling interests
|
| |
(68)
|
| |
(53)
|
Comprehensive income (loss) attributable to Global Atlantic Financial Group Limited shareholders
|
| |
$2,601
|
| |
$(766)
|
|
| |
Redeemable
non- controlling interests |
| |
Common
stock |
| |
Additional
paid-in capital |
| |
Retained
earnings |
| |
Accumulated
other comprehensive (loss) income |
| |
Total
shareholders’ equity |
| |
Non-
controlling interests |
| |
Total
equity |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Balance as of December 31, 2017
|
| |
$—
|
| |
$1
|
| |
$1,554
|
| |
$1,510
|
| |
$1,144
|
| |
$4,209
|
| |
$57
|
| |
$4,266
|
Cumulative effect adjustment from adoption of accounting changes
|
| |
—
|
| |
—
|
| |
—
|
| |
1
|
| |
(1)
|
| |
—
|
| |
—
|
| |
—
|
Net income
|
| |
—
|
| |
—
|
| |
—
|
| |
434
|
| |
—
|
| |
434
|
| |
(52)
|
| |
382
|
Other comprehensive loss
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(1,200)
|
| |
(1,200)
|
| |
(1)
|
| |
(1,201)
|
Equity-based compensation
|
| |
—
|
| |
—
|
| |
13
|
| |
—
|
| |
—
|
| |
13
|
| |
—
|
| |
13
|
Employee and director share issuances
|
| |
—
|
| |
—
|
| |
4
|
| |
—
|
| |
—
|
| |
4
|
| |
—
|
| |
4
|
Capital contributions and other activity from non-controlling interests and redeemable non-controlling interests
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
61
|
| |
61
|
Distributions to non-controlling interests and redeemable non-controlling interests
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(7)
|
| |
(7)
|
Change in equity of non-controlling interests and redeemable non-controlling interests
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
14
|
| |
14
|
Balance as of December 31, 2018
|
| |
—
|
| |
1
|
| |
1,571
|
| |
1,945
|
| |
(57)
|
| |
3,460
|
| |
72
|
| |
3,532
|
Net income
|
| |
(21)
|
| |
—
|
| |
—
|
| |
633
|
| |
—
|
| |
633
|
| |
(48)
|
| |
585
|
Other comprehensive income
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
1,968
|
| |
1,968
|
| |
1
|
| |
1,969
|
Equity-based compensation
|
| |
—
|
| |
—
|
| |
16
|
| |
—
|
| |
—
|
| |
16
|
| |
—
|
| |
16
|
Repurchase of common stock
|
| |
—
|
| |
—
|
| |
(58)
|
| |
—
|
| |
—
|
| |
(58)
|
| |
—
|
| |
(58)
|
Capital contributions and other activity from non-controlling interests and redeemable non-controlling interests
|
| |
103
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
Distributions to non-controlling interests and redeemable non-controlling interests
|
| |
(2)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(7)
|
| |
(7)
|
Change in equity of non-controlling interests and redeemable non-controlling interests
|
| |
14
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
120
|
| |
120
|
Balance as of December 31, 2019
|
| |
$94
|
| |
$1
|
| |
$1,529
|
| |
$2,578
|
| |
$1,911
|
| |
$6,019
|
| |
$138
|
| |
$6,157
|
For the years ended December 31,
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Cash flows from operating activities
|
| |
|
| |
|
Net income
|
| |
$564
|
| |
$382
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
|
| |
|
| |
|
Changes in fair value of equity securities and other investments
|
| |
(22)
|
| |
(18)
|
Changes in fair value of trading fixed maturity securities
|
| |
(78)
|
| |
16
|
Net investment (gains) losses (related party: $4 and $7, respectively)
|
| |
26
|
| |
(322)
|
Change in fair value of derivatives and other derivative-related activity
|
| |
430
|
| |
630
|
Net accretion and amortization (related party: $2 and $2, respectively)
|
| |
85
|
| |
(59)
|
Interest credited to policyholder account balances less policy fees
|
| |
1,353
|
| |
1,251
|
Deferred income tax benefit
|
| |
(61)
|
| |
(37)
|
Changes in operating assets and liabilities:
|
| |
|
| |
|
Reinsurance transactions and acquisitions, net of cash provided (used) (related party: $– and $379, respectively)
|
| |
527
|
| |
399
|
Change in premiums, notes receivable and reinsurance recoverable, net of reinsurance premiums payable
|
| |
(15)
|
| |
271
|
Change in deferred policy acquisition costs
|
| |
(525)
|
| |
(426)
|
Change in accrued investment income
|
| |
(53)
|
| |
(69)
|
Change in policyholder liabilities and accruals, net
|
| |
415
|
| |
(309)
|
Other operating activities, net (related party: $(1) and $(1), respectively)
|
| |
(99)
|
| |
266
|
Net cash provided by operating activities
|
| |
2,547
|
| |
1,975
|
|
| |
|
| |
|
Cash flows from investing activities
|
| |
|
| |
|
Proceeds from disposals of available-for-sale fixed maturity securities
|
| |
13,424
|
| |
10,661
|
Proceeds from maturities of available-for-sale fixed maturity securities
|
| |
748
|
| |
557
|
Proceeds from disposals of trading fixed maturity securities
|
| |
610
|
| |
402
|
Proceeds from maturities of trading fixed maturity securities
|
| |
52
|
| |
—
|
Proceeds from disposals of equity securities
|
| |
1,077
|
| |
763
|
Proceeds from mortgage and other loan receivables sold, matured or collected (related party: $155 and $–, respectively)
|
| |
4,088
|
| |
2,001
|
Proceeds from disposals of other investments (related party: $3 and $6, respectively)
|
| |
882
|
| |
951
|
Purchase of available-for-sale fixed maturity securities
|
| |
(15,470)
|
| |
(12,171)
|
Purchase of trading fixed maturity securities
|
| |
(713)
|
| |
(444)
|
Purchase of equity securities
|
| |
(959)
|
| |
(745)
|
Purchase of mortgage and other loan receivables (related party: $282 and $105, respectively)
|
| |
(7,440)
|
| |
(5,646)
|
Purchase of other investments (related party: $820 and $241, respectively)
|
| |
(1,564)
|
| |
(3,815)
|
Other investing activities, net
|
| |
6
|
| |
89
|
Net cash used in investing activities
|
| |
$(5,259)
|
| |
$(7,397)
|
|
| |
|
| |
(continued)
|
For the years ended December 31,
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Cash flows from financing activities
|
| |
|
| |
|
Settlement of repurchase agreements
|
| |
$(1,040)
|
| |
$(1,921)
|
Proceeds from issuance of repurchase agreements
|
| |
1,040
|
| |
1,922
|
Reinsurance transactions, net of cash provided (used) (related party: $– and $1,076, respectively)
|
| |
370
|
| |
1,060
|
Additions to contractholder deposit funds
|
| |
12,316
|
| |
10,032
|
Withdrawals from contractholder deposit funds
|
| |
(8,902)
|
| |
(5,848)
|
Issuance of long-term debt
|
| |
625
|
| |
100
|
Payment of debt principal and origination fees
|
| |
(411)
|
| |
(4)
|
Payment of tax payable to former parent company
|
| |
(8)
|
| |
(3)
|
Sale of common shares and issuance of employee incentive shares
|
| |
—
|
| |
4
|
Repurchase of common stock
|
| |
(59)
|
| |
—
|
Capital contributions from non-controlling interests and redeemable non-controlling interests
|
| |
103
|
| |
61
|
Distribution to non-controlling interests and redeemable non-controlling interests
|
| |
(9)
|
| |
(7)
|
Other financing activities, net
|
| |
(7)
|
| |
6
|
Net cash provided by financing activities
|
| |
4,018
|
| |
5,402
|
Net change in cash, cash equivalents and restricted cash
|
| |
1,306
|
| |
(20)
|
Cash, cash equivalents and restricted cash, beginning of period
|
| |
1,340
|
| |
1,360
|
Cash, cash equivalents and restricted cash, end of period
|
| |
$2,646
|
| |
$1,340
|
|
| |
|
| |
|
Supplemental cash flow information
|
| |
|
| |
|
Cash and cash equivalents per consolidated balance sheets
|
| |
$2,465
|
| |
$1,260
|
Restricted cash included in other assets per consolidated balance sheets
|
| |
181
|
| |
80
|
Total cash, cash equivalents and restricted cash
|
| |
$2,646
|
| |
$1,340
|
Cash paid for interest
|
| |
$61
|
| |
$57
|
Income taxes paid
|
| |
193
|
| |
27
|
|
| |
|
| |
|
Non-cash transactions
|
| |
|
| |
|
Available-for-sale fixed maturity securities acquired through reinsurance agreements
|
| |
$3,035
|
| |
$5,631
|
Trading fixed maturity securities acquired through reinsurance agreements
|
| |
—
|
| |
807
|
Mortgage loans acquired through reinsurance agreements
|
| |
—
|
| |
954
|
Policyholder liabilities and accruals acquired through reinsurance agreements - future policy benefits
|
| |
1,159
|
| |
2,650
|
Policyholder liabilities and accruals acquired through reinsurance agreements - outstanding claims
|
| |
1
|
| |
—
|
Contractholder deposit funds acquired through reinsurance agreements
|
| |
2,931
|
| |
6,579
|
Nature of business
|
Basis of presentation and significant accounting policies
|
Accounting policy
|
| |
Note
|
Investments
|
| |
4, 5, and 6
|
Investment impairment
|
| |
4 and 6
|
Variable interest entities
|
| |
4 and 6
|
Derivative instruments
|
| |
5, 6, and 8
|
Policyholder liabilities
|
| |
6 and 8
|
Deferred policy acquisition costs
|
| |
7
|
Accounting policy
|
| |
Note
|
Value of business acquired
|
| |
7
|
Unearned revenue reserves and unearned front-end loads
|
| |
7
|
Closed blocks
|
| |
9
|
Reinsurance
|
| |
10
|
Debt
|
| |
11
|
Equity-based compensation
|
| |
16
|
Income taxes
|
| |
17
|
•
|
An embedded derivative which is held for GMWB payments made in support of the implied ROP and recorded at fair value; and,
|
•
|
An additional insurance liability which is held for the additional GMWB payments (over and above what supports the implied ROP).
|
Significant transactions
|
Investments
|
|
| |
|
| |
Gross unrealized
|
| |
|
|||
As of December 31, 2019
|
| |
Cost or
amortized cost |
| |
gains
|
| |
losses
|
| |
Fair value
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$583
|
| |
$20
|
| |
$(1)
|
| |
$602
|
U.S. state, municipal and political subdivisions
|
| |
2,206
|
| |
378
|
| |
(2)
|
| |
2,582
|
Corporate(1)
|
| |
22,262
|
| |
1,736
|
| |
(43)
|
| |
23,955
|
RMBS
|
| |
8,005
|
| |
774
|
| |
(32)
|
| |
8,747
|
CMBS
|
| |
3,727
|
| |
164
|
| |
(6)
|
| |
3,885
|
CLOs
|
| |
2,905
|
| |
4
|
| |
(57)
|
| |
2,852
|
All other structured securities(2)
|
| |
6,938
|
| |
222
|
| |
(18)
|
| |
7,142
|
Total AFS fixed maturity securities
|
| |
$46,626
|
| |
$3,298
|
| |
$(159)
|
| |
$49,765
|
(1)
|
Includes related party corporate AFS fixed maturity securities with amortized cost, gross unrealized gains, gross unrealized losses and fair value of $149 million, $30 million, $0 million and $179 million, respectively.
|
(2)
|
Includes primarily ABS and CBOs.
|
|
| |
|
| |
Gross unrealized
|
| |
|
|||
As of December 31, 2018
|
| |
Cost or
amortized cost |
| |
gains
|
| |
losses
|
| |
Fair value
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$273
|
| |
$13
|
| |
$(11)
|
| |
$275
|
U.S. state, municipal and political subdivisions
|
| |
2,116
|
| |
163
|
| |
(11)
|
| |
2,268
|
Corporate(1)
|
| |
16,792
|
| |
154
|
| |
(710)
|
| |
16,236
|
RMBS
|
| |
8,229
|
| |
726
|
| |
(74)
|
| |
8,881
|
CMBS
|
| |
3,305
|
| |
42
|
| |
(51)
|
| |
3,296
|
CLOs
|
| |
5,282
|
| |
—
|
| |
(198)
|
| |
5,084
|
All other structured securities(2)
|
| |
6,019
|
| |
89
|
| |
(41)
|
| |
6,067
|
Total AFS fixed maturity securities
|
| |
$42,016
|
| |
$1,187
|
| |
$(1,096)
|
| |
$42,107
|
(1)
|
Includes related party corporate AFS fixed maturity securities with amortized cost, gross unrealized gains, gross unrealized losses and fair value of $119 million, $0 million, $(4) million and $115 million, respectively.
|
(2)
|
Includes primarily ABS and CBOs.
|
As of December 31, 2019
|
| |
Cost or
amortized cost |
| |
Fair value
|
($ in millions)
|
| |
|
| |
|
Due in one year or less(1)
|
| |
$455
|
| |
$458
|
Due after one year through five years(2)
|
| |
4,442
|
| |
4,527
|
Due after five years through ten years(3)
|
| |
6,640
|
| |
6,978
|
Due after ten years(4)
|
| |
13,514
|
| |
15,176
|
Subtotal
|
| |
25,051
|
| |
27,139
|
RMBS
|
| |
8,005
|
| |
8,747
|
CMBS
|
| |
3,727
|
| |
3,885
|
CLOs
|
| |
2,905
|
| |
2,852
|
All other structured securities
|
| |
6,938
|
| |
7,142
|
Total AFS fixed maturity securities
|
| |
$46,626
|
| |
$49,765
|
(1)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $1 million and $1 million, respectively.
|
(2)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $14 million and $14 million, respectively.
|
(3)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $2 million and $2 million, respectively.
|
(4)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $132 million and $162 million, respectively.
|
|
| |
Less than 12 months
|
| |
12 months or more
|
| |
Total
|
|||||||||
As of December 31, 2019
|
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$403
|
| |
$(1)
|
| |
$—
|
| |
$—
|
| |
$403
|
| |
$(1)
|
U.S. state, municipal and political subdivisions
|
| |
173
|
| |
(2)
|
| |
1
|
| |
—
|
| |
174
|
| |
(2)
|
Corporate
|
| |
1,570
|
| |
(21)
|
| |
743
|
| |
(22)
|
| |
2,313
|
| |
(43)
|
RMBS
|
| |
939
|
| |
(19)
|
| |
344
|
| |
(13)
|
| |
1,283
|
| |
(32)
|
CMBS
|
| |
435
|
| |
(5)
|
| |
41
|
| |
(1)
|
| |
476
|
| |
(6)
|
CLOs
|
| |
439
|
| |
(8)
|
| |
1,994
|
| |
(49)
|
| |
2,433
|
| |
(57)
|
All other structured securities
|
| |
1,077
|
| |
(10)
|
| |
158
|
| |
(8)
|
| |
1,235
|
| |
(18)
|
Total AFS fixed maturity securities
|
| |
$5,036
|
| |
$(66)
|
| |
$3,281
|
| |
$(93)
|
| |
$8,317
|
| |
$(159)
|
|
| |
Less than 12 months
|
| |
12 months or more
|
| |
Total
|
|||||||||
As of December 31, 2018
|
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$31
|
| |
$—
|
| |
$141
|
| |
$(11)
|
| |
$172
|
| |
$(11)
|
U.S. state, municipal and political subdivisions
|
| |
390
|
| |
(7)
|
| |
79
|
| |
(4)
|
| |
469
|
| |
(11)
|
Corporate
|
| |
9,608
|
| |
(458)
|
| |
2,356
|
| |
(252)
|
| |
11,964
|
| |
(710)
|
RMBS
|
| |
1,979
|
| |
(54)
|
| |
592
|
| |
(20)
|
| |
2,571
|
| |
(74)
|
CMBS
|
| |
1,014
|
| |
(19)
|
| |
791
|
| |
(32)
|
| |
1,805
|
| |
(51)
|
CLOs
|
| |
4,464
|
| |
(182)
|
| |
514
|
| |
(16)
|
| |
4,978
|
| |
(198)
|
All other structured securities
|
| |
1,708
|
| |
(21)
|
| |
518
|
| |
(20)
|
| |
2,226
|
| |
(41)
|
Total AFS fixed maturity securities
|
| |
$19,194
|
| |
$(741)
|
| |
$4,991
|
| |
$(355)
|
| |
$24,185
|
| |
$(1,096)
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Commercial mortgage loans(1)
|
| |
$6,740
|
| |
$5,461
|
Residential mortgage loans
|
| |
4,011
|
| |
2,648
|
Other loan receivables(2)(3)
|
| |
2,777
|
| |
2,046
|
Total mortgage and other loan receivables
|
| |
13,528
|
| |
10,155
|
Allowance for loan losses
|
| |
(22)
|
| |
(11)
|
Total mortgage and other loan receivables, net of allowance for loan losses
|
| |
$13,506
|
| |
$10,144
|
(1)
|
Includes $6 million and $88 million of loans carried at fair value using the fair value option as of December 31, 2019 and 2018, respectively. The fair value option was elected for these loans for asset-liability matching purposes. These loans had unpaid principal balances of $0 million and $87 million as of December 31, 2019 and 2018, respectively.
|
(2)
|
As of December 31, 2019 and 2018, respectively, other loan receivables consisted primarily of warehouse facilities backed by residential and commercial real estate of $1.2 billion and $1.6 billion, consumer loans of $1.0 billion and $229 million, and renewable energy development loans of $450 million and $143 million. Renewable energy development loans include related party loans with a carrying value of $238 million and $107 million as of December 31, 2019 and 2018, respectively.
|
(3)
|
Includes $253 million and $107 million of loans carried at fair value using the fair value option as of December 31, 2019 and 2018, respectively. These loans had unpaid principal balances of $252 million and $107 million as of December 31, 2019 and 2018, respectively.
|
Years
|
| |
Residential
|
| |
Commercial
|
| |
Total mortgage
loans |
($ in millions)
|
| |
|
| |
|
| |
|
2020
|
| |
$743
|
| |
$337
|
| |
$1,080
|
2021
|
| |
193
|
| |
645
|
| |
838
|
2022
|
| |
148
|
| |
620
|
| |
768
|
2023
|
| |
718
|
| |
975
|
| |
1,693
|
2024
|
| |
121
|
| |
667
|
| |
788
|
2025 and thereafter
|
| |
2,088
|
| |
3,496
|
| |
5,584
|
Total
|
| |
$4,011
|
| |
$6,740
|
| |
$10,751
|
Mortgage loans - carrying value by geographic region as of December 31,
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Pacific
|
| |
$2,966
|
| |
$1,892
|
South Atlantic
|
| |
2,213
|
| |
1,580
|
West South Central
|
| |
1,772
|
| |
1,313
|
Middle Atlantic
|
| |
1,106
|
| |
791
|
East North Central
|
| |
627
|
| |
535
|
Mountain
|
| |
544
|
| |
438
|
New England
|
| |
377
|
| |
343
|
East South Central
|
| |
267
|
| |
227
|
West North Central
|
| |
152
|
| |
146
|
Other regions
|
| |
727
|
| |
844
|
Total by geographic region
|
| |
$10,751
|
| |
$8,109
|
Mortgage loans - carrying value by property type as of December 31,
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Residential
|
| |
$4,069
|
| |
$2,706
|
Office building
|
| |
2,670
|
| |
1,952
|
Industrial
|
| |
1,374
|
| |
1,023
|
Apartment
|
| |
1,240
|
| |
986
|
Retail
|
| |
684
|
| |
850
|
Other property types
|
| |
509
|
| |
398
|
Warehouse
|
| |
205
|
| |
194
|
Total by property type
|
| |
$10,751
|
| |
$8,109
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$11
|
| |
$4
|
Provisions, net of releases
|
| |
15
|
| |
11
|
Charge-offs, net of recoveries
|
| |
(4)
|
| |
(4)
|
Balance, as of end of year
|
| |
$22
|
| |
$11
|
|
| |
As of December 31,
|
|||||||||
|
| |
2019
|
| |
2018
|
||||||
Loan-to-value
|
| |
Carrying value
|
| |
Percentage of
commercial mortgage loans |
| |
Carrying value
|
| |
Percentage of
commercial mortgage loans |
($ in millions, except percentages)
|
| |
|
| |
|
| |
|
| |
|
70% and less
|
| |
$6,217
|
| |
92%
|
| |
$5,224
|
| |
96%
|
71% - 90%
|
| |
523
|
| |
8%
|
| |
237
|
| |
4%
|
Total commercial mortgage loans
|
| |
$6,740
|
| |
100%
|
| |
$5,461
|
| |
100%
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Investments in renewable energy(1)(2)(3)
|
| |
$2,947
|
| |
$2,135
|
Investments in transportation and other leased assets(4)
|
| |
1,796
|
| |
1,321
|
Other investment partnerships
|
| |
558
|
| |
450
|
Investments in real estate
|
| |
384
|
| |
346
|
Life settlement contracts, single premium immediate annuities and other investments(5)
|
| |
49
|
| |
277
|
Federal Home Loan Bank common stock
|
| |
113
|
| |
106
|
Total other investments
|
| |
$5,847
|
| |
$4,635
|
(1)
|
Net of accumulated depreciation attributed to consolidated renewable energy assets of $38 million and $16 million as of December 31, 2019 and 2018, respectively.
|
(2)
|
Includes related party balance of $145 million and $159 million as of December 31, 2019 and 2018, respectively.
|
(3)
|
Includes an equity investment in Origis USA, LLC of $38 million and $42 million carried at fair value using the fair value option as of December 31, 2019 and 2018, respectively.
|
(4)
|
Net of accumulated depreciation of $158 million and $83 million as of December 31, 2019 and 2018, respectively.
|
(5)
|
During 2019, the Company sold life settlement contracts with a book value of $233 million for total proceeds of $221 million, resulting in a realized loss of $12 million.
|
|
| |
As of December 31,
|
|||
Aggregate balance sheet information of equity method investees
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Total assets(1)
|
| |
$177,398
|
| |
$173,906
|
Total liabilities(2)
|
| |
$162,139
|
| |
$159,430
|
(1)
|
Includes $161.8 billion and $159.1 billion of assets related to the investment in Talcott Resolution Life, Inc. as of December 31, 2019 and 2018, respectively.
|
(2)
|
Includes $159.3 billion and $157.5 billion of liabilities related to the investment in Talcott Resolution Life, Inc. as of December 31, 2019 and 2018, respectively.
|
|
| |
For the years ended
December 31, |
|||
Aggregate income statement information of equity method investees
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Revenues(1)
|
| |
$2,787
|
| |
$1,500
|
Expenses(2)
|
| |
2,061
|
| |
794
|
Net income
|
| |
$726
|
| |
$706
|
(1)
|
Includes $2.1 billion and $473 million of revenues related to the investment in Talcott Resolution Life, Inc. for the years ended December 31, 2019 and 2018, respectively.
|
(2)
|
Includes $1.4 billion and $391 million of expenses related to the investment in Talcott Resolution Life, Inc. for the years ended December 31, 2019 and 2018, respectively.
|
Years
|
| |
Number of
contracts |
| |
Expected
cash flow |
| |
Death benefit
payout |
($ in millions, except number of contracts)
|
| |
|
| |
|
| |
|
2020 to 2022
|
| |
—
|
| |
$—
|
| |
$—
|
2023
|
| |
1
|
| |
2
|
| |
5
|
2024 and thereafter
|
| |
19
|
| |
96
|
| |
117
|
Total
|
| |
20
|
| |
$98
|
| |
$122
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Assets of consolidated variable interest entities:
|
| |
|
| |
|
Investments:
|
| |
|
| |
|
AFS fixed maturity securities, at fair value
|
| |
$1,236
|
| |
$503
|
Mortgage and other loan receivables
|
| |
1,044
|
| |
249
|
Other investments:
|
| |
|
| |
|
Investments in renewable energy
|
| |
2,883
|
| |
2,067
|
Investments in transportation and other leased assets
|
| |
1,796
|
| |
1,321
|
Life settlement contracts and single premium immediate annuities
|
| |
—
|
| |
228
|
Investments in real estate
|
| |
382
|
| |
344
|
Other investment partnerships
|
| |
36
|
| |
35
|
Total other investments
|
| |
5,097
|
| |
3,995
|
Total investments
|
| |
7,377
|
| |
4,747
|
Cash and cash equivalents
|
| |
191
|
| |
88
|
Accrued investment income
|
| |
41
|
| |
23
|
Other assets
|
| |
62
|
| |
3
|
Total assets of consolidated variable interest entities
|
| |
$7,671
|
| |
$4,861
|
Liabilities of consolidated variable interest entities:
|
| |
|
| |
|
Accrued expenses and other liabilities
|
| |
$181
|
| |
$106
|
Total liabilities of consolidated variable interest entities
|
| |
181
|
| |
106
|
Redeemable non-controlling interests
|
| |
94
|
| |
—
|
Non-controlling interests of consolidated variable interest entities
|
| |
135
|
| |
70
|
Total liabilities, redeemable non-controlling interests and non-controlling interests of consolidated variable interest entities
|
| |
$410
|
| |
$176
|
|
| |
As of December 31,
|
|||||||||
|
| |
2019
|
| |
2018
|
||||||
|
| |
Carrying
amount |
| |
Maximum
exposure to loss(1) |
| |
Carrying
amount |
| |
Maximum
exposure to loss(1) |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Other investment partnerships
|
| |
$513
|
| |
$559
|
| |
$409
|
| |
$471
|
Investments in renewable energy partnerships
|
| |
64
|
| |
64
|
| |
68
|
| |
68
|
Total
|
| |
$577
|
| |
$623
|
| |
$477
|
| |
$539
|
(1)
|
The maximum exposure to loss relating to other limited and renewable energy partnership interests is equal to the carrying amounts plus any unfunded commitments.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Fixed maturity securities – interest and other income
|
| |
$2,180
|
| |
$1,921
|
Equity securities – dividends and other income
|
| |
6
|
| |
6
|
Mortgage and other loan receivables
|
| |
565
|
| |
366
|
Income from funds withheld at interest
|
| |
12
|
| |
52
|
Policy loans
|
| |
37
|
| |
40
|
Investments in transportation and other leased assets
|
| |
176
|
| |
127
|
Investments in renewable energy
|
| |
78
|
| |
88
|
Investments in real estate
|
| |
12
|
| |
8
|
Short-term and other investment income
|
| |
134
|
| |
81
|
Gross investment income(1)
|
| |
3,200
|
| |
2,689
|
Less investment expenses:
|
| |
|
| |
|
Investment management and administration(2)
|
| |
155
|
| |
130
|
Transportation and renewable energy asset depreciation and maintenance
|
| |
113
|
| |
82
|
Interest expense on derivative collateral and repurchase agreements
|
| |
9
|
| |
8
|
Net investment income
|
| |
$2,923
|
| |
$2,469
|
(1)
|
Includes income from related parties of $32 million and $60 million for the years ended December 31, 2019 and 2018, respectively.
|
(2)
|
Includes expenses from Goldman Sachs Asset Management LP, or “GSAM,” an affiliate of Goldman Sachs, a related party, and Centaurus Renewable Energy, a related party, of $13 million and $12 million for the years ended December 31, 2019 and 2018, respectively.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
AFS fixed maturity securities
|
| |
$89
|
| |
$60
|
Trading fixed maturity securities
|
| |
104
|
| |
(21)
|
Derivatives
|
| |
345
|
| |
(294)
|
Funds withheld receivable at interest
|
| |
15
|
| |
(23)
|
Other investments(1)
|
| |
35
|
| |
5
|
Impairments of life settlement contracts
|
| |
(12)
|
| |
(6)
|
OTTI on AFS fixed maturity securities
|
| |
—
|
| |
(5)
|
Net investment gains (losses)
|
| |
$576
|
| |
$(284)
|
(1)
|
Includes gains (losses) from related party of $(2) million and $5 million for the years ended December 31, 2019 and 2018, respectively.
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$19
|
| |
$15
|
Additions:
|
| |
|
| |
|
Initial impairments - credit loss OTTI recognized on securities not previously impaired
|
| |
—
|
| |
5
|
Additional impairments - credit loss OTTI recognized on securities previously impaired
|
| |
—
|
| |
—
|
Reductions:
|
| |
|
| |
|
Due to sales (or maturities, pay downs or prepayments) during the period of securities previously impaired as credit loss OTTI
|
| |
(18)
|
| |
(1)
|
Balance, as of end of year
|
| |
$1
|
| |
$19
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
Proceeds from voluntary sales
|
| |
$10,278
|
| |
$8,094
|
Gross gains
|
| |
166
|
| |
145
|
Gross losses
|
| |
(124)
|
| |
(81)
|
Derivative instruments
|
As of December 31, 2019
|
| |
Notional value
|
| |
Derivative
assets |
| |
Derivative
liabilities |
($ in millions)
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
$15,495
|
| |
$769
|
| |
$32
|
Interest rate contracts
|
| |
3,994
|
| |
67
|
| |
60
|
Foreign currency contracts
|
| |
40
|
| |
1
|
| |
1
|
Impact of netting(1)
|
| |
|
| |
(14)
|
| |
(14)
|
Fair value included within derivative assets and derivative instruments payable
|
| |
|
| |
823
|
| |
79
|
Embedded derivative – indexed universal life products
|
| |
|
| |
—
|
| |
820
|
Embedded derivative – annuity products
|
| |
|
| |
—
|
| |
1,426
|
Fair value included within policyholder liabilities
|
| |
|
| |
—
|
| |
2,246
|
Embedded derivative – funds withheld at interest
|
| |
|
| |
79
|
| |
61
|
Fair value included within total assets and liabilities
|
| |
|
| |
$902
|
| |
$2,386
|
(1)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
As of December 31, 2018
|
| |
Notional value
|
| |
Derivative
assets |
| |
Derivative
liabilities |
($ in millions)
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
$11,801
|
| |
$173
|
| |
$4
|
Interest rate contracts
|
| |
4,492
|
| |
81
|
| |
71
|
Foreign currency contracts
|
| |
29
|
| |
2
|
| |
—
|
Impact of netting(1)
|
| |
|
| |
(48)
|
| |
(48)
|
Fair value included within derivative assets and derivative instruments payable
|
| |
|
| |
208
|
| |
27
|
Embedded derivative – indexed universal life products
|
| |
|
| |
—
|
| |
526
|
Embedded derivative – annuity products
|
| |
|
| |
—
|
| |
786
|
Fair value included within policyholder liabilities
|
| |
|
| |
—
|
| |
1,312
|
Embedded derivative – funds withheld at interest
|
| |
|
| |
68
|
| |
21
|
Fair value included within total assets and liabilities
|
| |
|
| |
$276
|
| |
$1,360
|
(1)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
|
| |
For the years ended
December 31, |
|||
Derivative contracts not designated as hedges
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Net investment gains (losses):
|
| |
|
| |
|
Embedded derivatives
|
| |
$(29)
|
| |
$(61)
|
Equity index options
|
| |
574
|
| |
(272)
|
Equity future contracts
|
| |
(324)
|
| |
73
|
Interest rate contracts
|
| |
124
|
| |
(33)
|
Other
|
| |
—
|
| |
(2)
|
Total included in net investment gains (losses)
|
| |
$345
|
| |
$(295)
|
|
| |
For the years ended
December 31, |
|||
Derivative contracts designated as hedges
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Revenues:
|
| |
|
| |
|
Foreign currency forwards
|
| |
$—
|
| |
$1
|
Total included in net investment gains (losses)
|
| |
$—
|
| |
$1
|
|
| |
|
| |
|
Interest expense:
|
| |
|
| |
|
Interest rate swap
|
| |
$15
|
| |
$—
|
Total included in interest expense
|
| |
$15
|
| |
$—
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Derivative assets (excluding embedded derivatives)
|
| |
$823
|
| |
$208
|
Derivative liabilities (excluding embedded derivatives)
|
| |
(79)
|
| |
(27)
|
Net amount
|
| |
744
|
| |
181
|
Net collateral (received) / pledged
|
| |
(717)
|
| |
(125)
|
Net amount after collateral
|
| |
$27
|
| |
$56
|
Fair value disclosure of financial instruments
|
As of December 31, 2019
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$528
|
| |
$62
|
| |
$12
|
| |
$602
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
2,582
|
| |
—
|
| |
2,582
|
Corporate(1)
|
| |
—
|
| |
21,699
|
| |
2,256
|
| |
23,955
|
Structured securities
|
| |
7
|
| |
20,767
|
| |
1,852
|
| |
22,626
|
Total AFS fixed maturity securities
|
| |
535
|
| |
45,110
|
| |
4,120
|
| |
49,765
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
17
|
| |
2
|
| |
3
|
| |
22
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
41
|
| |
—
|
| |
41
|
Corporate
|
| |
13
|
| |
607
|
| |
37
|
| |
657
|
Structured securities
|
| |
—
|
| |
262
|
| |
2
|
| |
264
|
Total trading fixed maturity securities
|
| |
30
|
| |
912
|
| |
42
|
| |
984
|
Equity securities
|
| |
—
|
| |
—
|
| |
58
|
| |
58
|
Mortgage and other loan receivables(2)
|
| |
—
|
| |
6
|
| |
253
|
| |
259
|
Other investments(3)
|
| |
—
|
| |
—
|
| |
424
|
| |
424
|
Funds withheld receivable at interest
|
| |
—
|
| |
310
|
| |
79
|
| |
389
|
Reinsurance recoverable
|
| |
—
|
| |
—
|
| |
1,316
|
| |
1,316
|
Derivative assets:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
30
|
| |
739
|
| |
—
|
| |
769
|
Interest rate contracts
|
| |
1
|
| |
66
|
| |
—
|
| |
67
|
Foreign currency contracts
|
| |
—
|
| |
1
|
| |
—
|
| |
1
|
Impact of netting(4)
|
| |
(9)
|
| |
(5)
|
| |
—
|
| |
(14)
|
Total derivative assets
|
| |
22
|
| |
801
|
| |
—
|
| |
823
|
Separate account assets
|
| |
5,504
|
| |
—
|
| |
—
|
| |
5,504
|
Total assets at fair value
|
| |
$6,091
|
| |
$47,139
|
| |
$6,292
|
| |
$59,522
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$429
|
| |
$429
|
Closed block policy liabilities
|
| |
—
|
| |
—
|
| |
1,368
|
| |
1,368
|
Funds withheld payable at interest
|
| |
—
|
| |
—
|
| |
61
|
| |
61
|
Derivative instruments payable:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
31
|
| |
1
|
| |
—
|
| |
32
|
Interest rate contracts
|
| |
17
|
| |
43
|
| |
—
|
| |
60
|
Foreign currency contracts
|
| |
—
|
| |
1
|
| |
—
|
| |
1
|
Impact of netting(4)
|
| |
(9)
|
| |
(5)
|
| |
—
|
| |
(14)
|
Total derivative instruments payable
|
| |
39
|
| |
40
|
| |
—
|
| |
79
|
Reinsurance liabilities
|
| |
—
|
| |
—
|
| |
5
|
| |
5
|
Embedded derivative – indexed universal life products
|
| |
—
|
| |
—
|
| |
820
|
| |
820
|
Embedded derivative – annuity products
|
| |
—
|
| |
—
|
| |
1,426
|
| |
1,426
|
Total liabilities at fair value
|
| |
$39
|
| |
$40
|
| |
$4,109
|
| |
$4,188
|
(1)
|
Includes related party balance of $179 million in Level 2 for corporate AFS fixed maturity securities.
|
(2)
|
Includes related party balance of $238 million in Level 3 for mortgage and other loan receivables.
|
(3)
|
Other investments excluded from the fair value hierarchy include certain real estate and private equity funds for which fair value is measured at net asset value per share as a practical expedient. As of December 31, 2019, the fair value of these investments was $113 million.
|
(4)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
As of December 31, 2018
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$185
|
| |
$77
|
| |
$13
|
| |
$275
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
2,268
|
| |
—
|
| |
2,268
|
Corporate(1)
|
| |
1
|
| |
14,787
|
| |
1,448
|
| |
16,236
|
Structured securities
|
| |
—
|
| |
20,618
|
| |
2,710
|
| |
23,328
|
Total AFS fixed maturity securities
|
| |
186
|
| |
37,750
|
| |
4,171
|
| |
42,107
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
72
|
| |
12
|
| |
3
|
| |
87
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
61
|
| |
—
|
| |
61
|
Corporate
|
| |
6
|
| |
380
|
| |
62
|
| |
448
|
Structured securities
|
| |
—
|
| |
194
|
| |
7
|
| |
201
|
Total trading fixed maturity securities
|
| |
78
|
| |
647
|
| |
72
|
| |
797
|
Equity securities
|
| |
93
|
| |
—
|
| |
90
|
| |
183
|
Mortgage and other loan receivables(2)
|
| |
—
|
| |
88
|
| |
107
|
| |
195
|
Other investments(3)
|
| |
—
|
| |
—
|
| |
386
|
| |
386
|
Funds withheld receivable at interest
|
| |
—
|
| |
278
|
| |
68
|
| |
346
|
Reinsurance recoverable
|
| |
—
|
| |
—
|
| |
1,249
|
| |
1,249
|
Derivative assets:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
23
|
| |
150
|
| |
—
|
| |
173
|
Interest rate contracts
|
| |
49
|
| |
32
|
| |
—
|
| |
81
|
Foreign currency contracts
|
| |
—
|
| |
2
|
| |
—
|
| |
2
|
Impact of netting(4)
|
| |
(18)
|
| |
(30)
|
| |
—
|
| |
(48)
|
Total derivative assets
|
| |
54
|
| |
154
|
| |
—
|
| |
208
|
Separate account assets
|
| |
5,144
|
| |
—
|
| |
—
|
| |
5,144
|
Total assets at fair value
|
| |
$5,555
|
| |
$38,917
|
| |
$6,143
|
| |
$50,615
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$364
|
| |
$364
|
Closed block policy liabilities
|
| |
—
|
| |
—
|
| |
1,305
|
| |
1,305
|
Funds withheld payable at interest
|
| |
—
|
| |
—
|
| |
21
|
| |
21
|
Derivative instruments payable:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
4
|
| |
—
|
| |
—
|
| |
4
|
Interest rate contracts
|
| |
17
|
| |
54
|
| |
—
|
| |
71
|
Impact of netting(4)
|
| |
(18)
|
| |
(30)
|
| |
—
|
| |
(48)
|
Total derivative instruments payable
|
| |
3
|
| |
24
|
| |
—
|
| |
27
|
Embedded derivative — indexed universal life products
|
| |
—
|
| |
—
|
| |
526
|
| |
526
|
Embedded derivative — annuity products
|
| |
—
|
| |
—
|
| |
786
|
| |
786
|
Total liabilities at fair value
|
| |
$3
|
| |
$24
|
| |
$3,002
|
| |
$3,029
|
(1)
|
Includes related party balance of $115 million in Level 2 for corporate AFS fixed maturity securities.
|
(2)
|
Includes related party balance of $107 million in Level 3 for mortgage and other loan receivables.
|
(3)
|
Other investments excluded from the fair value hierarchy include certain real estate and private equity funds for which fair value is measured at net asset value per share as a practical expedient. As of December 31, 2018, the fair value of these investments was $96 million.
|
(4)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
As of December 31, 2019
|
||||||||||||
Level 3 assets
|
| |
Level 3 assets
($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (weighted average, or “WA”) |
| |
Impact of an
increase in the input on fair value |
Corporate fixed maturity securities
|
| |
$14
|
| |
Market comparables — liquidity premium
|
| |
0.25%
|
| |
Decrease
|
Structured securities
|
| |
1,051
|
| |
Consensus pricing — liquidity premium
|
| |
0.29%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows — liquidity premium
|
| |
0.00% to 0.16% (WA 0.13%)
|
| |
Decrease
|
|
| |
|
| |
Market comparables — liquidity premium
|
| |
0.10% to 3.60% (WA 2.49%)
|
| |
Decrease
|
Equity securities
|
| |
38
|
| |
Discounted cash flows- discount rate
|
| |
17.50%
|
| |
Decrease
|
Other investments
|
| |
384
|
| |
Discounted cash flows- capitalization rate
|
| |
5.36% to 6.38% (WA 5.80%)
|
| |
Increase
|
|
| |
|
| |
Discounted cash flows- discount rate
|
| |
8.00%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows- vacancy rate
|
| |
6.49%
|
| |
Decrease
|
Funds withheld receivable at interest
|
| |
79
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 21 years (WA 10.63 years)
|
| |
Increase
|
As of December 31, 2019
|
||||||||||||
Level 3 assets
|
| |
Level 3 assets
($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (weighted average, or “WA”) |
| |
Impact of an
increase in the input on fair value |
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
3.8% to 17.5% (WA 6.5%)
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Reinsurance recoverable
|
| |
1,316
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $10 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.69% to 11.23%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
2.76%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
5.57%
|
| |
Decrease
|
As of December 31, 2018
|
||||||||||||
Level 3 assets
|
| |
Level 3 assets
($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Corporate fixed maturity securities
|
| |
$58
|
| |
Market comparables — liquidity premium
|
| |
0.25% to 0.80% (WA 0.72%)
|
| |
Decrease
|
Structured securities
|
| |
1,583
|
| |
Consensus pricing — liquidity premium
|
| |
0.21%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows — spreads
|
| |
0.10% to 1.20% (WA 0.22%)
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows — liquidity premium
|
| |
0.08% to 0.24% (WA 0.18%)
|
| |
Decrease
|
|
| |
|
| |
Market comparables — liquidity premium
|
| |
1.95% to 2.60% (WA 2.06%)
|
| |
Decrease
|
Equity securities
|
| |
32
|
| |
Net asset value — liquidity premium
|
| |
$0.31 to $0.50 (WA $0.40) (per share)
|
| |
Decrease
|
Other investments
|
| |
344
|
| |
Discounted cash flows- capitalization rate
|
| |
5.38% to 6.23% (WA 5.58%)
|
| |
Increase
|
|
| |
|
| |
Discounted cash flows- discount rate
|
| |
8.00%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows- vacancy rate
|
| |
6.65%
|
| |
Decrease
|
Funds withheld receivable at interest
|
| |
68
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 18 years (WA 9.5 years)
|
| |
Increase
|
As of December 31, 2018
|
||||||||||||
Level 3 assets
|
| |
Level 3 assets
($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
4.8% to 7.9% (WA 6.0%)
|
| |
Increase
|
Reinsurance recoverable
|
| |
1,249
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $16 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Nonperformance risk: 0.31%
|
| |
Increase
|
|
| |
|
| |
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.7% to 12.17%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
3.0% to 9.0%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
2.5% to 3.5%
|
| |
Decrease
|
As of December 31, 2019
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Policyholder liabilities
|
| |
$429
|
| |
Present value of best estimate liability cash flows. Unobservable inputs include a market participant view of the risk margin included in the discount rate which reflects the riskiness of the cash flows.
|
| |
Risk margin rate: 0.09%
|
| |
Decrease
|
|
| |
|
| |
Policyholder behavior is also a significant unobservable input, including lapse, surrender and mortality.
|
| |
Lapse rate: 0.7% to 1.4%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: 0.7% to 2.1%
|
| |
Increase
|
|
| |
|
| |
|
| |
Mortality rate: 0.3% to 21.1%
|
| |
Increase
|
Closed block policy liabilities
|
| |
1,368
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $10 and $78 per policy, increased by inflation.
|
| |
Increase
|
As of December 31, 2019
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.69% to 11.23%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
2.76%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
5.57%
|
| |
Decrease
|
Funds withheld payable at interest
|
| |
61
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 21 years (WA 10.78 years)
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
3.8% to 17.5% (WA 6.5%)
|
| |
Decrease
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Embedded derivative – indexed universal life products
|
| |
820
|
| |
Policy persistency is a significant unobservable input.
|
| |
Lapse rate: 5%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: 0.13%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: 3.91%
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Embedded derivative – annuity products
|
| |
1,426
|
| |
Policyholder behavior is a significant unobservable input, including utilization and lapse.
|
| |
Utilization: Fixed-indexed annuity WA 3.66%; Variable annuity: 0% to 65%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: Fixed-indexed annuity WA 10.38%; Variable annuity: 2.82% to 27.90%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: Fixed-indexed annuity WA 1.74%; Variable annuity: 1.14% to 8.33%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: Fixed-indexed annuity WA 2.07%; Variable annuity: n/a
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
As of December 31, 2018
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Policyholder liabilities
|
| |
$364
|
| |
Present value of best estimate liability cash flows. Unobservable inputs include a market participant view of the risk margin included in the discount rate which reflects the riskiness of the cash flows.
|
| |
Risk margin rate: 0.09%
|
| |
Decrease
|
|
| |
|
| |
Policyholder behavior is also a significant unobservable input, including lapse, surrender and mortality.
|
| |
Lapse rate: 0.7% to 1.4%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: 0.7% to 2.1%
|
| |
Increase
|
|
| |
|
| |
|
| |
Mortality rate: 0.3% to 21.1%
|
| |
Increase
|
Closed block policy liabilities
|
| |
1,305
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $16 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Nonperformance risk: 0.31%
|
| |
Increase
|
|
| |
|
| |
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.7% to 12.17%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
3.0% to 9.0%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
2.5% to 3.5%
|
| |
Decrease
|
Funds withheld payable at interest
|
| |
21
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 18 years (WA 9.6 years)
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
4.8% to 7.9% (WA 6.0%)
|
| |
Decrease
|
Embedded derivative – indexed universal life products
|
| |
526
|
| |
Policy persistency is a significant unobservable input.
|
| |
Lapse rate: 5%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: 0.14%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: 3.9%
|
| |
Increase
|
As of December 31, 2018
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Embedded derivative – annuity products
|
| |
786
|
| |
Policyholder behavior is a significant unobservable input, including utilization and lapse.
|
| |
Utilization: Fixed-indexed annuity WA 4.51%; Variable annuity: 0% to 65%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: Fixed-indexed annuity WA 9.06%; Variable annuity: 2.86% to 20.66%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: Fixed-indexed annuity WA 1.69%; Variable annuity: 1.06% to 8.65%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: Fixed-indexed annuity WA 1.97%; Variable annuity: n/a
|
| |
Increase
|
Year ended December 31, 2019
|
| |
Balance,
as of beginning of year |
| |
Net
realized and unrealized gains / losses included in income |
| |
Net
unrealized gains / losses included in OCI |
| |
Net
settlements / purchases |
| |
Transfers
into Level 3 |
| |
Transfers
out of Level 3 |
| |
Balance,
as of end of year |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$13
|
| |
$—
|
| |
$—
|
| |
$(1)
|
| |
$—
|
| |
$—
|
| |
$12
|
Corporate fixed maturity securities
|
| |
1,448
|
| |
2
|
| |
(300)
|
| |
1,126
|
| |
24
|
| |
(44)
|
| |
2,256
|
Structured securities
|
| |
2,710
|
| |
1
|
| |
115
|
| |
287
|
| |
40
|
| |
(1,301)
|
| |
1,852
|
Total AFS fixed maturity securities
|
| |
4,171
|
| |
3
|
| |
(185)
|
| |
1,412
|
| |
64
|
| |
(1,345)
|
| |
4,120
|
Year ended December 31, 2019
|
| |
Balance,
as of beginning of year |
| |
Net
realized and unrealized gains / losses included in income |
| |
Net
unrealized gains / losses included in OCI |
| |
Net
settlements / purchases |
| |
Transfers
into Level 3 |
| |
Transfers
out of Level 3 |
| |
Balance,
as of end of year |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
3
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
3
|
Corporate fixed maturity securities
|
| |
62
|
| |
—
|
| |
(6)
|
| |
(19)
|
| |
—
|
| |
—
|
| |
37
|
Structured securities
|
| |
7
|
| |
—
|
| |
4
|
| |
(4)
|
| |
—
|
| |
(5)
|
| |
2
|
Total trading fixed maturity securities
|
| |
72
|
| |
—
|
| |
(2)
|
| |
(23)
|
| |
—
|
| |
(5)
|
| |
42
|
Equity securities
|
| |
90
|
| |
(1)
|
| |
(32)
|
| |
1
|
| |
—
|
| |
—
|
| |
58
|
Mortgage and other loan receivables
|
| |
107
|
| |
—
|
| |
2
|
| |
144
|
| |
—
|
| |
—
|
| |
253
|
Other investments
|
| |
386
|
| |
30
|
| |
—
|
| |
8
|
| |
—
|
| |
—
|
| |
424
|
Funds withheld receivable at interest
|
| |
68
|
| |
11
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
79
|
Reinsurance recoverable
|
| |
1,249
|
| |
67
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
1,316
|
Total assets
|
| |
$6,143
|
| |
$110
|
| |
$(217)
|
| |
$1,542
|
| |
$64
|
| |
$(1,350)
|
| |
$6,292
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$364
|
| |
$73
|
| |
$—
|
| |
$(8)
|
| |
$—
|
| |
$—
|
| |
$429
|
Closed block policy liabilities
|
| |
1,305
|
| |
58
|
| |
5
|
| |
—
|
| |
—
|
| |
—
|
| |
1,368
|
Funds withheld payable at interest
|
| |
21
|
| |
40
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
61
|
Reinsurance liabilities
|
| |
—
|
| |
5
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
5
|
Embedded derivative – indexed universal life products
|
| |
526
|
| |
361
|
| |
—
|
| |
(67)
|
| |
—
|
| |
—
|
| |
820
|
Embedded derivative – annuity products
|
| |
786
|
| |
267
|
| |
—
|
| |
373
|
| |
—
|
| |
—
|
| |
1,426
|
Total liabilities
|
| |
$3,002
|
| |
$804
|
| |
$5
|
| |
$298
|
| |
$—
|
| |
$—
|
| |
$4,109
|
Year ended December 31, 2019
|
| |
Purchases
|
| |
Issuances
|
| |
Sales
|
| |
Settlements
|
| |
Net
settlements / purchases |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$(1)
|
| |
$(1)
|
Corporate fixed maturity securities
|
| |
1,995
|
| |
—
|
| |
(208)
|
| |
(661)
|
| |
1,126
|
Structured securities
|
| |
1,290
|
| |
—
|
| |
(537)
|
| |
(466)
|
| |
287
|
Total AFS fixed maturity securities
|
| |
3,285
|
| |
—
|
| |
(745)
|
| |
(1,128)
|
| |
1,412
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Corporate fixed maturity securities
|
| |
13
|
| |
—
|
| |
(31)
|
| |
(1)
|
| |
(19)
|
Structured securities
|
| |
—
|
| |
—
|
| |
(4)
|
| |
—
|
| |
(4)
|
Total trading fixed maturity securities
|
| |
13
|
| |
—
|
| |
(35)
|
| |
(1)
|
| |
(23)
|
Equity securities
|
| |
18
|
| |
—
|
| |
(14)
|
| |
(3)
|
| |
1
|
Year ended December 31, 2019
|
| |
Purchases
|
| |
Issuances
|
| |
Sales
|
| |
Settlements
|
| |
Net
settlements / purchases |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Mortgage and other loan receivables
|
| |
302
|
| |
—
|
| |
(67)
|
| |
(91)
|
| |
144
|
Other investments
|
| |
22
|
| |
—
|
| |
(14)
|
| |
—
|
| |
8
|
Total assets
|
| |
$3,640
|
| |
$—
|
| |
$(875)
|
| |
$(1,223)
|
| |
$1,542
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$(8)
|
| |
$(8)
|
Embedded derivative – indexed universal life products
|
| |
—
|
| |
95
|
| |
—
|
| |
(162)
|
| |
(67)
|
Embedded derivative – annuity products
|
| |
—
|
| |
373
|
| |
—
|
| |
—
|
| |
373
|
Total liabilities
|
| |
$—
|
| |
$468
|
| |
$—
|
| |
$(170)
|
| |
$298
|
Year ended December 31, 2018
|
| |
Balance,
as of beginning of year |
| |
Net
realized and unrealized gains / losses included in income |
| |
Net
unrealized gains / losses included in OCI |
| |
Net
settlements / purchases |
| |
Transfers
into Level 3 |
| |
Transfers
out of Level 3 |
| |
Balance,
as of end of year |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$—
|
| |
$—
|
| |
$1
|
| |
$12
|
| |
$—
|
| |
$—
|
| |
$13
|
Corporate fixed maturity securities
|
| |
598
|
| |
—
|
| |
(401)
|
| |
1,250
|
| |
1
|
| |
—
|
| |
1,448
|
Structured securities
|
| |
1,562
|
| |
9
|
| |
(584)
|
| |
1,806
|
| |
—
|
| |
(83)
|
| |
2,710
|
Total AFS fixed maturity securities
|
| |
2,160
|
| |
9
|
| |
(984)
|
| |
3,068
|
| |
1
|
| |
(83)
|
| |
4,171
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
—
|
| |
—
|
| |
—
|
| |
3
|
| |
—
|
| |
—
|
| |
3
|
Corporate fixed maturity securities
|
| |
—
|
| |
—
|
| |
(2)
|
| |
64
|
| |
—
|
| |
—
|
| |
62
|
Structured securities
|
| |
—
|
| |
—
|
| |
—
|
| |
7
|
| |
—
|
| |
—
|
| |
7
|
Total trading fixed maturity securities
|
| |
—
|
| |
—
|
| |
(2)
|
| |
74
|
| |
—
|
| |
—
|
| |
72
|
Equity securities
|
| |
90
|
| |
(2)
|
| |
(3)
|
| |
5
|
| |
—
|
| |
—
|
| |
90
|
Mortgage and other loan receivables
|
| |
—
|
| |
—
|
| |
—
|
| |
107
|
| |
—
|
| |
—
|
| |
107
|
Other investments
|
| |
—
|
| |
17
|
| |
—
|
| |
369
|
| |
—
|
| |
—
|
| |
386
|
Funds withheld receivable at interest
|
| |
130
|
| |
(62)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
68
|
Reinsurance recoverable
|
| |
1,383
|
| |
(134)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
1,249
|
Total assets
|
| |
$3,763
|
| |
$(172)
|
| |
$(989)
|
| |
$3,623
|
| |
$1
|
| |
$(83)
|
| |
$6,143
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$373
|
| |
$(9)
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$364
|
Closed block policy liabilities
|
| |
1,436
|
| |
(136)
|
| |
5
|
| |
—
|
| |
—
|
| |
—
|
| |
1,305
|
Year ended December 31, 2018
|
| |
Balance,
as of beginning of year |
| |
Net
realized and unrealized gains / losses included in income |
| |
Net
unrealized gains / losses included in OCI |
| |
Net
settlements / purchases |
| |
Transfers
into Level 3 |
| |
Transfers
out of Level 3 |
| |
Balance,
as of end of year |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Funds withheld payable at interest
|
| |
22
|
| |
(1)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
21
|
Embedded derivative – indexed universal life products
|
| |
755
|
| |
(114)
|
| |
—
|
| |
(115)
|
| |
—
|
| |
—
|
| |
526
|
Embedded derivative – annuity products
|
| |
535
|
| |
(48)
|
| |
—
|
| |
299
|
| |
—
|
| |
—
|
| |
786
|
Total liabilities
|
| |
$3,121
|
| |
$(308)
|
| |
$5
|
| |
$184
|
| |
$—
|
| |
$—
|
| |
$3,002
|
Year ended December 31, 2018
|
| |
Purchases
|
| |
Issuances
|
| |
Sales
|
| |
Settlements
|
| |
Net
settlements / purchases |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$12
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$12
|
Corporate fixed maturity securities
|
| |
1,778
|
| |
—
|
| |
(282)
|
| |
(246)
|
| |
1,250
|
Structured securities
|
| |
2,808
|
| |
—
|
| |
(302)
|
| |
(700)
|
| |
1,806
|
Total AFS fixed maturity securities
|
| |
4,598
|
| |
—
|
| |
(584)
|
| |
(946)
|
| |
3,068
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
3
|
| |
—
|
| |
—
|
| |
—
|
| |
3
|
Corporate fixed maturity securities
|
| |
84
|
| |
—
|
| |
—
|
| |
(20)
|
| |
64
|
Structured securities
|
| |
7
|
| |
—
|
| |
—
|
| |
—
|
| |
7
|
Total trading fixed maturity securities
|
| |
94
|
| |
—
|
| |
—
|
| |
(20)
|
| |
74
|
Equity securities
|
| |
5
|
| |
—
|
| |
—
|
| |
—
|
| |
5
|
Mortgage and other loan receivables
|
| |
107
|
| |
—
|
| |
—
|
| |
—
|
| |
107
|
Other investments
|
| |
369
|
| |
—
|
| |
—
|
| |
—
|
| |
369
|
Total assets
|
| |
$5,173
|
| |
$—
|
| |
$(584)
|
| |
$(966)
|
| |
$3,623
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Embedded derivative – indexed universal life products
|
| |
$—
|
| |
$103
|
| |
$—
|
| |
$(218)
|
| |
$(115)
|
Embedded derivative – annuity products
|
| |
—
|
| |
299
|
| |
—
|
| |
—
|
| |
299
|
Total liabilities
|
| |
$—
|
| |
$402
|
| |
$—
|
| |
$(218)
|
| |
$184
|
Deferred policy acquisition costs, value of business acquired, unearned revenue reserves and unearned front-end loads
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$1,891
|
| |
$1,103
|
Acquisition/reinsurance
|
| |
40
|
| |
297
|
Deferrals
|
| |
526
|
| |
425
|
Amortized to expense during the year(1)
|
| |
(253)
|
| |
(187)
|
Adjustment for unrealized investment (gains) losses during the year
|
| |
(500)
|
| |
253
|
Balance, as of end of year
|
| |
$1,704
|
| |
$1,891
|
(1)
|
These amounts are shown within amortization of policy acquisition costs in the consolidated statements of income.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$668
|
| |
$550
|
Amortized to expense during the year(1)
|
| |
(48)
|
| |
(70)
|
Adjustment for unrealized investment (gains) losses during the year
|
| |
(196)
|
| |
188
|
Balance, as of end of year
|
| |
$424
|
| |
$668
|
(1)
|
These amounts are shown within amortization of policy acquisition costs in the consolidated statements of income.
|
Years
|
| |
Amounts
|
|
| |
($ in millions)
|
2020
|
| |
$51
|
2021
|
| |
46
|
2022
|
| |
39
|
2023
|
| |
33
|
2024
|
| |
30
|
2025 and thereafter
|
| |
225
|
Total
|
| |
$424
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$316
|
| |
$103
|
Deferrals
|
| |
142
|
| |
127
|
Amortized to income during the year(1)
|
| |
(103)
|
| |
(84)
|
Adjustment for unrealized investment (gains) losses during the year
|
| |
(224)
|
| |
170
|
Balance, as of end of year
|
| |
$131
|
| |
$316
|
(1)
|
These amounts are shown within policy fees in the consolidated statements of income.
|
Policyholder liabilities
|
|
| |
2019
|
| |
2018
|
||||||
|
| |
Future
policyholder benefits |
| |
Contractholder
deposit funds and other policyholder liabilities |
| |
Future
policyholder benefits |
| |
Contractholder
deposit funds and other policyholder liabilities |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Fixed-rate annuity(1)
|
| |
$3,752
|
| |
$31,040
|
| |
$2,603
|
| |
$27,886
|
Fixed-indexed annuity
|
| |
4
|
| |
14,656
|
| |
—
|
| |
10,501
|
Variable annuity
|
| |
—
|
| |
2,456
|
| |
—
|
| |
2,411
|
Indexed universal life
|
| |
—
|
| |
8,618
|
| |
—
|
| |
7,664
|
Fixed and variable universal life
|
| |
—
|
| |
3,889
|
| |
—
|
| |
3,334
|
Other life (term and whole life)
|
| |
678
|
| |
308
|
| |
718
|
| |
325
|
Preneed
|
| |
25
|
| |
2,965
|
| |
24
|
| |
3,110
|
Closed blocks
|
| |
1,253
|
| |
99
|
| |
1,185
|
| |
102
|
Other (including funding agreements)
|
| |
32
|
| |
2,290
|
| |
38
|
| |
2,012
|
Total
|
| |
$5,744
|
| |
$66,321
|
| |
$4,568
|
| |
$57,345
|
(1)
|
Includes related party balances as of December 31, 2019 and 2018 of $2.5 billion and $2.6 billion, respectively, in future policyholder benefits, and $4.9 billion and $5.6 billion, respectively, in contractholder deposit funds and other policyholder liabilities.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$274
|
| |
$215
|
Expense incurred
|
| |
(8)
|
| |
93
|
Claims paid
|
| |
(25)
|
| |
(28)
|
Reinsurance premium paid
|
| |
(25)
|
| |
(24)
|
Claims ceded to reinsurers
|
| |
18
|
| |
18
|
Balance, as of end of year
|
| |
$234
|
| |
$274
|
•
|
The projection model uses multiple stochastic scenarios with mean total returns ranging from 2% per annum for money market funds to 4% per annum for bond funds to 8% per annum for equities;
|
•
|
For the projection of equity index returns for the legacy and assumed variable annuity blocks, a one factor local volatility log-normal model was used. For the recent direct sales of variable annuity products projected fund returns are determined by a third-party proprietary model;
|
•
|
For the legacy and assumed variable annuity blocks, equity implied volatilities by duration are graded from OTC quotes on the front to historical volatilities on the back. For the years ended December 31, 2019 and 2018, at-the-money equity volatilities ranged from 14.2% to 27.0% and from 17.3% to 27.0%, respectively, depending on index and term;
|
•
|
The mortality assumptions are factors of an industry standard mortality table based on company experience varying by age and gender, with 20 years of mortality improvements; and,
|
•
|
The partial withdrawal rate assumption varies by tax-qualified status and attained age. For the years ended December 31, 2019 and 2018 total projected partial withdrawals were from 3.0% to 7.0% and 3.0% to 6.5%, respectively.
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions, except for contractholders information)
|
| |
|
| |
|
Net deposits paid
|
| |
|
| |
|
Account value
|
| |
$4,592
|
| |
$4,410
|
Net amount at risk
|
| |
$91
|
| |
$183
|
Average attained age of contractholders
|
| |
67
|
| |
67
|
Ratchet (highest historical account value at specified anniversary dates)
|
| |
|
| |
|
Account value
|
| |
$489
|
| |
$465
|
Net amount at risk
|
| |
$18
|
| |
$38
|
Average attained age of contractholders
|
| |
71
|
| |
71
|
Roll-up (net deposits accumulated at a specified rate)
|
| |
|
| |
|
Account value
|
| |
$13
|
| |
$15
|
Net amount at risk
|
| |
$4
|
| |
$6
|
Average attained age of contractholders
|
| |
83
|
| |
83
|
Higher of ratchet or roll-up
|
| |
|
| |
|
Account value
|
| |
$1,715
|
| |
$1,647
|
Net amount at risk
|
| |
$435
|
| |
$662
|
Average attained age of contractholders
|
| |
77
|
| |
76
|
Total of guaranteed benefits categorized above
|
| |
|
| |
|
Account value
|
| |
$6,809
|
| |
$6,537
|
Net amount at risk
|
| |
$548
|
| |
$889
|
Average attained age of contractholders (weighted by account value)
|
| |
70
|
| |
69
|
Number of contractholders
|
| |
89,297
|
| |
96,279
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of year
|
| |
$392
|
| |
$287
|
Expense incurred
|
| |
109
|
| |
105
|
Balance, as of end of year
|
| |
$501
|
| |
$392
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions, except for contractholders information)
|
| |
|
| |
|
Account value
|
| |
$9,716
|
| |
$8,935
|
Net amount at risk
|
| |
$2,822
|
| |
$2,588
|
Number of contractholders
|
| |
75,882
|
| |
73,138
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Account value
|
| |
$17,089
|
| |
$13,937
|
Embedded derivatives
|
| |
$2,246
|
| |
$1,312
|
•
|
The reserve is based on projections run under a large number of stochastic scenarios;
|
•
|
All underlying scenarios are generated using risk neutral assumptions;
|
•
|
The mean of the projected returns is based on a risk free rate;
|
•
|
Volatilities are based on market implied volatilities; and,
|
•
|
The discount rate for this fair value calculation equals the risk free rate plus a spread consistent with the Company’s risk of non-performance on its obligations, which is referred to as its own credit risk.
|
•
|
Credited interest rate: Based on the non-forfeiture rates of 3.0% to 5.5%.
|
•
|
Mortality: Based on the Company’s experience.
|
•
|
Death benefit inflation: Based on the discretionary death benefit inflation rates in effect at the current reporting date. To mitigate the risk that a policy will not keep pace with increases in funeral prices or remain competitive, the Company has the discretion to increase or decrease the death benefit. Such increases or decreases are considered on a quarterly basis and vary by plan.
|
•
|
Maintenance expenses: Based on the Company’s experience and expressed as a cost per paid-up policy and a cost per premium-paying policy.
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Account value
|
| |
$7
|
| |
$7
|
Range of guaranteed minimum return rates
|
| |
2.8% - 3.1%
|
| |
2.8% - 3.1%
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Asset type:
|
| |
|
| |
|
Fixed maturity securities
|
| |
$9
|
| |
$10
|
Cash and cash equivalents
|
| |
2
|
| |
1
|
Total
|
| |
$11
|
| |
$11
|
Closed blocks
|
|
| |
As of December 31,
|
|||
Balance sheets
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Assets
|
| |
|
| |
|
Total investments
|
| |
$1
|
| |
$1
|
Cash and cash equivalents
|
| |
2
|
| |
4
|
Reinsurance recoverable
|
| |
1,316
|
| |
1,249
|
Deferred income taxes
|
| |
46
|
| |
30
|
Other assets
|
| |
—
|
| |
1
|
Total assets
|
| |
1,365
|
| |
1,285
|
|
| |
As of December 31,
|
|||
Balance sheets
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Liabilities
|
| |
|
| |
|
Future policyholder benefits
|
| |
1,250
|
| |
1,177
|
Outstanding claims
|
| |
17
|
| |
18
|
Contractholder deposit funds and other liabilities
|
| |
1
|
| |
1
|
Policyholder dividend obligation at fair value(1)
|
| |
84
|
| |
86
|
Policyholder dividends payable at fair value(1)
|
| |
13
|
| |
15
|
Total policyholder liabilities
|
| |
1,365
|
| |
1,297
|
Accrued expenses and other liabilities
|
| |
8
|
| |
8
|
Reinsurance liabilities
|
| |
5
|
| |
—
|
Total liabilities
|
| |
1,378
|
| |
1,305
|
Excess of closed block liabilities over assets designated to the closed blocks and maximum future earnings to be recognized from closed block assets and liabilities
|
| |
$13
|
| |
$20
|
(1)
|
Included within contractholder deposit funds and other policyholder liabilities in the consolidated balance sheets.
|
|
| |
For the years ended
December 31, |
|||
Statements of income
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Revenues
|
| |
|
| |
|
Premiums and other income
|
| |
$—
|
| |
$—
|
Net investment expense
|
| |
—
|
| |
—
|
Total revenues
|
| |
—
|
| |
—
|
Benefits and expenses
|
| |
|
| |
|
Policyholder benefits
|
| |
2
|
| |
1
|
Other expenses
|
| |
—
|
| |
—
|
Total benefits and expenses
|
| |
2
|
| |
1
|
Net contribution from the closed blocks
|
| |
(2)
|
| |
(1)
|
Income tax (benefit) expense
|
| |
(15)
|
| |
1
|
Net income (loss)
|
| |
$13
|
| |
$(2)
|
Reinsurance
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Policyholder liabilities:
|
| |
|
| |
|
Direct
|
| |
$50,430
|
| |
$43,168
|
Assumed(1)
|
| |
21,814
|
| |
18,949
|
Total policyholder liabilities
|
| |
72,244
|
| |
62,117
|
Ceded(2)
|
| |
(4,130)
|
| |
(4,121)
|
Net policyholder liabilities
|
| |
$68,114
|
| |
$57,996
|
(1)
|
Includes related party balances of $7.4 billion and $8.2 billion as of December 31, 2019 and 2018, respectively.
|
(2)
|
Reported within reinsurance recoverable in the consolidated balance sheets.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Premiums:
|
| |
|
| |
|
Direct
|
| |
$167
|
| |
$158
|
Assumed(1)
|
| |
1,245
|
| |
2,740
|
Ceded
|
| |
(120)
|
| |
(1,388)
|
Net premiums
|
| |
$1,292
|
| |
$1,510
|
(1)
|
Includes related party balances of $37 million and $2.6 billion for the years ended December 31, 2019 and 2018, respectively.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Policy fees:
|
| |
|
| |
|
Direct
|
| |
$870
|
| |
$883
|
Assumed(1)
|
| |
353
|
| |
366
|
Net policy fees
|
| |
$1,223
|
| |
$1,249
|
(1)
|
Includes related party balances of $16 million and $10 million for the years ended December 31, 2019 and 2018, respectively.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Policy benefits and claims:
|
| |
|
| |
|
Direct
|
| |
$2,927
|
| |
$1,259
|
Assumed(1)
|
| |
1,950
|
| |
3,777
|
Ceded
|
| |
(356)
|
| |
(1,377)
|
Net policy benefits and claims
|
| |
$4,521
|
| |
$3,659
|
(1)
|
Includes related party balances of $298 million and $2.8 billion for the years ended December 31, 2019 and 2018, respectively.
|
Debt
|
|
| |
December 31, 2019
|
| |
December 31, 2018
|
||||||
|
| |
Amount
|
| |
Rate
|
| |
Amount
|
| |
Rate
|
($ in millions, except interest rates)
|
| |
|
| |
|
| |
|
| |
|
Senior notes assumed through acquisition, due April 2021
|
| |
$150
|
| |
8.63%
|
| |
$150
|
| |
8.63%
|
Term loan, due December 2021
|
| |
225
|
| |
3.08%
|
| |
100
|
| |
3.85%
|
Revolving credit facility, due May 2023
|
| |
—
|
| |
n/a
|
| |
405
|
| |
4.01%
|
Senior notes, due October 2029
|
| |
500
|
| |
4.40%
|
| |
—
|
| |
n/a
|
Subordinated debentures, due October 2046
|
| |
250
|
| |
9.50%
|
| |
250
|
| |
9.50%
|
Total debt – principal
|
| |
1,125
|
| |
|
| |
905
|
| |
|
Purchase accounting adjustments(1)
|
| |
3
|
| |
|
| |
6
|
| |
|
Debt issuance costs, net of accumulated amortization(2)
|
| |
(8)
|
| |
|
| |
(10)
|
| |
|
Fair value gain of hedged senior notes due 2029, recognized in earnings
|
| |
(15)
|
| |
|
| |
—
|
| |
|
Total debt
|
| |
$1,105
|
| |
|
| |
$901
|
| |
|
(1)
|
The amortization of the purchase accounting adjustment related to the acquired Senior Notes, or the “2021 Senior Notes,” was $3 million for both of the years ended December 31, 2019 and 2018.
|
(2)
|
The amortization of the debt issuance costs was $1 million and $2 million for the years ended December 31, 2019 and 2018, respectively.
|
Years
|
| |
Amounts
|
|
| |
($ in millions)
|
2020
|
| |
$—
|
2021
|
| |
375
|
2022
|
| |
—
|
2023
|
| |
—
|
2024
|
| |
—
|
2025 and thereafter
|
| |
750
|
Total
|
| |
$1,125
|
Composition of other assets, liabilities, income, insurance expenses and general and administrative expenses
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Restricted cash
|
| |
$181
|
| |
$80
|
Miscellaneous assets
|
| |
115
|
| |
95
|
Right-to-use lease asset
|
| |
109
|
| |
—
|
Premiums and other account receivables
|
| |
64
|
| |
68
|
Investments in process of settlement
|
| |
48
|
| |
54
|
Deferred sales inducement and intangible assets
|
| |
44
|
| |
58
|
Current income tax recoverable
|
| |
41
|
| |
—
|
Deferred tax asset
|
| |
—
|
| |
166
|
Total other assets
|
| |
$602
|
| |
$521
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Accrued expenses(1)
|
| |
$453
|
| |
$487
|
Deferred tax liability
|
| |
220
|
| |
—
|
Accrued employee related expenses
|
| |
163
|
| |
160
|
Lease liability
|
| |
128
|
| |
—
|
Investments in process of settlement
|
| |
96
|
| |
25
|
Derivative instruments payable
|
| |
79
|
| |
27
|
Accounts and commissions payables
|
| |
22
|
| |
18
|
Accrued interest
|
| |
14
|
| |
9
|
Other tax related liabilities
|
| |
13
|
| |
11
|
Current income tax payable
|
| |
—
|
| |
57
|
Single premium immediate annuity note payable
|
| |
—
|
| |
24
|
Total accrued expenses and other liabilities
|
| |
$1,188
|
| |
$818
|
(1)
|
Includes related party balances of $19 million and $17 million as of December 31, 2019 and 2018, respectively.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Administrative, marketing and distribution fees
|
| |
$35
|
| |
$37
|
Miscellaneous income
|
| |
23
|
| |
21
|
Total other income
|
| |
$58
|
| |
$58
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Commission expense
|
| |
$60
|
| |
$46
|
Other insurance expenses(1)
|
| |
25
|
| |
34
|
Premium taxes
|
| |
21
|
| |
18
|
Total insurance expenses
|
| |
$106
|
| |
$98
|
(1)
|
Includes related party balances of $7 million for both of the years ended December 31, 2019 and 2018, respectively.
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Employee related expenses
|
| |
$289
|
| |
$289
|
Administrative and professional services
|
| |
191
|
| |
200
|
Miscellaneous operating expenses(1)
|
| |
8
|
| |
16
|
Total general and administrative expenses
|
| |
$488
|
| |
$505
|
(1)
|
Includes related party balances of $10 million and $6 million for the years ended December 31, 2019 and 2018, respectively.
|
Shareholders’ equity
|
Accumulated other comprehensive income (loss)
|
|
| |
|
| |
For the years ended
December 31, |
|||
Components of accumulated other comprehensive income (loss)
|
| |
Consolidated statements of income and consolidated statements of comprehensive income (loss) location
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
| |
|
Net unrealized investment gains on AFS fixed maturity securities and other investments:
|
| |
|
| |
|
|||
Net unrealized investment gains
|
| |
Net investment gains (losses)
|
| |
|
| |
|
Net unrealized investment gains, before income tax
|
| |
|
| |
$89
|
| |
$60
|
Income tax expense
|
| |
|
| |
18
|
| |
13
|
Net unrealized investment gains, net of income tax, reclassified
|
| |
|
| |
$71
|
| |
$47
|
Redeemable non-controlling interests
|
Equity-based compensation
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
RSAs
|
| |
$24
|
| |
$22
|
Carried interest units
|
| |
—
|
| |
1
|
SARs
|
| |
—
|
| |
—
|
Total equity-based compensation expense
|
| |
$24
|
| |
$23
|
Deferred tax asset
|
| |
$5
|
| |
$4
|
|
| |
Expense
|
| |
Weighted
average period |
|
| |
($ in millions)
|
| |
(years)
|
Service-based:
|
| |
|
| |
|
RSAs
|
| |
$33
|
| |
2.5
|
Total service-based
|
| |
33
|
| |
|
Performance-based:
|
| |
|
| |
|
RSAs
|
| |
9
|
| |
3.2
|
Carried interest units
|
| |
7
|
| |
N/A
|
SARs
|
| |
4
|
| |
N/A
|
Total performance-based
|
| |
20
|
| |
|
Outstanding balance, as of end of year
|
| |
$53
|
| |
|
|
| |
Restricted
shares |
| |
Weighted
average grant date fair value per share |
Outstanding balance, as of beginning of year
|
| |
1,877,365
|
| |
$24.35
|
Granted
|
| |
2,068,166
|
| |
22.06
|
Forfeited
|
| |
(318,537)
|
| |
23.76
|
Vested and issued
|
| |
(569,106)
|
| |
23.09
|
Vested and withheld for taxes
|
| |
(358,780)
|
| |
23.09
|
Outstanding balance, as of end of year
|
| |
2,699,108
|
| |
23.10
|
Income taxes
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Current income tax expense:
|
| |
|
| |
|
Federal
|
| |
$100
|
| |
$82
|
State/local
|
| |
—
|
| |
(1)
|
Total current income tax expense
|
| |
100
|
| |
81
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Deferred income tax benefit:
|
| |
|
| |
|
Federal
|
| |
(58)
|
| |
(35)
|
State/local
|
| |
(3)
|
| |
(2)
|
Total deferred income tax benefit
|
| |
(61)
|
| |
(37)
|
Total income tax expense
|
| |
$39
|
| |
$44
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Income before income taxes:
|
| |
|
| |
|
U.S.
|
| |
$481
|
| |
$340
|
Bermuda
|
| |
122
|
| |
86
|
Total income before income taxes
|
| |
$603
|
| |
$426
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Expected income tax expense at weighted average rate
|
| |
$101
|
| |
$71
|
Addition (reduction) in income tax resulting from:
|
| |
|
| |
|
Dividend received deduction
|
| |
(3)
|
| |
(3)
|
Low income housing tax credits
|
| |
(2)
|
| |
(3)
|
Prior year taxes, including tax rate differential
|
| |
(1)
|
| |
(11)
|
State taxes
|
| |
(2)
|
| |
(2)
|
Non-controlling interest tax effect
|
| |
14
|
| |
11
|
Non-deductible conversion costs
|
| |
—
|
| |
1
|
Investment tax credits
|
| |
(71)
|
| |
(15)
|
Global Atlantic Re opening U.S. deferred tax adjustment
|
| |
—
|
| |
(6)
|
Other
|
| |
3
|
| |
1
|
Total income tax expense
|
| |
$39
|
| |
$44
|
|
| |
As of December 31,
|
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Deferred tax assets:
|
| |
|
| |
|
Insurance reserves
|
| |
$951
|
| |
$719
|
Tax attributes carryforward
|
| |
16
|
| |
96
|
Employee compensation
|
| |
17
|
| |
17
|
Deferred revenue liabilities
|
| |
247
|
| |
286
|
Goodwill
|
| |
10
|
| |
12
|
Other
|
| |
32
|
| |
21
|
Subtotal deferred tax assets
|
| |
1,273
|
| |
1,151
|
Valuation allowance
|
| |
(2)
|
| |
(3)
|
Total deferred tax assets
|
| |
1,271
|
| |
1,148
|
Deferred tax liabilities:
|
| |
|
| |
|
VOBA
|
| |
156
|
| |
373
|
DAC
|
| |
522
|
| |
242
|
Loss reserve adjustment (transition rule)
|
| |
167
|
| |
208
|
Investments, including derivatives
|
| |
645
|
| |
153
|
Other
|
| |
1
|
| |
6
|
Total deferred tax liabilities
|
| |
1,491
|
| |
982
|
Total deferred tax (liability) asset, net
|
| |
$(220)
|
| |
$166
|
Dividend restrictions and statutory information
|
|
| |
As of, and for the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Statutory net loss
|
| |
$(32)
|
| |
$(23)
|
Statutory net gain from operations
|
| |
99
|
| |
(71)
|
Capital and surplus
|
| |
2,846
|
| |
2,788
|
Dividends permitted without approval during the following year
|
| |
285
|
| |
279
|
|
| |
As of, and for the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Global Atlantic Re
|
| |
|
| |
|
Statutory net income
|
| |
$223
|
| |
$212
|
Capital and surplus
|
| |
1,215
|
| |
934
|
Dividends permitted without approval during the following year
|
| |
969
|
| |
688
|
|
| |
|
| |
|
Global Atlantic Assurance
|
| |
|
| |
|
Statutory net income
|
| |
$132
|
| |
$92
|
Capital and surplus
|
| |
872
|
| |
452
|
Dividends permitted without approval during the following year
|
| |
493
|
| |
69
|
Related party transactions
|
|
| |
|
| |
As of December 31, 2019
|
||||||
Type
|
| |
Balance sheet classification
|
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
Other investments
|
| |
$145
|
| |
$—
|
| |
$145
|
Goldman Sachs Group bonds
|
| |
AFS fixed maturity securities
|
| |
179
|
| |
1
|
| |
180
|
Origis loan receivable
|
| |
Mortgage and other loan receivables
|
| |
238
|
| |
3
|
| |
241
|
Total related party investments
|
| |
$562
|
| |
$4
|
| |
$566
|
|
| |
|
| |
As of December 31, 2018
|
||||||
Type
|
| |
Balance sheet classification
|
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
Other investments
|
| |
$159
|
| |
$—
|
| |
$159
|
Goldman Sachs Group bonds
|
| |
AFS fixed maturity securities
|
| |
115
|
| |
1
|
| |
116
|
Origis loan receivable
|
| |
Mortgage and other loan receivables
|
| |
107
|
| |
—
|
| |
107
|
Total related party investments
|
| |
$381
|
| |
$1
|
| |
$382
|
|
| |
|
| |
As of December 31, 2019
|
||||||
Type
|
| |
Balance sheet classification
|
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Goldman Sachs money market funds
|
| |
Cash and cash equivalents
|
| |
$1,248
|
| |
$—
|
| |
$1,248
|
Total related party investments
|
| |
$1,248
|
| |
$—
|
| |
$1,248
|
|
| |
|
| |
As of December 31, 2018
|
||||||
Type
|
| |
Balance sheet classification
|
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Goldman Sachs money market funds
|
| |
Cash and cash equivalents
|
| |
$862
|
| |
$—
|
| |
$862
|
Goldman Sachs exchange traded funds
|
| |
Equity securities
|
| |
47
|
| |
—
|
| |
47
|
Total related party investments
|
| |
$909
|
| |
$—
|
| |
$909
|
|
| |
For the years ended
December 31, |
|||
|
| |
2019
|
| |
2018
|
($ in millions)
|
| |
|
| |
|
Net investment income:
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
$(6)
|
| |
$28
|
Origis loan receivable
|
| |
17
|
| |
2
|
Goldman Sachs Group bonds
|
| |
6
|
| |
7
|
Goldman Sachs money market funds
|
| |
14
|
| |
21
|
Goldman Sachs exchange traded funds
|
| |
—
|
| |
2
|
Talcott Resolution
|
| |
1
|
| |
—
|
Total net investment income
|
| |
$32
|
| |
$60
|
|
| |
|
| |
|
Net investment (losses) gains:
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
$—
|
| |
$4
|
Goldman Sachs Group bonds
|
| |
—
|
| |
2
|
Goldman Sachs exchange traded funds
|
| |
(2)
|
| |
(1)
|
Total net investment (losses) gains
|
| |
$(2)
|
| |
$5
|
Commitments and contingencies
|
Years
|
| |
Amounts
|
|
| |
($ in millions)
|
2020
|
| |
$39
|
2021
|
| |
34
|
2022
|
| |
31
|
2023
|
| |
24
|
2024
|
| |
16
|
2025 and thereafter
|
| |
55
|
Total
|
| |
$199
|
Subsequent events
|
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions, except share data)
|
| |
(unaudited)
|
| |
|
Assets
|
| |
|
| |
|
Investments:
|
| |
|
| |
|
Fixed maturity securities, available-for-sale, at fair value (amortized cost: $48,545 and $46,626, respectively; variable interest entities: $1,171 and $1,236, respectively; and related party: $363 and $179, respectively)
|
| |
$52,081
|
| |
$49,765
|
Fixed maturity securities, trading, at fair value (amortized cost: $951 and $922, respectively)
|
| |
974
|
| |
984
|
Equity securities at fair value (cost: $54 and $54, respectively)
|
| |
60
|
| |
58
|
Mortgage and other loan receivables (portion at fair value: $381 and $259, respectively; variable interest entities: $2,332 and $1,044, respectively; and related party: $374 and $238, respectively)
|
| |
14,995
|
| |
13,506
|
Policy loans
|
| |
707
|
| |
711
|
Derivative assets
|
| |
741
|
| |
823
|
Funds withheld receivable at interest (portion at fair value: $204 and $389, respectively; related party: $46 and $27, respectively)
|
| |
2,254
|
| |
2,428
|
Other investments (portion at fair value: $540 and $537, respectively; variable interest entities: $5,381 and $5,097, respectively; and related party: $143 and $145, respectively)
|
| |
6,063
|
| |
5,847
|
Total investments
|
| |
77,875
|
| |
74,122
|
Cash and cash equivalents (variable interest entities: $230 and $191, respectively)
|
| |
1,629
|
| |
2,465
|
Accrued investment income (variable interest entities: $48 and $41, respectively)
|
| |
561
|
| |
544
|
Reinsurance recoverable (portion at fair value: $1,317 and $1,316, respectively; related party: $5 and $2, respectively)
|
| |
4,169
|
| |
4,189
|
Deferred policy acquisition costs
|
| |
1,804
|
| |
1,704
|
Value of business acquired
|
| |
310
|
| |
424
|
Other assets (variable interest entities: $212 and $62, respectively)
|
| |
803
|
| |
602
|
Separate account assets
|
| |
5,015
|
| |
5,504
|
Total assets
|
| |
$92,166
|
| |
$89,554
|
|
| |
|
| |
(continued)
|
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions, except share data)
|
| |
(unaudited)
|
| |
|
Liabilities
|
| |
|
| |
|
Policyholder liabilities:
|
| |
|
| |
|
Future policyholder benefits (portion at fair value: $1,265 and $1,259, respectively; related party: $2,439 and $2,489, respectively)
|
| |
$5,863
|
| |
$5,744
|
Outstanding claims (portion at fair value: $20 and $17, respectively)
|
| |
225
|
| |
179
|
Contractholder deposit funds and other policyholder liabilities (portion at fair value: $2,930 and $2,767, respectively; related party: $4,707 and $4,911, respectively)
|
| |
68,437
|
| |
66,321
|
Total policyholder liabilities
|
| |
74,525
|
| |
72,244
|
Debt
|
| |
1,163
|
| |
1,105
|
Tax payable to former parent company
|
| |
85
|
| |
90
|
Collateral on derivative instruments
|
| |
485
|
| |
724
|
Funds withheld payable at interest (portion at fair value: $(111) and $61, respectively)
|
| |
1,980
|
| |
2,144
|
Securities sold under agreements to repurchase
|
| |
402
|
| |
—
|
Accrued expenses and other liabilities (portion at fair value: $86 and $79, respectively; variable interest entities: $259 and $181, respectively; and related party: $15 and $19, respectively)
|
| |
1,581
|
| |
1,188
|
Reinsurance liabilities (portion at fair value: $– and $5, respectively; related party: $61 and $71, respectively)
|
| |
255
|
| |
304
|
Separate account liabilities
|
| |
5,015
|
| |
5,504
|
Total liabilities
|
| |
$85,491
|
| |
$83,303
|
|
| |
|
| |
|
Commitments and contingencies (Note 12)
|
| |
|
| |
|
|
| |
|
| |
|
Redeemable non-controlling interests (Note 9)
|
| |
$89
|
| |
$94
|
|
| |
|
| |
|
Equity
|
| |
|
| |
|
Common stock, $0.01 par value, 500,000,010 shares authorized, 146,165,180 and 145,636,255 shares issued and 143,277,182 and 142,972,346 shares outstanding, respectively (net of 2,887,998 and 2,663,909 treasury shares, respectively)
|
| |
$1
|
| |
$1
|
Additional paid-in capital
|
| |
1,532
|
| |
1,529
|
Retained earnings
|
| |
2,833
|
| |
2,578
|
Accumulated other comprehensive income
|
| |
2,029
|
| |
1,911
|
Total shareholders’ equity
|
| |
6,395
|
| |
6,019
|
Non-controlling interests
|
| |
191
|
| |
138
|
Total equity
|
| |
6,586
|
| |
6,157
|
Total liabilities, redeemable non-controlling interests and equity
|
| |
$92,166
|
| |
$89,554
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
(unaudited)
|
|||
|
| |
|
| |
|
Revenues
|
| |
|
| |
|
Premiums (related party: $13 and $17, respectively)
|
| |
$267
|
| |
$189
|
Policy fees (related party: $8 and $9, respectively)
|
| |
595
|
| |
583
|
Net investment income (related party investment income: $23 and $10, respectively; related party investment expense: $5 and $7, respectively)
|
| |
1,530
|
| |
1,401
|
Net investment gains (losses):
|
| |
|
| |
|
Other-than-temporary impairment on available-for-sale fixed maturity securities recognized in earnings
|
| |
(22)
|
| |
—
|
Other net investment (losses) gains
|
| |
(29)
|
| |
378
|
Net investment (losses) gains (related party: and $– and $(2), respectively)
|
| |
(51)
|
| |
378
|
Other income
|
| |
27
|
| |
29
|
Total revenues
|
| |
2,368
|
| |
2,580
|
Benefits and expenses
|
| |
|
| |
|
Policy benefits and claims (related party: $138 and $144, respectively)
|
| |
1,769
|
| |
1,835
|
Amortization of policy acquisition costs
|
| |
101
|
| |
91
|
Interest expense
|
| |
35
|
| |
31
|
Insurance expenses (related party: $2 and $4, respectively)
|
| |
84
|
| |
46
|
General and administrative expenses (related party: $4 and $5, respectively)
|
| |
228
|
| |
229
|
Total benefits and expenses
|
| |
2,217
|
| |
2,232
|
(Loss) income before income taxes
|
| |
151
|
| |
348
|
Income tax (benefit) expense
|
| |
(38)
|
| |
51
|
Net (loss) income
|
| |
189
|
| |
297
|
Less: net (loss) income attributable to non-controlling interests and redeemable non-controlling interests
|
| |
(66)
|
| |
6
|
Net income attributable to Global Atlantic Financial Group Limited shareholder
|
| |
$255
|
| |
$291
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
(unaudited)
|
|||
|
| |
|
| |
|
Net (loss) income
|
| |
$189
|
| |
$297
|
Other comprehensive income, before taxes:
|
| |
|
| |
|
Unrealized gains on securities and other investments for the period
|
| |
405
|
| |
2,561
|
Reclassification adjustment for gains on hedging instruments reclassified to available-for-sale securities and other instruments
|
| |
27
|
| |
—
|
Less: reclassification adjustment for gains (losses) included in net income
|
| |
47
|
| |
3
|
Unrealized gains on available-for-sale securities and other investments
|
| |
385
|
| |
2,558
|
Unrealized (losses) gains on hedging instruments
|
| |
29
|
| |
—
|
Less: reclassification adjustment for gains on hedging instruments reclassified to available-for-sale securities and other instruments
|
| |
27
|
| |
—
|
Unrealized (losses) gains on hedging instruments
|
| |
2
|
| |
—
|
Net effect of unrealized losses on policyholder balances
|
| |
(193)
|
| |
(541)
|
Unrealized losses on pension plans
|
| |
(1)
|
| |
—
|
Other comprehensive income, before taxes
|
| |
193
|
| |
2,017
|
Income tax expense related to other comprehensive loss
|
| |
(75)
|
| |
(373)
|
Other comprehensive income before non-controlling interests and redeemable non-controlling interests, net of tax
|
| |
118
|
| |
1,644
|
Comprehensive income
|
| |
307
|
| |
1,941
|
Less: total comprehensive (loss) income attributable to non-controlling interests and redeemable non-controlling interests:
|
| |
|
| |
|
Net (loss) income
|
| |
(66)
|
| |
6
|
Other comprehensive income
|
| |
—
|
| |
1
|
Total comprehensive (loss) income attributable to non-controlling interests and redeemable non-controlling interests
|
| |
(66)
|
| |
7
|
Comprehensive income attributable to Global Atlantic Financial Group Limited shareholders
|
| |
$373
|
| |
$1,934
|
For the six months ended
June 30, 2020 and 2019 |
| |
Redeemable
non- controlling interests |
| |
Common
stock |
| |
Additional
paid-in capital |
| |
Retained
earnings |
| |
Accumulated
other comprehensive income (loss) |
| |
Total
shareholders’ equity |
| |
Non-
controlling interest |
| |
Total equity
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Balance as of December 31, 2018
|
| |
$—
|
| |
$1
|
| |
$1,571
|
| |
$1,945
|
| |
$(57)
|
| |
$3,460
|
| |
$72
|
| |
$3,532
|
Net income
|
| |
2
|
| |
—
|
| |
—
|
| |
291
|
| |
—
|
| |
291
|
| |
4
|
| |
295
|
Other comprehensive income
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
1,643
|
| |
1,643
|
| |
1
|
| |
1,644
|
Equity-based compensation
|
| |
—
|
| |
—
|
| |
4
|
| |
—
|
| |
—
|
| |
4
|
| |
—
|
| |
4
|
Employee and director share issuances
|
| |
—
|
| |
—
|
| |
1
|
| |
—
|
| |
—
|
| |
1
|
| |
—
|
| |
1
|
Change in equity of non-controlling interests and redeemable non-controlling interests
|
| |
14
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(6)
|
| |
(6)
|
Capital contributions and other activity from non-controlling interests and redeemable non-controlling interests
|
| |
103
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
Distribution to non-controlling interests and redeemable non-controlling interests
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(4)
|
| |
(4)
|
Balance as of June 30, 2019
|
| |
$119
|
| |
$1
|
| |
$1,576
|
| |
$2,236
|
| |
$1,586
|
| |
$5,399
|
| |
$67
|
| |
$5,466
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Balance as of December 31, 2019
|
| |
$94
|
| |
$1
|
| |
$1,529
|
| |
$2,578
|
| |
$1,911
|
| |
$6,019
|
| |
$138
|
| |
$6,157
|
Net income
|
| |
(2)
|
| |
—
|
| |
—
|
| |
255
|
| |
—
|
| |
255
|
| |
(64)
|
| |
191
|
Other comprehensive income
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
118
|
| |
118
|
| |
—
|
| |
118
|
Equity-based compensation
|
| |
—
|
| |
—
|
| |
8
|
| |
—
|
| |
—
|
| |
8
|
| |
—
|
| |
8
|
Repurchase of common stock
|
| |
—
|
| |
—
|
| |
(5)
|
| |
—
|
| |
—
|
| |
(5)
|
| |
—
|
| |
(5)
|
Change in equity of non-controlling interests and redeemable non-controlling interests
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
27
|
| |
27
|
Capital contributions and other activity from non-controlling interests and redeemable non-controlling interests
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
93
|
| |
93
|
Distribution to non-controlling interests and redeemable non-controlling interests
|
| |
(3)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(3)
|
| |
(3)
|
Balance as of June 30, 2020
|
| |
$89
|
| |
$1
|
| |
$1,532
|
| |
$2,833
|
| |
$2,029
|
| |
$6,395
|
| |
$191
|
| |
$6,586
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
(unaudited)
|
|||
Cash flows from operating activities
|
| |
|
| |
|
Net income
|
| |
$189
|
| |
$297
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
| |
|
| |
|
Net investment (gains) losses (related party: $2 and $1, respectively)
|
| |
104
|
| |
230
|
Net accretion and amortization (related party: $15 and $6, respectively)
|
| |
—
|
| |
42
|
Interest credited to policyholder account balances less policy fees
|
| |
720
|
| |
640
|
Deferred income tax benefit
|
| |
(68)
|
| |
(3)
|
Changes in operating assets and liabilities:
|
| |
|
| |
|
Reinsurance transactions and acquisitions, net of cash provided
|
| |
63
|
| |
10
|
Change in premiums, notes receivable and reinsurance recoverable, net of reinsurance premiums payable
|
| |
(18)
|
| |
(62)
|
Change in deferred policy acquisition costs
|
| |
(213)
|
| |
(274)
|
Change in policyholder liabilities and accruals, net
|
| |
460
|
| |
227
|
Other operating activities, net
|
| |
293
|
| |
(37)
|
Net cash provided by operating activities
|
| |
1,530
|
| |
1,070
|
|
| |
|
| |
|
Cash flows from investing activities
|
| |
|
| |
|
Proceeds from disposals of available-for-sale fixed maturity securities
|
| |
7,484
|
| |
5,085
|
Proceeds from maturities of available-for-sale fixed maturity securities
|
| |
258
|
| |
602
|
Proceeds from disposals and maturities of trading fixed maturity securities
|
| |
145
|
| |
384
|
Proceeds from disposals of equity securities
|
| |
—
|
| |
601
|
Proceeds from mortgage and other loan receivables sold, matured or collected (related party: $4 and $86, respectively)
|
| |
1,898
|
| |
1,932
|
Proceeds from disposals of other investments (related party: $1 and $1, respectively)
|
| |
1,788
|
| |
237
|
Purchase of available-for-sale fixed maturity securities
|
| |
(9,505)
|
| |
(8,446)
|
Purchase of trading fixed maturity securities
|
| |
(168)
|
| |
(403)
|
Purchase of equity securities
|
| |
—
|
| |
(918)
|
Purchase of mortgage and other loan receivables (related party: $136 and $57, respectively)
|
| |
(3,504)
|
| |
(2,691)
|
Purchase of other investments (related party: $88 and $33, respectively)
|
| |
(1,851)
|
| |
(439)
|
Other investing activities, net
|
| |
(10)
|
| |
49
|
Net cash used in investing activities
|
| |
$(3,465)
|
| |
$(4,007)
|
|
| |
|
| |
(continued)
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
(unaudited)
|
|||
Cash flows from financing activities
|
| |
|
| |
|
Settlement of repurchase agreements
|
| |
$(10,220)
|
| |
$(1,163)
|
Proceeds from issuance of repurchase agreements
|
| |
10,622
|
| |
1,164
|
Reinsurance transactions, net of cash provided
|
| |
10
|
| |
356
|
Additions to contractholder deposit funds
|
| |
4,838
|
| |
7,965
|
Withdrawals from contractholder deposit funds
|
| |
(4,046)
|
| |
(5,480)
|
Capital contributions from non-controlling interests and redeemable non-controlling interests
|
| |
93
|
| |
103
|
Other financing activity, net
|
| |
(21)
|
| |
113
|
Net cash provided by financing activities
|
| |
1,276
|
| |
3,058
|
|
| |
|
| |
|
Net change in cash, cash equivalents and restricted cash
|
| |
(659)
|
| |
121
|
|
| |
|
| |
|
Cash, cash equivalents and restricted cash, beginning of period
|
| |
2,465
|
| |
1,260
|
Cash, cash equivalents and restricted cash, end of period
|
| |
$1,806
|
| |
$1,381
|
|
| |
|
| |
|
Supplemental cash flow information
|
| |
|
| |
|
|
| |
|
| |
|
Cash and cash equivalents per consolidated balance sheets
|
| |
$1,629
|
| |
$1,198
|
Restricted cash included in other assets per consolidated balance sheets
|
| |
177
|
| |
183
|
Total cash, cash equivalents and restricted cash
|
| |
$1,806
|
| |
$1,381
|
|
| |
|
| |
|
Cash paid for interest
|
| |
$38
|
| |
$34
|
Income taxes paid
|
| |
2
|
| |
82
|
|
| |
|
| |
|
Non-cash transactions
|
| |
|
| |
|
Available-for-sale fixed maturity securities acquired through reinsurance agreements
|
| |
$141
|
| |
$1,364
|
Policyholder liabilities and accruals acquired through reinsurance agreements
|
| |
206
|
| |
119
|
Contractholder deposit funds acquired through reinsurance agreements
|
| |
2
|
| |
1,623
|
|
| |
Cost or
amortized cost |
| |
Gross unrealized
|
| |
Fair value
|
| |
OTTI in
AOCI(3) |
|||
As of June 30, 2020
|
| |
gains
|
| |
losses
|
| ||||||||
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$546
|
| |
$47
|
| |
$—
|
| |
$593
|
| |
$—
|
U.S. state, municipal and political subdivisions
|
| |
3,043
|
| |
603
|
| |
(5)
|
| |
3,641
|
| |
—
|
Corporate(1)
|
| |
22,308
|
| |
2,831
|
| |
(128)
|
| |
25,011
|
| |
—
|
Residential mortgage-backed securities, or “RMBS”
|
| |
8,479
|
| |
451
|
| |
(234)
|
| |
8,696
|
| |
(2)
|
Commercial mortgage-backed securities, or “CMBS”
|
| |
3,705
|
| |
151
|
| |
(115)
|
| |
3,741
|
| |
—
|
Collateralized bond obligations, or “CBOs”
|
| |
3,988
|
| |
106
|
| |
(13)
|
| |
4,081
|
| |
—
|
Collateralized loan obligations, or “CLOs”
|
| |
2,948
|
| |
9
|
| |
(168)
|
| |
2,789
|
| |
—
|
All other structured securities(2)
|
| |
3,528
|
| |
108
|
| |
(107)
|
| |
3,529
|
| |
—
|
Total AFS fixed maturity securities
|
| |
$48,545
|
| |
$4,306
|
| |
$(770)
|
| |
$52,081
|
| |
$(2)
|
(1)
|
Includes related party corporate AFS fixed maturity securities with amortized cost, gross unrealized gains, gross unrealized losses and fair value of $299 million, $64 million, $0 million and $363 million, respectively.
|
(2)
|
Includes primarily asset-backed securities, or “ABS.”
|
(3)
|
Represents the amount of OTTI recognized in accumulated other comprehensive income. Amount includes unrealized gains and losses on impaired securities relating to changes in the fair value of such securities subsequent to the impairment measurement date.
|
|
| |
Cost or
amortized cost |
| |
Gross unrealized
|
| |
Fair value
|
|||
As of December 31, 2019
|
| |
gains
|
| |
losses
|
| |||||
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$583
|
| |
$20
|
| |
$(1)
|
| |
$602
|
U.S. state, municipal and political subdivisions
|
| |
2,206
|
| |
378
|
| |
(2)
|
| |
2,582
|
Corporate(1)
|
| |
22,262
|
| |
1,736
|
| |
(43)
|
| |
23,955
|
RMBS
|
| |
8,005
|
| |
774
|
| |
(32)
|
| |
8,747
|
CMBS
|
| |
3,727
|
| |
164
|
| |
(6)
|
| |
3,885
|
CBOs
|
| |
3,435
|
| |
95
|
| |
(1)
|
| |
3,529
|
CLOs
|
| |
2,905
|
| |
4
|
| |
(57)
|
| |
2,852
|
All other structured securities(2)
|
| |
3,503
|
| |
127
|
| |
(17)
|
| |
3,613
|
Total AFS fixed maturity securities
|
| |
$46,626
|
| |
$3,298
|
| |
$(159)
|
| |
$49,765
|
(1)
|
Includes related party corporate AFS fixed maturity securities with amortized cost, gross unrealized gains, gross unrealized losses and fair value of $149 million, $30 million, $0 million and $179 million, respectively.
|
(2)
|
Includes primarily ABS.
|
As of June 30, 2020
|
| |
Cost or
amortized cost |
| |
Fair value
|
($ in millions)
|
| |
|
| |
|
Due in one year or less(1)
|
| |
$316
|
| |
$313
|
Due after one year through five years(2)
|
| |
3,744
|
| |
3,857
|
Due after five years through ten years(3)
|
| |
6,024
|
| |
6,582
|
Due after ten years(4)
|
| |
15,813
|
| |
18,493
|
Subtotal
|
| |
25,897
|
| |
29,245
|
RMBS
|
| |
8,479
|
| |
8,696
|
CMBS
|
| |
3,705
|
| |
3,741
|
CBOs
|
| |
3,988
|
| |
4,081
|
CLOs
|
| |
2,948
|
| |
2,789
|
All other structured securities
|
| |
3,528
|
| |
3,529
|
Total AFS fixed maturity securities
|
| |
$48,545
|
| |
$52,081
|
(1)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $0 million and $0 million, respectively.
|
(2)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $12 million and $13 million, respectively.
|
(3)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $176 million and $201 million, respectively.
|
(4)
|
Includes related party AFS fixed maturity securities with amortized cost and fair value of $112 million and $150 million, respectively.
|
|
| |
June 30,
2020 |
($ in millions)
|
| |
|
Outstanding principal balance
|
| |
$1,705
|
Amortized cost
|
| |
1,247
|
Fair value
|
| |
1,284
|
|
| |
Six months
ended June 30, 2020 |
($ in millions)
|
| |
|
Newly purchased credit impaired securities
|
| |
$397
|
Disposals
|
| |
(5)
|
Accretion
|
| |
(16)
|
Effect of changes in interest rate indices
|
| |
(3)
|
New reclassification from (to) non-accretable difference, including effects of prepayments
|
| |
(16)
|
Balance, as of end of period
|
| |
$357
|
|
| |
Less than 12 months
|
| |
12 months or more
|
| |
Total
|
|||||||||
As of June 30, 2020
|
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$101
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$101
|
| |
$—
|
U.S. state, municipal and political subdivisions
|
| |
239
|
| |
(5)
|
| |
1
|
| |
—
|
| |
240
|
| |
(5)
|
Corporate
|
| |
2,138
|
| |
(104)
|
| |
514
|
| |
(24)
|
| |
2,652
|
| |
(128)
|
RMBS
|
| |
3,093
|
| |
(192)
|
| |
406
|
| |
(42)
|
| |
3,499
|
| |
(234)
|
CMBS
|
| |
1,350
|
| |
(113)
|
| |
9
|
| |
(2)
|
| |
1,359
|
| |
(115)
|
CLOs
|
| |
872
|
| |
(67)
|
| |
1,399
|
| |
(101)
|
| |
2,271
|
| |
(168)
|
CBOs
|
| |
645
|
| |
(13)
|
| |
—
|
| |
—
|
| |
645
|
| |
(13)
|
All other structured securities
|
| |
1,216
|
| |
(91)
|
| |
180
|
| |
(16)
|
| |
1,396
|
| |
(107)
|
Total AFS fixed maturity securities
|
| |
$9,654
|
| |
$(585)
|
| |
$2,509
|
| |
$(185)
|
| |
$12,163
|
| |
$(770)
|
|
| |
Less than 12 months
|
| |
12 months or more
|
| |
Total
|
|||||||||
As of December 31, 2019
|
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
| |
Fair
value |
| |
Unrealized
losses |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities portfolio by type:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$403
|
| |
$(1)
|
| |
$—
|
| |
$—
|
| |
$403
|
| |
$(1)
|
U.S. state, municipal and political subdivisions
|
| |
173
|
| |
(2)
|
| |
1
|
| |
—
|
| |
174
|
| |
(2)
|
Corporate
|
| |
1,570
|
| |
(21)
|
| |
743
|
| |
(22)
|
| |
2,313
|
| |
(43)
|
RMBS
|
| |
939
|
| |
(19)
|
| |
344
|
| |
(13)
|
| |
1,283
|
| |
(32)
|
CMBS
|
| |
435
|
| |
(5)
|
| |
41
|
| |
(1)
|
| |
476
|
| |
(6)
|
CLOs
|
| |
439
|
| |
(8)
|
| |
1,994
|
| |
(49)
|
| |
2,433
|
| |
(57)
|
CBOs
|
| |
187
|
| |
(1)
|
| |
—
|
| |
—
|
| |
187
|
| |
(1)
|
All other structured securities
|
| |
890
|
| |
(9)
|
| |
158
|
| |
(8)
|
| |
1,048
|
| |
(17)
|
Total AFS fixed maturity securities
|
| |
$5,036
|
| |
$(66)
|
| |
$3,281
|
| |
$(93)
|
| |
$8,317
|
| |
$(159)
|
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
Commercial mortgage loans(1)
|
| |
$7,099
|
| |
$6,740
|
Residential mortgage loans
|
| |
4,595
|
| |
4,011
|
Consumer loans
|
| |
2,360
|
| |
1,035
|
Other loan receivables(2)(3)
|
| |
1,083
|
| |
1,742
|
Total mortgage and other loan receivables
|
| |
15,137
|
| |
13,528
|
Allowance for loan losses
|
| |
(142)
|
| |
(22)
|
Total mortgage and other loan receivables, net of allowance for loan losses
|
| |
$14,995
|
| |
$13,506
|
(1)
|
Includes $6 million of loans carried at fair value using the fair value option as of both June 30, 2020 and December 31, 2019. The fair value option was elected for these loans for asset-liability matching purposes. These loans had unpaid principal balances of $0 million as of both June 30, 2020 and December 31, 2019.
|
(2)
|
As of June 30, 2020 and December 31, 2019, respectively, other loan receivables consisted primarily of warehouse facilities backed by residential and commercial real estate of $347 million and $1.2 billion and renewable energy development loans of $668 million and $450 million. Renewable energy development loans include related party loans with a carrying value of $285 million and $238 million as of June 30, 2020 and December 31, 2019, respectively.
|
(3)
|
Includes $374 million and $253 million of related party loans carried at fair value using the fair value option as of June 30, 2020 and December 31, 2019, respectively. These loans had unpaid principal balances of $369 million and $252 million as of June 30, 2020 and December 31, 2019, respectively.
|
Years
|
| |
Residential
|
| |
Commercial
|
| |
Total mortgage
loans |
($ in millions)
|
| |
|
| |
|
| |
|
Remainder of 2020
|
| |
$227
|
| |
$87
|
| |
$314
|
2021
|
| |
324
|
| |
653
|
| |
977
|
2022
|
| |
204
|
| |
676
|
| |
880
|
2023
|
| |
800
|
| |
1,173
|
| |
1,973
|
2024
|
| |
116
|
| |
704
|
| |
820
|
2025
|
| |
16
|
| |
443
|
| |
459
|
2026 and thereafter
|
| |
2,908
|
| |
3,363
|
| |
6,271
|
Total
|
| |
$4,595
|
| |
$7,099
|
| |
$11,694
|
Mortgage loans - carrying value by geographic region
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
Pacific
|
| |
$3,148
|
| |
$2,966
|
West South Central
|
| |
2,139
|
| |
2,213
|
South Atlantic
|
| |
1,868
|
| |
1,772
|
Middle Atlantic
|
| |
1,256
|
| |
1,106
|
East North Central
|
| |
647
|
| |
627
|
Mountain
|
| |
601
|
| |
544
|
New England
|
| |
367
|
| |
377
|
East South Central
|
| |
279
|
| |
267
|
West North Central
|
| |
228
|
| |
152
|
Other regions
|
| |
1,161
|
| |
727
|
Total by geographic region
|
| |
$11,694
|
| |
$10,751
|
Mortgage loans - carrying value by property type
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
Residential
|
| |
$4,663
|
| |
$4,069
|
Office building
|
| |
2,642
|
| |
2,670
|
Apartment
|
| |
1,740
|
| |
1,374
|
Industrial
|
| |
1,469
|
| |
1,240
|
Retail
|
| |
699
|
| |
684
|
Other property types
|
| |
277
|
| |
509
|
Warehouse
|
| |
204
|
| |
205
|
Total by property type
|
| |
$11,694
|
| |
$10,751
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of period
|
| |
$22
|
| |
$11
|
Provisions, net of releases(1)
|
| |
127
|
| |
4
|
Charge-offs, net of recoveries
|
| |
(7)
|
| |
(1)
|
Balance, as of end of period
|
| |
$142
|
| |
$14
|
(1)
|
Of the total allowance, as of June 30, 2020, $15 million related to individually assessed credit losses on approximately $32 million of a single commercial mortgage loan.
|
|
| |
June 30, 2020
|
| |
December 31, 2019
|
||||||
Loan-to-value
|
| |
Carrying value
|
| |
Percentage of
commercial mortgage loans |
| |
Carrying value
|
| |
Percentage of
commercial mortgage loans |
($ in millions, except percentages)
|
| |
|
| |
|
| |
|
| |
|
70% and less
|
| |
$6,479
|
| |
91%
|
| |
$6,217
|
| |
92%
|
71% - 90%
|
| |
620
|
| |
9%
|
| |
523
|
| |
8%
|
Total commercial mortgage loans
|
| |
$7,099
|
| |
100%
|
| |
$6,740
|
| |
100%
|
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
Investments in renewable energy(1)(2)(3)
|
| |
$3,249
|
| |
$2,947
|
Investments in transportation and other leased assets(4)
|
| |
1,764
|
| |
1,796
|
Other investment partnerships
|
| |
487
|
| |
558
|
Investments in real estate
|
| |
391
|
| |
384
|
Federal Home Loan Bank, or “FHLB,” common stock and other investments
|
| |
172
|
| |
162
|
Total other investments
|
| |
$6,063
|
| |
$5,847
|
(1)
|
Net of accumulated depreciation attributed to consolidated renewable energy assets of $52 million and $38 million as of June 30, 2020 and December 31, 2019, respectively.
|
(2)
|
Includes related party balance of $143 million and $145 million as of June 30, 2020 and December 31, 2019, respectively.
|
(3)
|
Includes an equity investment in Origis USA, LLC of $30 million and $38 million carried at fair value using the fair value option as of June 30, 2020 and December 31, 2019, respectively.
|
(4)
|
Net of accumulated depreciation of $196 million and $158 million as of June 30, 2020 and December 31, 2019, respectively.
|
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
Assets of consolidated variable interest entities:
|
| |
|
| |
|
Investments:
|
| |
|
| |
|
AFS fixed maturity securities, at fair value
|
| |
$1,171
|
| |
$1,236
|
Mortgage and other loan receivables
|
| |
2,332
|
| |
1,044
|
Other investments:
|
| |
|
| |
|
Investments in renewable energy
|
| |
3,193
|
| |
2,883
|
Investments in transportation and other leased assets
|
| |
1,764
|
| |
1,796
|
Investments in real estate
|
| |
390
|
| |
382
|
Other investment partnerships
|
| |
34
|
| |
36
|
Total other investments
|
| |
5,381
|
| |
5,097
|
Total investments
|
| |
8,884
|
| |
7,377
|
Cash and cash equivalents
|
| |
230
|
| |
191
|
Accrued investment income
|
| |
48
|
| |
41
|
Other assets
|
| |
212
|
| |
62
|
Total assets of consolidated variable interest entities
|
| |
$9,374
|
| |
$7,671
|
|
| |
|
| |
|
Liabilities of consolidated variable interest entities:
|
| |
|
| |
|
Accrued expenses and other liabilities
|
| |
$259
|
| |
$181
|
Total liabilities of consolidated variable interest entities
|
| |
259
|
| |
181
|
|
| |
|
| |
|
Redeemable non-controlling interests
|
| |
89
|
| |
94
|
Non-controlling interests of consolidated variable interest entities
|
| |
188
|
| |
135
|
Total liabilities, redeemable non-controlling interests and non-controlling interests of consolidated variable interest entities
|
| |
$536
|
| |
$410
|
|
| |
June 30, 2020
|
| |
December 31, 2019
|
||||||
|
| |
Carrying
amount |
| |
Maximum
exposure to loss(1) |
| |
Carrying
amount |
| |
Maximum
exposure to loss(1) |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Other investment partnerships
|
| |
$441
|
| |
$483
|
| |
$513
|
| |
$559
|
Investments in renewable energy partnerships
|
| |
56
|
| |
56
|
| |
64
|
| |
64
|
Total
|
| |
$497
|
| |
$539
|
| |
$577
|
| |
$623
|
(1)
|
The maximum exposure to loss relating to other limited and renewable energy partnership interests is equal to the carrying amounts plus any unfunded commitments.
|
|
| |
Investment in common stock
|
| |
Funding agreements issued to
FHLB member banks |
| |
Collateral
|
|||||||||
|
| |
June 30,
2020 |
| |
December 31,
2019 |
| |
June 30,
2020 |
| |
December 31,
2019 |
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
FHLB Indianapolis
|
| |
$74
|
| |
$69
|
| |
$1,593
|
| |
$1,544
|
| |
$2,427
|
| |
$2,527
|
FHLB Des Moines
|
| |
35
|
| |
30
|
| |
615
|
| |
500
|
| |
937
|
| |
811
|
FHLB Boston
|
| |
18
|
| |
14
|
| |
314
|
| |
238
|
| |
522
|
| |
521
|
Total
|
| |
$127
|
| |
$113
|
| |
$2,522
|
| |
$2,282
|
| |
$3,886
|
| |
$3,859
|
As of June 30, 2020
|
| |
Overnight
|
| |
<30 Days
|
| |
30 - 90 Days
|
| |
>90 Days
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Corporate Securities
|
| |
$—
|
| |
$101
|
| |
$301
|
| |
$—
|
| |
$402
|
Total borrowing
|
| |
$—
|
| |
$101
|
| |
$301
|
| |
$—
|
| |
$402
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Fixed maturity securities - interest and other income
|
| |
$1,095
|
| |
$1,081
|
Equity securities - dividends and other income
|
| |
—
|
| |
4
|
Mortgage and other loan receivables
|
| |
377
|
| |
252
|
Income from funds withheld at interest
|
| |
3
|
| |
7
|
Policy loans
|
| |
20
|
| |
18
|
Investments in transportation and other leased assets
|
| |
100
|
| |
80
|
Investments in renewable energy
|
| |
43
|
| |
10
|
Investments in real estate
|
| |
9
|
| |
5
|
Short-term and other investment income
|
| |
57
|
| |
65
|
Gross investment income(1)
|
| |
1,704
|
| |
1,522
|
Less investment expenses:
|
| |
|
| |
|
Investment management and administration(2)
|
| |
71
|
| |
57
|
Transportation and renewable energy asset depreciation and maintenance
|
| |
96
|
| |
61
|
Interest expense on derivative collateral and repurchase agreements
|
| |
7
|
| |
3
|
Net investment income
|
| |
$1,530
|
| |
$1,401
|
(1)
|
Includes income from related parties of $23 million and $10 million for the six months ended June 30, 2020 and 2019, respectively.
|
(2)
|
Includes expenses from Goldman Sachs Asset Management LP, or “GSAM,” an affiliate of Goldman Sachs, a related party, and Centaurus Renewable Energy, a related party, of $5 million and $7 million for the six months ended June 30, 2020 and 2019, respectively.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
AFS fixed maturity securities
|
| |
$45
|
| |
$3
|
Trading fixed maturity securities
|
| |
(35)
|
| |
81
|
Derivatives
|
| |
145
|
| |
220
|
Funds withheld receivable at interest
|
| |
11
|
| |
25
|
Mortgage and other loans receivables
|
| |
(1)
|
| |
—
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Other investments(1)
|
| |
9
|
| |
57
|
Impairments of life settlement contracts
|
| |
(3)
|
| |
(5)
|
Allowance for loan losses provision
|
| |
(128)
|
| |
(3)
|
OTTI on AFS fixed maturity securities
|
| |
(22)
|
| |
—
|
Impairments of other investments
|
| |
(72)
|
| |
—
|
Net investment (losses) gains
|
| |
$(51)
|
| |
$378
|
(1)
|
Includes gains (losses) from related parties of $0 million and $(2) million for the six months ended June 30, 2020 and 2019, respectively.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of period
|
| |
$1
|
| |
$19
|
Additions:
|
| |
|
| |
|
Initial impairments - credit loss OTTI recognized on securities not previously impaired
|
| |
22
|
| |
—
|
Additional impairments - credit loss OTTI recognized on securities previously impaired
|
| |
—
|
| |
—
|
Reductions:
|
| |
|
| |
|
Due to sales (or maturities, pay downs or prepayments) during the period of securities previously impaired as credit loss OTTI
|
| |
—
|
| |
(5)
|
Balance, as of end of period
|
| |
$23
|
| |
$14
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
Proceeds from voluntary sales
|
| |
$6,273
|
| |
$3,871
|
Gross gains
|
| |
112
|
| |
38
|
Gross losses
|
| |
(69)
|
| |
(43)
|
As of June 30, 2020
|
| |
Notional
value |
| |
Derivative
assets |
| |
Derivative
liabilities |
($ in millions)
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
$17,443
|
| |
$689
|
| |
$226
|
Interest rate contracts
|
| |
5,036
|
| |
227
|
| |
39
|
Foreign currency contracts
|
| |
8
|
| |
5
|
| |
—
|
Credit risk contracts
|
| |
2,060
|
| |
1
|
| |
2
|
Impact of netting(1)
|
| |
|
| |
(181)
|
| |
(181)
|
Fair value included within derivative assets and derivative instruments payable
|
| |
|
| |
741
|
| |
86
|
Embedded derivative – indexed universal life products
|
| |
|
| |
—
|
| |
699
|
Embedded derivative – annuity products
|
| |
|
| |
—
|
| |
1,599
|
Fair value included within policyholder liabilities
|
| |
|
| |
—
|
| |
2,298
|
Embedded derivative – funds withheld at interest
|
| |
|
| |
(126)
|
| |
(111)
|
Fair value included within total assets and liabilities
|
| |
|
| |
$615
|
| |
$2,273
|
(1)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
As of December 31, 2019
|
| |
Notional
value |
| |
Derivative
assets |
| |
Derivative
liabilities |
($ in millions)
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
$15,495
|
| |
$769
|
| |
$32
|
Interest rate contracts
|
| |
3,994
|
| |
67
|
| |
60
|
Foreign currency contracts
|
| |
40
|
| |
1
|
| |
1
|
Impact of netting(1)
|
| |
|
| |
(14)
|
| |
(14)
|
Fair value included within derivative assets and derivative instruments payable
|
| |
|
| |
823
|
| |
79
|
Embedded derivative – indexed universal life products
|
| |
|
| |
—
|
| |
820
|
Embedded derivative – annuity products
|
| |
|
| |
—
|
| |
1,426
|
Fair value included within policyholder liabilities
|
| |
|
| |
—
|
| |
2,246
|
Embedded derivative – funds withheld at interest
|
| |
|
| |
79
|
| |
61
|
Fair value included within total assets and liabilities
|
| |
|
| |
$902
|
| |
$2,386
|
(1)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
|
| |
Six months ended
June 30, |
|||
Derivative contracts not designated as hedges
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Net investment gains (losses):
|
| |
|
| |
|
Embedded derivatives
|
| |
$(32)
|
| |
$(34)
|
Equity index options
|
| |
(189)
|
| |
322
|
Equity future contracts
|
| |
112
|
| |
(180)
|
Interest rate contracts
|
| |
257
|
| |
110
|
Credit risk contracts
|
| |
(6)
|
| |
—
|
Other
|
| |
2
|
| |
2
|
Total included in net investment gains (losses):
|
| |
$144
|
| |
$220
|
|
| |
Six months ended
June 30, |
|||
Derivative contracts designated as hedges
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Revenues:
|
| |
|
| |
|
Foreign currency forwards
|
| |
$1
|
| |
$—
|
Total included in net investment gains
|
| |
$1
|
| |
$—
|
Interest expense:
|
| |
|
| |
|
Interest rate swap
|
| |
$59
|
| |
$—
|
Total included in interest expense
|
| |
$59
|
| |
$—
|
As of June 30, 2020
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$526
|
| |
$67
|
| |
$—
|
| |
$593
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
3,641
|
| |
—
|
| |
3,641
|
Corporate(1)
|
| |
1
|
| |
22,862
|
| |
2,148
|
| |
25,011
|
Structured securities
|
| |
1
|
| |
21,374
|
| |
1,461
|
| |
22,836
|
Total AFS fixed maturity securities
|
| |
528
|
| |
47,944
|
| |
3,609
|
| |
52,081
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
15
|
| |
6
|
| |
—
|
| |
21
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
42
|
| |
—
|
| |
42
|
Corporate
|
| |
—
|
| |
625
|
| |
46
|
| |
671
|
Structured securities
|
| |
—
|
| |
233
|
| |
7
|
| |
240
|
Total trading fixed maturity securities
|
| |
15
|
| |
906
|
| |
53
|
| |
974
|
Equity securities
|
| |
—
|
| |
—
|
| |
60
|
| |
60
|
Mortgage and other loan receivables(2)
|
| |
—
|
| |
7
|
| |
374
|
| |
381
|
Other investments(3)
|
| |
—
|
| |
—
|
| |
425
|
| |
425
|
Funds withheld receivable at interest
|
| |
—
|
| |
330
|
| |
(126)
|
| |
204
|
Reinsurance recoverable
|
| |
—
|
| |
—
|
| |
1,317
|
| |
1,317
|
Derivative assets:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
101
|
| |
588
|
| |
—
|
| |
689
|
Interest rate contracts
|
| |
18
|
| |
209
|
| |
—
|
| |
227
|
Credit contracts
|
| |
—
|
| |
1
|
| |
—
|
| |
1
|
Foreign currency contracts
|
| |
—
|
| |
5
|
| |
—
|
| |
5
|
Impact of netting(4)
|
| |
(92)
|
| |
(89)
|
| |
—
|
| |
(181)
|
Total derivative assets
|
| |
27
|
| |
714
|
| |
—
|
| |
741
|
Separate account assets
|
| |
5,015
|
| |
—
|
| |
—
|
| |
5,015
|
Total assets at fair value
|
| |
$5,585
|
| |
$49,901
|
| |
$5,712
|
| |
$61,198
|
As of June 30, 2020
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$545
|
| |
$545
|
Closed block policy liabilities
|
| |
—
|
| |
—
|
| |
1,372
|
| |
1,372
|
Funds withheld payable at interest
|
| |
—
|
| |
—
|
| |
(111)
|
| |
(111)
|
Derivative instruments payable:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
148
|
| |
78
|
| |
—
|
| |
226
|
Interest rate contracts
|
| |
4
|
| |
35
|
| |
—
|
| |
39
|
Credit contracts
|
| |
—
|
| |
2
|
| |
—
|
| |
2
|
Impact of netting(4)
|
| |
(92)
|
| |
(89)
|
| |
—
|
| |
(181)
|
Total derivative instruments payable
|
| |
60
|
| |
26
|
| |
—
|
| |
86
|
Embedded derivative – indexed universal life products
|
| |
—
|
| |
—
|
| |
699
|
| |
699
|
Embedded derivative – annuity products
|
| |
—
|
| |
—
|
| |
1,599
|
| |
1,599
|
Total liabilities at fair value
|
| |
$60
|
| |
$26
|
| |
$4,104
|
| |
$4,190
|
(1)
|
Includes related party balance of $363 million in Level 2 for corporate AFS fixed maturity securities.
|
(2)
|
Includes related party balance of $374 million in Level 3 for mortgage and other loan receivables.
|
(3)
|
Other investments excluded from the fair value hierarchy include certain real estate and private equity funds for which fair value is measured at net asset value per share as a practical expedient. As of June 30, 2020, the fair value of these investments was $115 million.
|
(4)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
As of December 31, 2019
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$528
|
| |
$62
|
| |
$12
|
| |
$602
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
2,582
|
| |
—
|
| |
2,582
|
Corporate(1)
|
| |
—
|
| |
21,699
|
| |
2,256
|
| |
23,955
|
Structured securities
|
| |
7
|
| |
20,767
|
| |
1,852
|
| |
22,626
|
Total AFS fixed maturity securities
|
| |
535
|
| |
45,110
|
| |
4,120
|
| |
49,765
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
17
|
| |
2
|
| |
3
|
| |
22
|
U.S. state, municipal and political subdivisions
|
| |
—
|
| |
41
|
| |
—
|
| |
41
|
Corporate
|
| |
13
|
| |
607
|
| |
37
|
| |
657
|
Structured securities
|
| |
—
|
| |
262
|
| |
2
|
| |
264
|
Total trading fixed maturity securities
|
| |
30
|
| |
912
|
| |
42
|
| |
984
|
Equity securities
|
| |
—
|
| |
—
|
| |
58
|
| |
58
|
Mortgage and other loan receivables(2)
|
| |
—
|
| |
6
|
| |
253
|
| |
259
|
Other investments(3)
|
| |
—
|
| |
—
|
| |
424
|
| |
424
|
Funds withheld receivable at interest
|
| |
—
|
| |
310
|
| |
79
|
| |
389
|
Reinsurance recoverable
|
| |
—
|
| |
—
|
| |
1,316
|
| |
1,316
|
Derivative assets:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
30
|
| |
739
|
| |
—
|
| |
769
|
Interest rate contracts
|
| |
1
|
| |
66
|
| |
—
|
| |
67
|
Foreign currency contracts
|
| |
—
|
| |
1
|
| |
—
|
| |
1
|
Impact of netting(4)
|
| |
(9)
|
| |
(5)
|
| |
—
|
| |
(14)
|
Total derivative assets
|
| |
22
|
| |
801
|
| |
—
|
| |
823
|
Separate account assets
|
| |
5,504
|
| |
—
|
| |
—
|
| |
5,504
|
Total assets at fair value
|
| |
$6,091
|
| |
$47,139
|
| |
$6,292
|
| |
$59,522
|
As of December 31, 2019
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$429
|
| |
$429
|
Closed block policy liabilities
|
| |
—
|
| |
—
|
| |
1,368
|
| |
1,368
|
Funds withheld payable at interest
|
| |
—
|
| |
—
|
| |
61
|
| |
61
|
Derivative instruments payable:
|
| |
|
| |
|
| |
|
| |
|
Equity market contracts
|
| |
31
|
| |
1
|
| |
—
|
| |
32
|
Interest rate contracts
|
| |
17
|
| |
43
|
| |
—
|
| |
60
|
Foreign currency contracts
|
| |
—
|
| |
1
|
| |
—
|
| |
1
|
Impact of netting(4)
|
| |
(9)
|
| |
(5)
|
| |
—
|
| |
(14)
|
Total derivative instruments payable
|
| |
39
|
| |
40
|
| |
—
|
| |
79
|
Reinsurance liabilities
|
| |
—
|
| |
—
|
| |
5
|
| |
5
|
Embedded derivative – indexed universal life products
|
| |
—
|
| |
—
|
| |
820
|
| |
820
|
Embedded derivative – annuity products
|
| |
—
|
| |
—
|
| |
1,426
|
| |
1,426
|
Total liabilities at fair value
|
| |
$39
|
| |
$40
|
| |
$4,109
|
| |
$4,188
|
(1)
|
Includes related party balance of $179 million in Level 2 for corporate AFS fixed maturity securities.
|
(2)
|
Includes related party balance of $238 million in Level 3 for mortgage and other loan receivables.
|
(3)
|
Other investments excluded from the fair value hierarchy include certain real estate and private equity funds for which fair value is measured at net asset value per share as a practical expedient. As of December 31, 2019, the fair value of these investments was $113 million.
|
(4)
|
Represents netting of derivative exposures covered by qualifying master netting agreements.
|
As of June 30, 2020
|
||||||||||||
Level 3 assets
|
| |
Level 3 assets
($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (weighted average, or “WA”) |
| |
Impact of an
increase in the input on fair value |
Corporate fixed maturity securities
|
| |
$13
|
| |
Market comparables – liquidity premium
|
| |
0.25%
|
| |
Decrease
|
Structured securities
|
| |
1,734
|
| |
Discounted cash flows – liquidity premium
|
| |
0.33% to 0.50% (WA 0.47%)
|
| |
Decrease
|
|
| |
|
| |
Market comparables – liquidity premium
|
| |
0.25% to 3.60% (WA 0.91%)
|
| |
Decrease
|
Equity securities
|
| |
30
|
| |
Discounted cash flows- discount rate
|
| |
17.50%
|
| |
Decrease
|
Other investments
|
| |
386
|
| |
Discounted cash flows- capitalization rate
|
| |
5.36% to 5.96% (WA 5.65%)
|
| |
Increase
|
|
| |
|
| |
Discounted cash flows- discount rate
|
| |
8.00%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows- vacancy rate
|
| |
6.96%
|
| |
Decrease
|
Funds withheld receivable at interest
|
| |
(126)
|
| |
Discounted cash flow – duration/weighted average life
|
| |
0 to 22 years (WA 10.67 years)
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
3.8% to 17.5% (WA 6.5%)
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.6% to 1.87%
|
| |
Decrease
|
Reinsurance recoverable
|
| |
1,317
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $10.1 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.69% to 10.16%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
2.76%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
5.57%
|
| |
Increase
|
As of December 31, 2019
|
||||||||||||
Level 3 assets
|
| |
Level 3 assets
($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Corporate fixed maturity securities
|
| |
$14
|
| |
Market comparables — liquidity premium
|
| |
0.25%
|
| |
Decrease
|
Structured securities
|
| |
1,051
|
| |
Consensus pricing — liquidity premium
|
| |
0.29%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows — liquidity premium
|
| |
0.00% to 0.16% (WA 0.13%)
|
| |
Decrease
|
|
| |
|
| |
Market comparables — liquidity premium
|
| |
0.10% to 3.60% (WA 2.49%)
|
| |
Decrease
|
Equity securities
|
| |
38
|
| |
Discounted cash flows — discount rate
|
| |
17.50%
|
| |
Decrease
|
Other investments
|
| |
384
|
| |
Discounted cash flows- capitalization rate
|
| |
5.36% to 6.38% (WA 5.80%)
|
| |
Increase
|
|
| |
|
| |
Discounted cash flows- discount rate
|
| |
8.00%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flows- vacancy rate
|
| |
6.49%
|
| |
Decrease
|
Funds withheld receivable at interest
|
| |
79
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 21 years (WA 10.63 years)
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
3.8% to 17.5% (WA 6.5%)
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Reinsurance recoverable
|
| |
1,316
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $10 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.69% to 11.23%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
2.76%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
5.57%
|
| |
Decrease
|
As of June 30, 2020
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Policyholder liabilities
|
| |
$545
|
| |
Present value of best estimate liability cash flows. Unobservable inputs include a market participant view of the risk margin included in the discount rate which reflects the riskiness of the cash flows.
|
| |
Risk margin rate: 0.09%
|
| |
Decrease
|
|
| |
|
| |
Policyholder behavior is also a significant unobservable input, including lapse, surrender and mortality.
|
| |
Lapse rate: 0.7% to 1.4%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: 0.7% to 2.1%
|
| |
Increase
|
|
| |
|
| |
|
| |
Mortality rate: 0.3% to 21.1%
|
| |
Increase
|
Closed block policy liabilities
|
| |
1,372
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $10.1 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.6% to 1.87%
|
| |
Decrease
|
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.69% to 10.16%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
2.76%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
5.57%
|
| |
Increase
|
Funds withheld payable at interest
|
| |
(111)
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 22 years (WA 10.88 years)
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
3.8% to 17.5% (WA 6.5%)
|
| |
Decrease
|
|
| |
|
| |
Nonperformance risk
|
| |
0.6% to 1.87%
|
| |
Decrease
|
Embedded derivative – indexed universal life products
|
| |
699
|
| |
Policy persistency is a significant unobservable input.
|
| |
Lapse rate: 5.01%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: 0.13%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: 3.97%
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.6% to 1.87%
|
| |
Decrease
|
As of June 30, 2020
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Embedded derivative – annuity products
|
| |
1,599
|
| |
Policyholder behavior is a significant unobservable input, including utilization and lapse.
|
| |
Utilization: Fixed-indexed annuity WA 3.80%; Variable annuity: 0% to 65%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: Fixed-indexed annuity WA 10.58%; Variable annuity: 2.62% to 29.99%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: Fixed-indexed annuity WA 1.73%; Variable annuity: 1.18% to 8.82%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: Fixed-indexed annuity WA 1.94%; Variable annuity: n/a
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.6% to 1.87%
|
| |
Decrease
|
As of December 31, 2019
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
Policyholder liabilities
|
| |
$429
|
| |
Present value of best estimate liability cash flows. Unobservable inputs include a market participant view of the risk margin included in the discount rate which reflects the riskiness of the cash flows.
|
| |
Risk margin rate: 0.09%
|
| |
Decrease
|
|
| |
|
| |
Policyholder behavior is also a significant unobservable input, including lapse, surrender and mortality.
|
| |
Lapse rate: 0.7% to 1.4%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: 0.7% to 2.1%
|
| |
Increase
|
|
| |
|
| |
|
| |
Mortality rate: 0.3% to 21.1%
|
| |
Increase
|
Closed block policy liabilities
|
| |
1,368
|
| |
Present value of expenses paid from the open block plus the cost of capital held in support of the liabilities.
|
| |
The average expense assumption is between $10 and $78 per policy, increased by inflation.
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
As of December 31, 2019
|
||||||||||||
Level 3 liabilities
|
| |
Level 3
liabilities ($ in millions) |
| |
Valuation techniques and
significant unobservable inputs |
| |
Range of significant
unobservable inputs (WA) |
| |
Impact of an
increase in the input on fair value |
|
| |
|
| |
Unobservable inputs are a market participant’s view of the expenses, a risk margin on the uncertainty of the level of expenses and a cost of capital on the capital held in support of the liabilities.
|
| |
Expense risk margin: 9.42%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Cost of capital: 3.69% to 11.23%
|
| |
Increase
|
|
| |
|
| |
Discounted cash flow - mortality rate
|
| |
2.76%
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - surrender rate
|
| |
5.57%
|
| |
Decrease
|
Funds withheld payable at interest
|
| |
61
|
| |
Discounted cash flow - duration/weighted average life
|
| |
0 to 21 years (WA 10.78 years)
|
| |
Decrease
|
|
| |
|
| |
Discounted cash flow - contractholder persistency
|
| |
3.8% to 17.5% (WA 6.5%)
|
| |
Decrease
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Embedded derivative – indexed universal life products
|
| |
820
|
| |
Policy persistency is a significant unobservable input.
|
| |
Lapse rate: 5%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: 0.13%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: 3.91%
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Embedded derivative – annuity products
|
| |
1,426
|
| |
Policyholder behavior is a significant unobservable input, including utilization and lapse.
|
| |
Utilization: Fixed-indexed annuity WA 3.66%; Variable annuity: 0% to 65%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Surrender rate: Fixed-indexed annuity WA 10.38%; Variable annuity: 2.82% to 27.90%
|
| |
Decrease
|
|
| |
|
| |
|
| |
Mortality rate: Fixed-indexed annuity WA 1.74%; Variable annuity: 1.14% to 8.33%
|
| |
Decrease
|
|
| |
|
| |
Future costs for options used to hedge the contract obligations
|
| |
Option budget assumption: Fixed-indexed annuity WA 2.07%; Variable annuity: n/a
|
| |
Increase
|
|
| |
|
| |
Nonperformance risk
|
| |
0.23% to 0.95%
|
| |
Decrease
|
Six months ended
June 30, 2020 |
| |
Balance,
as of beginning of period |
| |
Net
realized and unrealized gains / losses included in income |
| |
Net
unrealized gains / losses included in OCI |
| |
Net
settlements / purchases |
| |
Transfers
into Level 3 |
| |
Transfers
out of Level 3 |
| |
Balance,
as of end of period |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$12
|
| |
$—
|
| |
$(12)
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$—
|
Corporate fixed maturity securities
|
| |
2,256
|
| |
—
|
| |
(283)
|
| |
175
|
| |
—
|
| |
—
|
| |
2,148
|
Structured securities
|
| |
1,852
|
| |
(13)
|
| |
(53)
|
| |
126
|
| |
22
|
| |
(473)
|
| |
1,461
|
Total AFS fixed maturity securities
|
| |
4,120
|
| |
(13)
|
| |
(348)
|
| |
301
|
| |
22
|
| |
(473)
|
| |
3,609
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
3
|
| |
(3)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
Corporate fixed maturity securities
|
| |
37
|
| |
4
|
| |
—
|
| |
5
|
| |
7
|
| |
(7)
|
| |
46
|
Structured securities
|
| |
2
|
| |
—
|
| |
—
|
| |
4
|
| |
3
|
| |
(2)
|
| |
7
|
Total trading fixed maturity securities
|
| |
42
|
| |
1
|
| |
—
|
| |
9
|
| |
10
|
| |
(9)
|
| |
53
|
Equity securities
|
| |
58
|
| |
—
|
| |
—
|
| |
2
|
| |
—
|
| |
—
|
| |
60
|
Mortgage and other loan receivables
|
| |
253
|
| |
—
|
| |
—
|
| |
121
|
| |
—
|
| |
—
|
| |
374
|
Other investments
|
| |
424
|
| |
—
|
| |
—
|
| |
1
|
| |
—
|
| |
—
|
| |
425
|
Funds withheld receivable at interest
|
| |
79
|
| |
(205)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(126)
|
Reinsurance recoverable
|
| |
1,316
|
| |
1
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
1,317
|
Total assets
|
| |
$6,292
|
| |
$(216)
|
| |
$(348)
|
| |
$434
|
| |
$32
|
| |
$(482)
|
| |
$5,712
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$429
|
| |
$117
|
| |
$—
|
| |
$(1)
|
| |
$—
|
| |
$—
|
| |
$545
|
Closed block policy liabilities
|
| |
1,368
|
| |
(9)
|
| |
13
|
| |
—
|
| |
—
|
| |
—
|
| |
1,372
|
Funds withheld payable at interest
|
| |
61
|
| |
(172)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
(111)
|
Reinsurance liabilities
|
| |
5
|
| |
(5)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
Embedded derivative – indexed universal life products
|
| |
820
|
| |
(99)
|
| |
—
|
| |
(22)
|
| |
—
|
| |
—
|
| |
699
|
Embedded derivative – annuity products
|
| |
1,426
|
| |
85
|
| |
—
|
| |
88
|
| |
—
|
| |
—
|
| |
1,599
|
Total liabilities
|
| |
$4,109
|
| |
$(83)
|
| |
$13
|
| |
$65
|
| |
$—
|
| |
$—
|
| |
$4,104
|
Six months ended
June 30, 2019 |
| |
Balance,
as of beginning of period |
| |
Net
realized and unrealized gains / losses included in income |
| |
Net
unrealized gains / losses included in OCI |
| |
Net
settlements / purchases |
| |
Transfers
into Level 3 |
| |
Transfers
out of Level 3 |
| |
Balance,
as of end of period |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
$13
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$13
|
Corporate fixed maturity securities
|
| |
1,448
|
| |
—
|
| |
(121)
|
| |
513
|
| |
30
|
| |
—
|
| |
1,870
|
Structured securities
|
| |
2,710
|
| |
—
|
| |
(111)
|
| |
223
|
| |
157
|
| |
(732)
|
| |
2,247
|
Total AFS fixed maturity securities
|
| |
4,171
|
| |
—
|
| |
(232)
|
| |
736
|
| |
187
|
| |
(732)
|
| |
4,130
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
U.S. government and agencies
|
| |
3
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
3
|
Corporate fixed maturity securities
|
| |
62
|
| |
—
|
| |
(6)
|
| |
(21)
|
| |
—
|
| |
—
|
| |
35
|
Structured securities
|
| |
7
|
| |
—
|
| |
(2)
|
| |
—
|
| |
—
|
| |
(3)
|
| |
2
|
Total trading fixed maturity securities
|
| |
72
|
| |
—
|
| |
(8)
|
| |
(21)
|
| |
—
|
| |
(3)
|
| |
40
|
Equity securities
|
| |
90
|
| |
(1)
|
| |
—
|
| |
(14)
|
| |
—
|
| |
(17)
|
| |
58
|
Mortgage and other loan receivables
|
| |
107
|
| |
—
|
| |
—
|
| |
61
|
| |
—
|
| |
—
|
| |
168
|
Other investments
|
| |
386
|
| |
13
|
| |
—
|
| |
19
|
| |
—
|
| |
—
|
| |
418
|
Funds withheld receivable at interest
|
| |
68
|
| |
(32)
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
36
|
Reinsurance recoverable
|
| |
1,249
|
| |
62
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
1,311
|
Total assets
|
| |
$6,143
|
| |
$42
|
| |
$(240)
|
| |
$781
|
| |
$187
|
| |
$(752)
|
| |
$6,161
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$364
|
| |
$51
|
| |
$—
|
| |
$(1)
|
| |
$—
|
| |
$—
|
| |
$414
|
Closed block policy liabilities
|
| |
1,305
|
| |
65
|
| |
(1)
|
| |
—
|
| |
—
|
| |
—
|
| |
1,369
|
Funds withheld payable at interest
|
| |
21
|
| |
2
|
| |
—
|
| |
—
|
| |
—
|
| |
—
|
| |
23
|
Embedded derivative – indexed universal life products
|
| |
526
|
| |
227
|
| |
—
|
| |
(32)
|
| |
—
|
| |
—
|
| |
721
|
Embedded derivative – annuity products
|
| |
786
|
| |
180
|
| |
—
|
| |
235
|
| |
—
|
| |
—
|
| |
1,201
|
Total liabilities
|
| |
$3,002
|
| |
$525
|
| |
$(1)
|
| |
$202
|
| |
$—
|
| |
$—
|
| |
$3,728
|
Six months ended June 30, 2020
|
| |
Purchases
|
| |
Issuances
|
| |
Sales
|
| |
Settlements
|
| |
Net
settlements / purchases |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Corporate fixed maturity securities
|
| |
$368
|
| |
$—
|
| |
$(153)
|
| |
$(40)
|
| |
$175
|
Structured securities
|
| |
217
|
| |
—
|
| |
(53)
|
| |
(38)
|
| |
126
|
Total AFS fixed maturity securities
|
| |
585
|
| |
—
|
| |
(206)
|
| |
(78)
|
| |
301
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Corporate fixed maturity securities
|
| |
6
|
| |
—
|
| |
—
|
| |
(1)
|
| |
5
|
Structured securities
|
| |
4
|
| |
—
|
| |
—
|
| |
—
|
| |
4
|
Total trading fixed maturity securities
|
| |
10
|
| |
—
|
| |
—
|
| |
(1)
|
| |
9
|
Equity securities
|
| |
2
|
| |
—
|
| |
—
|
| |
—
|
| |
2
|
Mortgage and other loan receivables
|
| |
121
|
| |
—
|
| |
—
|
| |
—
|
| |
121
|
Other investments
|
| |
1
|
| |
—
|
| |
—
|
| |
—
|
| |
1
|
Total assets
|
| |
$719
|
| |
$—
|
| |
$(206)
|
| |
$(79)
|
| |
$434
|
Six months ended June 30, 2020
|
| |
Purchases
|
| |
Issuances
|
| |
Sales
|
| |
Settlements
|
| |
Net
settlements / purchases |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$(1)
|
| |
$(1)
|
Embedded derivative – indexed universal life products
|
| |
—
|
| |
56
|
| |
—
|
| |
(78)
|
| |
(22)
|
Embedded derivative – annuity products
|
| |
—
|
| |
88
|
| |
—
|
| |
—
|
| |
88
|
Total liabilities
|
| |
$—
|
| |
$144
|
| |
$—
|
| |
$(79)
|
| |
$65
|
Six months ended June 30, 2019
|
| |
Purchases
|
| |
Issuances
|
| |
Sales
|
| |
Settlements
|
| |
Net
settlements / purchases |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
| |
|
Assets:
|
| |
|
| |
|
| |
|
| |
|
| |
|
AFS fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Corporate fixed maturity securities
|
| |
$1,490
|
| |
$—
|
| |
$(140)
|
| |
$(837)
|
| |
$513
|
Structured securities
|
| |
1,134
|
| |
—
|
| |
(423)
|
| |
(488)
|
| |
223
|
Total AFS fixed maturity securities
|
| |
2,624
|
| |
—
|
| |
(563)
|
| |
(1,325)
|
| |
736
|
Trading fixed maturity securities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Corporate fixed maturity securities
|
| |
10
|
| |
—
|
| |
(53)
|
| |
22
|
| |
(21)
|
Structured securities
|
| |
3
|
| |
—
|
| |
(4)
|
| |
1
|
| |
—
|
Total trading fixed maturity securities
|
| |
13
|
| |
—
|
| |
(57)
|
| |
23
|
| |
(21)
|
Equity securities
|
| |
—
|
| |
—
|
| |
(14)
|
| |
—
|
| |
(14)
|
Mortgage and other loan receivables
|
| |
61
|
| |
—
|
| |
—
|
| |
—
|
| |
61
|
Other investments
|
| |
19
|
| |
—
|
| |
—
|
| |
—
|
| |
19
|
Total assets
|
| |
$2,717
|
| |
$—
|
| |
$(634)
|
| |
$(1,302)
|
| |
$781
|
Liabilities:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policyholder liabilities
|
| |
$—
|
| |
$—
|
| |
$—
|
| |
$(1)
|
| |
$(1)
|
Embedded derivative – indexed universal life products
|
| |
—
|
| |
46
|
| |
—
|
| |
(78)
|
| |
(32)
|
Embedded derivative – annuity products
|
| |
—
|
| |
235
|
| |
—
|
| |
—
|
| |
235
|
Total liabilities
|
| |
$—
|
| |
$281
|
| |
$—
|
| |
$(79)
|
| |
$202
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of period
|
| |
$1,704
|
| |
$1,891
|
Acquisition/reinsurance
|
| |
(8)
|
| |
—
|
Deferrals
|
| |
213
|
| |
273
|
Amortized to expense during the period(1)
|
| |
(67)
|
| |
(77)
|
Adjustment for unrealized investment gains during the period
|
| |
(38)
|
| |
(371)
|
Balance, as of end of period
|
| |
$1,804
|
| |
$1,716
|
(1)
|
These amounts are shown within amortization of policy acquisition costs in the consolidated statements of income.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of period
|
| |
$424
|
| |
$668
|
Amortized to expense during the period(1)
|
| |
(34)
|
| |
(14)
|
Adjustment for unrealized investment gains during the period
|
| |
(80)
|
| |
(159)
|
Balance, as of end of period
|
| |
$310
|
| |
$495
|
(1)
|
These amounts are shown within amortization of policy acquisition costs in the consolidated statements of income.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Balance, as of beginning of period
|
| |
$131
|
| |
$316
|
Deferrals
|
| |
72
|
| |
68
|
Amortized to expense during the period(1)
|
| |
(41)
|
| |
(23)
|
Adjustment for unrealized investment gains during the period
|
| |
(8)
|
| |
(176)
|
Balance, as of end of period
|
| |
$154
|
| |
$185
|
(1)
|
These amounts are shown within policy fees in the consolidated statements of income.
|
|
| |
June 30, 2020
|
| |
December 31, 2019
|
||||||
|
| |
Amount
|
| |
Rate
|
| |
Amount
|
| |
Rate
|
($ in millions, except interest rates)
|
| |
|
| |
|
| |
|
| |
|
Senior notes assumed through acquisition, due April 2021
|
| |
$150
|
| |
8.63%
|
| |
$150
|
| |
8.63%
|
Term loan, due December 2021
|
| |
225
|
| |
1.55%
|
| |
225
|
| |
3.08%
|
Senior notes, due October 2029
|
| |
500
|
| |
4.40%
|
| |
500
|
| |
4.40%
|
Subordinated debentures, due October 2046
|
| |
250
|
| |
9.50%
|
| |
250
|
| |
9.50%
|
Total debt – principal
|
| |
1,125
|
| |
|
| |
1,125
|
| |
|
Purchase accounting adjustments(1)
|
| |
2
|
| |
|
| |
3
|
| |
|
Debt issuance costs, net of accumulated amortization(2)
|
| |
(7)
|
| |
|
| |
(8)
|
| |
|
Fair value loss (gain) of hedged senior notes due 2029, recognized in earnings
|
| |
43
|
| |
|
| |
(15)
|
| |
|
Total debt
|
| |
$1,163
|
| |
|
| |
$1,105
|
| |
|
(1)
|
The amortization of the purchase accounting adjustment related to the acquired senior notes was approximately $1 million for both the six months ended June 30, 2020 and 2019, respectively.
|
(2)
|
The amortization of the debt issuance costs was less than $1 million for both the months ended June 30, 2020, respectively. The amortization of the debt issuance costs was approximately $1 million for the six months ended June 30, 2019, respectively.
|
|
| |
|
| |
Six months ended
June 30, |
|||
Components of
accumulated other comprehensive income (loss) |
| |
Consolidated statements of income and
consolidated statements of comprehensive income (loss) location |
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
| |
|
Net unrealized investment gains (losses) on AFS fixed maturity securities and other investments:
|
| |
|
| |
|
|||
Net unrealized investment gains (losses)
|
| |
Net investment (losses) gains
|
| |
|
| |
|
Net unrealized investment gains (losses), before income tax
|
| |
|
| |
$45
|
| |
$3
|
Income tax expense (benefit)
|
| |
|
| |
9
|
| |
1
|
Net unrealized investment gains (losses), net of income tax, reclassified
|
| |
|
| |
$36
|
| |
$2
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Service-based restricted share awards, or “RSAs”
|
| |
$13
|
| |
$11
|
Performance-based RSAs
|
| |
2
|
| |
1
|
Total equity-based compensation expense
|
| |
$15
|
| |
$12
|
|
| |
|
| |
|
Deferred tax asset
|
| |
$3
|
| |
$2
|
|
| |
Expense
|
| |
Weighted
average period (years) |
($ in millions)
|
| |
|
| |
|
RSAs:
|
| |
|
| |
|
Service-based
|
| |
$52
|
| |
2.44
|
Performance-based
|
| |
13
|
| |
3.10
|
Unrecognized compensation expense, as of end of period
|
| |
$65
|
| |
|
|
| |
Restricted
shares |
| |
Weighted
average grant date fair value per share |
Outstanding balance, as of beginning of period
|
| |
2,699,108
|
| |
$23.10
|
Granted
|
| |
1,659,062
|
| |
23.66
|
Forfeited
|
| |
(33,027)
|
| |
25.34
|
Vested and issued
|
| |
(508,037)
|
| |
23.44
|
Vested and withheld for taxes
|
| |
(311,654)
|
| |
23.44
|
Outstanding balance, as of end of period
|
| |
3,505,452
|
| |
23.28
|
|
| |
June 30,
2020 |
| |
December 31,
2019 |
($ in millions)
|
| |
|
| |
|
Policyholder liabilities:
|
| |
|
| |
|
Direct
|
| |
$52,515
|
| |
$50,430
|
Assumed(1)
|
| |
22,010
|
| |
21,814
|
Total policyholder liabilities
|
| |
74,525
|
| |
72,244
|
Ceded(2)
|
| |
(4,107)
|
| |
(4,130)
|
Net policyholder liabilities
|
| |
$70,418
|
| |
$68,114
|
(1)
|
Includes related party balance of $7.1 billion and $7.4 billion as of June 30, 2020 and December 31, 2019, respectively.
|
(2)
|
Reported within reinsurance recoverable within the consolidated balance sheets.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Premiums:
|
| |
|
| |
|
Direct
|
| |
$72
|
| |
$98
|
Assumed(1)
|
| |
243
|
| |
165
|
Ceded
|
| |
(48)
|
| |
(74)
|
Net premiums
|
| |
$267
|
| |
$189
|
(1)
|
Includes related party balances of $13 million and $17 million for the six months ended June 30, 2020 and 2019, respectively.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Policy fees:
|
| |
|
| |
|
Direct
|
| |
$437
|
| |
$405
|
Assumed(1)
|
| |
158
|
| |
178
|
Net policy fees
|
| |
$595
|
| |
$583
|
(1)
|
Includes related party balances of $8 million and $9 million for the six months ended June 30, 2020 and 2019, respectively.
|
|
| |
Six months ended
June 30, |
|||
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Policy benefits and claims:
|
| |
|
| |
|
Direct
|
| |
$1,118
|
| |
$1,318
|
Assumed(1)
|
| |
811
|
| |
739
|
Ceded
|
| |
(160)
|
| |
(222)
|
Net policy benefits and claims
|
| |
$1,769
|
| |
$1,835
|
(1)
|
Includes related party balances of $138 million and $144 million for the six months ended June 30, 2020 and 2019, respectively.
|
|
| |
|
| |
As of June 30, 2020
|
||||||
Type
|
| |
Balance sheet
classification |
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
Other investments
|
| |
$143
|
| |
$—
|
| |
$143
|
Goldman Sachs Group bonds
|
| |
AFS fixed maturity securities
|
| |
363
|
| |
3
|
| |
366
|
Origis loan receivable
|
| |
Mortgage and other loan receivables
|
| |
285
|
| |
2
|
| |
287
|
Parasol Renewable Energy loan receivables
|
| |
Mortgage and other loan receivables
|
| |
89
|
| |
—
|
| |
89
|
Total related party investments
|
| |
|
| |
$880
|
| |
$5
|
| |
$885
|
|
| |
|
| |
As of December 31, 2019
|
||||||
Type
|
| |
Balance sheet
classification |
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
Other investments
|
| |
$145
|
| |
$—
|
| |
$145
|
Goldman Sachs Group bonds
|
| |
AFS fixed maturity securities
|
| |
179
|
| |
1
|
| |
180
|
Origis loan receivable
|
| |
Mortgage and other loan receivables
|
| |
238
|
| |
3
|
| |
241
|
Total related party investments
|
| |
|
| |
$562
|
| |
$4
|
| |
$566
|
|
| |
|
| |
As of June 30, 2020
|
||||||
Type
|
| |
Balance sheet
classification |
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Goldman Sachs money market funds
|
| |
Cash and cash equivalents
|
| |
$192
|
| |
$—
|
| |
$192
|
Total related party investments
|
| |
|
| |
$192
|
| |
$—
|
| |
$192
|
|
| |
|
| |
As of December 31, 2019
|
||||||
Type
|
| |
Balance sheet
classification |
| |
Asset carrying
value |
| |
Accrued
interest |
| |
Total balance
sheet amount |
($ in millions)
|
| |
|
| |
|
| |
|
| |
|
Goldman Sachs money market funds
|
| |
Cash and cash equivalents
|
| |
$1,248
|
| |
$—
|
| |
$1,248
|
Total related party investments
|
| |
|
| |
$1,248
|
| |
$—
|
| |
$1,248
|
|
| |
Six months ended
June 30, |
|||
Type
|
| |
2020
|
| |
2019
|
($ in millions)
|
| |
|
| |
|
Net investment income:
|
| |
|
| |
|
Investments in renewable energy entities managed by an affiliate of Centaurus
|
| |
$—
|
| |
$(10)
|
Origis loan receivable
|
| |
15
|
| |
6
|
Goldman Sachs Group bonds
|
| |
6
|
| |
3
|
Goldman Sachs money market funds
|
| |
2
|
| |
11
|
Total net investment income
|
| |
$23
|
| |
$10
|
|
| |
|
| |
|
Net investment loss:
|
| |
|
| |
|
Goldman Sachs exchange traded funds
|
| |
$—
|
| |
$(2)
|
Total net investment loss
|
| |
$—
|
| |
$(2)
|
•
|
audited consolidated financial statements of KKR as of and for the fiscal year ended December 31, 2019 and the related notes included in KKR’s Annual Report on Form 10-K for the year ended December 31, 2019;
|
•
|
unaudited condensed consolidated financial statements of KKR as of and for the six months ended June 30, 2020, and the related notes included in KKR’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020;
|
•
|
audited consolidated financial statements of Global Atlantic as of and for the fiscal year ended December 31, 2019 and the related notes included as Exhibit 99.1 to this Current Report on Form 8-K; and
|
•
|
unaudited condensed consolidated financial statements of Global Atlantic as of and for the six months ended June 30, 2020, and the related notes included as Exhibit 99.2 to this Current Report on Form 8-K.
|
•
|
an assumed economic ownership of approximately 60% of Global Atlantic by KKR at closing, after giving effect to the assumed equity interests of the Rollover Investors and the Co-Investors, which will account for an estimated 40% or $1,744 million of the preliminary estimated consideration;
|
•
|
an assumed draw-down of $1,000 million from KKR’s existing revolving credit facility;
|
•
|
assumed proceeds of $730 million from the issuance of $750 million (estimated 15,000,000 shares and assumed liquidation preference of $50 per share) of mandatorily convertible preferred stock of KKR (“MCPS”), net of estimated issuance costs; and
|
•
|
assumed use of cash on hand of $886 million.
|
|
| |
Historical
|
| |
Transaction
Accounting Adjustments |
| |
Notes
|
| |
Pro Forma
Combined |
|||
|
| |
KKR
|
| |
Global Atlantic
|
| ||||||||
ASSETS
|
| |
|
| |
|
| |
|
| |
|
| |
|
Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Cash and Cash Equivalents
|
| |
$2,455
|
| |
$—
|
| |
$(886)
|
| |
6 (A)
|
| |
$1,569
|
Cash and Cash Equivalents Held at Consolidated Entities
|
| |
1,151
|
| |
—
|
| |
—
|
| |
|
| |
1,151
|
Restricted Cash and Cash Equivalents
|
| |
134
|
| |
—
|
| |
—
|
| |
|
| |
134
|
Investments
|
| |
54,425
|
| |
—
|
| |
—
|
| |
|
| |
54,425
|
Due from Affiliates
|
| |
930
|
| |
—
|
| |
—
|
| |
|
| |
930
|
Other Assets
|
| |
3,016
|
| |
—
|
| |
—
|
| |
|
| |
3,016
|
|
| |
62,111
|
| |
—
|
| |
(886)
|
| |
|
| |
61,225
|
Insurance
|
| |
|
| |
|
| |
|
| |
|
| |
|
Cash and Cash Equivalents
|
| |
—
|
| |
1,629
|
| |
—
|
| |
|
| |
1,629
|
Investments
|
| |
—
|
| |
77,875
|
| |
260
|
| |
6(B)
|
| |
78,135
|
Accrued Investment Income
|
| |
—
|
| |
561
|
| |
—
|
| |
|
| |
561
|
Reinsurance Recoverable
|
| |
—
|
| |
4,169
|
| |
—
|
| |
|
| |
4,169
|
Deferred Policy Acquisition Costs
|
| |
—
|
| |
1,804
|
| |
(1,804)
|
| |
6(C)
|
| |
—
|
Value of Business Acquired
|
| |
—
|
| |
310
|
| |
(124)
|
| |
6(D)
|
| |
186
|
Other Assets
|
| |
—
|
| |
803
|
| |
486
|
| |
6(E)
|
| |
1,289
|
Separate Account Assets
|
| |
—
|
| |
5,015
|
| |
—
|
| |
|
| |
5,015
|
|
| |
—
|
| |
92,166
|
| |
(1,182)
|
| |
|
| |
90,984
|
Total Assets
|
| |
$62,111
|
| |
$92,166
|
| |
$(2,068)
|
| |
|
| |
$152,209
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
| |
|
| |
|
| |
|
| |
|
| |
|
Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Debt Obligations
|
| |
$28,677
|
| |
$—
|
| |
$1,000
|
| |
6(F)
|
| |
$29,677
|
Due to Affiliates
|
| |
261
|
| |
—
|
| |
—
|
| |
|
| |
261
|
Accounts Payable, Accrued Expenses and Other Liabilities
|
| |
3,777
|
| |
—
|
| |
20
|
| |
6(J)
|
| |
3,797
|
|
| |
32,715
|
| |
$—
|
| |
1,020
|
| |
|
| |
33,735
|
Insurance
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policy Liabilities and Accruals:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Future Policyholder Benefits
|
| |
—
|
| |
5,863
|
| |
338
|
| |
6(G)
|
| |
6,201
|
Outstanding Claims
|
| |
—
|
| |
225
|
| |
—
|
| |
|
| |
225
|
Contractholder Deposit Funds and Other Policyholder Liabilities
|
| |
—
|
| |
68,437
|
| |
826
|
| |
6(H)
|
| |
69,263
|
Total Policyholder Liabilities
|
| |
—
|
| |
74,525
|
| |
1,164
|
| |
|
| |
75,689
|
Debt
|
| |
—
|
| |
1,163
|
| |
(93)
|
| |
6(I)
|
| |
1,070
|
Tax Payable to Former Parent Company
|
| |
—
|
| |
85
|
| |
—
|
| |
|
| |
85
|
Collateral on Derivative Instruments
|
| |
—
|
| |
485
|
| |
—
|
| |
|
| |
485
|
Funds Withheld Payable at Interest
|
| |
—
|
| |
1,980
|
| |
—
|
| |
|
| |
1,980
|
Securities Sold under Agreements to Repurchase
|
| |
—
|
| |
402
|
| |
—
|
| |
|
| |
402
|
Accrued Expenses and Other Liabilities
|
| |
—
|
| |
1,581
|
| |
(218)
|
| |
6(E), 6(J)
|
| |
1,363
|
Reinsurance Liabilities
|
| |
—
|
| |
255
|
| |
—
|
| |
|
| |
255
|
Separate Account Liabilities
|
| |
—
|
| |
5,015
|
| |
—
|
| |
|
| |
5,015
|
|
| |
—
|
| |
85,491
|
| |
853
|
| |
|
| |
86,344
|
Total Liabilities
|
| |
32,715
|
| |
85,491
|
| |
1,873
|
| |
|
| |
120,079
|
|
| |
|
| |
|
| |
|
| |
|
| |
(continued
|
|
| |
Historical
|
| |
Transaction
Accounting Adjustments |
| |
Notes
|
| |
Pro Forma
Combined |
|||
|
| |
KKR
|
| |
Global Atlantic
|
| ||||||||
Commitments and Contingencies
|
| |
|
| |
|
| |
|
| |
|
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
Redeemable Non Controlling Interests
|
| |
—
|
| |
89
|
| |
—
|
| |
|
| |
89
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
Stockholders' Equity
|
| |
|
| |
|
| |
|
| |
|
| |
|
Mandatory Convertible Preferred Stock (“MCPS”)
|
| |
—
|
| |
—
|
| |
730
|
| |
6(K)
|
| |
730
|
Series A and B Preferred Stock, $0.01 par value. 13,800,000 and 6,200,000 shares, respectively, issued and outstanding as of June 30, 2020
|
| |
483
|
| |
—
|
| |
—
|
| |
|
| |
483
|
Series I Preferred Stock, $0.01 par value. 1 share authorized, 1 share issued and outstanding as of June 30, 2020
|
| |
—
|
| |
—
|
| |
—
|
| |
|
| |
—
|
Series II Preferred Stock, $0.01 par value. 499,999,999 shares authorized, 285,978,495 shares, issued and outstanding as of June 30, 2020
|
| |
3
|
| |
—
|
| |
—
|
| |
|
| |
3
|
Common Stock, $0.01 par value. 3,500,000,000 shares authorized, 559,140,869 shares, issued and outstanding as of June 30, 2020
|
| |
6
|
| |
1
|
| |
(1)
|
| |
6(K)
|
| |
6
|
Additional Paid-In Capital
|
| |
8,460
|
| |
1,532
|
| |
(1,532)
|
| |
6(K)
|
| |
8,460
|
Retained Earnings
|
| |
1,057
|
| |
2,833
|
| |
(2,853)
|
| |
6(K)
|
| |
1,037
|
Accumulated Other Comprehensive Income (Loss)
|
| |
(53)
|
| |
2,029
|
| |
(2,029)
|
| |
6(K)
|
| |
(53)
|
Total Stockholders' Equity
|
| |
9,956
|
| |
6,395
|
| |
(5,685)
|
| |
|
| |
10,666
|
Noncontrolling Interests
|
| |
19,440
|
| |
191
|
| |
1,744
|
| |
6(K)
|
| |
21,375
|
Total Equity
|
| |
29,396
|
| |
6,586
|
| |
(3,941)
|
| |
|
| |
32,041
|
Total Liabilities and Equity
|
| |
$62,111
|
| |
$92,166
|
| |
$(2,068)
|
| |
|
| |
$152,209
|
|
| |
Historical
|
| |
Transaction
Accounting Adjustments |
| |
Notes
|
| |
Pro Forma
Combined |
|||
|
| |
KKR
|
| |
Global Atlantic
|
| ||||||||
Revenues:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Fees and Other
|
| |
$774
|
| |
$—
|
| |
$—
|
| |
|
| |
$774
|
Capital Allocation-Based Income (Loss)
|
| |
(444)
|
| |
—
|
| |
—
|
| |
|
| |
(444)
|
|
| |
330
|
| |
—
|
| |
—
|
| |
|
| |
330
|
Insurance
|
| |
|
| |
|
| |
|
| |
|
| |
|
Premiums
|
| |
—
|
| |
267
|
| |
—
|
| |
|
| |
267
|
Policy Fees
|
| |
—
|
| |
595
|
| |
6
|
| |
7(A)
|
| |
601
|
Net Investment Income
|
| |
—
|
| |
1,530
|
| |
(112)
|
| |
7(B)
|
| |
1,418
|
Net Investment (Losses) Gains
|
| |
—
|
| |
(51)
|
| |
(32)
|
| |
7(C)
|
| |
(83)
|
Other Income
|
| |
—
|
| |
27
|
| |
—
|
| |
|
| |
27
|
|
| |
—
|
| |
2,368
|
| |
(138)
|
| |
|
| |
2,230
|
Total Revenues
|
| |
330
|
| |
2,368
|
| |
(138)
|
| |
|
| |
2,560
|
Expenses:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Compensation and Benefits
|
| |
329
|
| |
—
|
| |
—
|
| |
|
| |
329
|
Occupancy and Related Charges
|
| |
34
|
| |
—
|
| |
—
|
| |
|
| |
34
|
General, Administrative and Other
|
| |
297
|
| |
—
|
| |
—
|
| |
|
| |
297
|
|
| |
660
|
| |
—
|
| |
—
|
| |
|
| |
660
|
Insurance
|
| |
|
| |
|
| |
|
| |
|
| |
|
Policy Benefits and Claims
|
| |
—
|
| |
1,769
|
| |
(30)
|
| |
7(A)
|
| |
1,739
|
Amortization of Policy Acquisition Costs
|
| |
—
|
| |
101
|
| |
(91)
|
| |
7(A)
|
| |
10
|
Interest Expense
|
| |
—
|
| |
35
|
| |
(1)
|
| |
7(D)
|
| |
34
|
Insurance Expenses
|
| |
—
|
| |
84
|
| |
—
|
| |
|
| |
84
|
General and Administrative Expenses
|
| |
—
|
| |
228
|
| |
—
|
| |
|
| |
228
|
|
| |
—
|
| |
2,217
|
| |
(122)
|
| |
|
| |
2,095
|
Total Expenses
|
| |
660
|
| |
2,217
|
| |
(122)
|
| |
|
| |
2,755
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
Investment Income (Loss) - Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Net Gains (Losses) from Investment Activities
|
| |
(2,463)
|
| |
—
|
| |
—
|
| |
|
| |
(2,463)
|
Dividend Income
|
| |
179
|
| |
—
|
| |
—
|
| |
|
| |
179
|
Interest Income
|
| |
685
|
| |
—
|
| |
—
|
| |
|
| |
685
|
Interest Expense
|
| |
(502)
|
| |
—
|
| |
(15)
|
| |
7(E)
|
| |
(517)
|
Total Investment Income (Loss) - Asset Management
|
| |
(2,101)
|
| |
—
|
| |
(15)
|
| |
|
| |
(2,116)
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
Income (Loss) Before Taxes
|
| |
(2,431)
|
| |
151
|
| |
(31)
|
| |
|
| |
(2,311)
|
Income Tax Expense (Benefit)
|
| |
(154)
|
| |
(38)
|
| |
(6)
|
| |
7(F)
|
| |
(198)
|
Net Income (Loss)
|
| |
(2,277)
|
| |
189
|
| |
(25)
|
| |
|
| |
(2,113)
|
Net Income (Loss) Attributable to Noncontrolling Interests and redeemable non controlling interests
|
| |
(1,703)
|
| |
(66)
|
| |
133
|
| |
7(E)
|
| |
(1,636)
|
Net Income (Loss) Attributable to KKR & Co. Inc.
|
| |
(574)
|
| |
255
|
| |
(158)
|
| |
|
| |
(477)
|
MCPS Dividends
|
| |
—
|
| |
—
|
| |
23
|
| |
7(E)
|
| |
23
|
Series A Preferred Stock Dividends
|
| |
12
|
| |
—
|
| |
—
|
| |
|
| |
12
|
Series B Preferred Stock Dividends
|
| |
5
|
| |
—
|
| |
—
|
| |
|
| |
5
|
|
| |
|
| |
|
| |
|
| |
|
| |
(continued )
|
|
| |
Historical
|
| |
Transaction
Accounting Adjustments |
| |
Notes
|
| |
Pro Forma
Combined |
|||
|
| |
KKR
|
| |
Global Atlantic
|
| ||||||||
Net Income (Loss) Attributable to KKR & Co. Inc. Common Stockholders
|
| |
$(591)
|
| |
$255
|
| |
$(181)
|
| |
|
| |
$(517)
|
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Common Stock
|
| |
|
| |
|
| |
|
| |
|
| |
|
Basic
|
| |
$(1.06)
|
| |
|
| |
|
| |
7(H)
|
| |
$(0.92)
|
Diluted
|
| |
$(1.06)
|
| |
|
| |
|
| |
7(H)
|
| |
$(0.92)
|
Weighted Average Shares of Common Stock Outstanding
|
| |
|
| |
|
| |
|
| |
|
| |
|
Basic
|
| |
558,961,992
|
| |
|
| |
|
| |
7(H)
|
| |
558,961,992
|
Diluted
|
| |
558,961,992
|
| |
|
| |
|
| |
7(H)
|
| |
558,961,992
|
|
| |
Historical
|
| |
Transaction
Accounting Adjustments |
| |
Notes
|
| |
Pro Forma
Combined |
|||
|
| |
KKR
|
| |
Global Atlantic
|
| ||||||||
Revenues:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Fees and Other
|
| |
$1,790
|
| |
$—
|
| |
$—
|
| |
|
| |
$1,790
|
Capital Allocation-Based Income (Loss)
|
| |
2,430
|
| |
—
|
| |
—
|
| |
|
| |
2,430
|
|
| |
4,220
|
| |
—
|
| |
—
|
| |
|
| |
4,220
|
Insurance
|
| |
|
| |
|
| |
|
| |
|
| |
|
Premiums
|
| |
—
|
| |
1,292
|
| |
—
|
| |
|
| |
1,292
|
Policy Fees
|
| |
—
|
| |
1,223
|
| |
(15)
|
| |
7(A)
|
| |
1,208
|
Net Investment Income
|
| |
—
|
| |
2,923
|
| |
(223)
|
| |
7(B)
|
| |
2,700
|
Net Investment (Losses) Gains
|
| |
—
|
| |
576
|
| |
—
|
| |
|
| |
576
|
Other Income
|
| |
—
|
| |
58
|
| |
—
|
| |
|
| |
58
|
|
| |
—
|
| |
6,072
|
| |
(238)
|
| |
|
| |
5,834
|
Total Revenues
|
| |
4,220
|
| |
6,072
|
| |
(238)
|
| |
|
| |
10,054
|
Expenses:
|
| |
|
| |
|
| |
|
| |
|
| |
|
Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Compensation and Benefits
|
| |
2,117
|
| |
—
|
| |
—
|
| |
|
| |
2,117
|
Occupancy and Related Charges
|
| |
63
|
| |
—
|
| |
—
|
| |
|
| |
63
|
General, Administrative and Other
|
| |
729
|
| |
—
|
| |
20
|
| |
7(G)
|
| |
749
|
|
| |
2,909
|
| |
—
|
| |
20
|
| |
|
| |
2,929
|
Insurance
|
| |
—
|
| |
|
| |
|
| |
|
| |
|
Policy Benefits and Claims
|
| |
—
|
| |
4,521
|
| |
(74)
|
| |
7(A)
|
| |
4,447
|
Amortization of Policy Acquisition Costs
|
| |
—
|
| |
287
|
| |
(269)
|
| |
7(A)
|
| |
18
|
Interest Expense
|
| |
—
|
| |
67
|
| |
1
|
| |
7(D)
|
| |
68
|
Insurance Expenses
|
| |
—
|
| |
106
|
| |
—
|
| |
|
| |
106
|
General and Administrative Expenses
|
| |
—
|
| |
488
|
| |
9
|
| |
7(G)
|
| |
497
|
|
| |
—
|
| |
5,469
|
| |
(333)
|
| |
|
| |
5,136
|
Total Expenses
|
| |
2,909
|
| |
5,469
|
| |
(313)
|
| |
|
| |
8,065
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
Investment Income (Loss) - Asset Management
|
| |
|
| |
|
| |
|
| |
|
| |
|
Net Gains (Losses) from Investment Activities
|
| |
3,162
|
| |
—
|
| |
—
|
| |
|
| |
3,162
|
Dividend Income
|
| |
319
|
| |
—
|
| |
—
|
| |
|
| |
319
|
Interest Income
|
| |
1,419
|
| |
—
|
| |
—
|
| |
|
| |
1,419
|
Interest Expense
|
| |
(1,044)
|
| |
—
|
| |
(30)
|
| |
7(E)
|
| |
(1,074)
|
Total Investment Income (Loss) - Asset Management
|
| |
3,856
|
| |
—
|
| |
(30)
|
| |
|
| |
3,826
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
Income (Loss) Before Taxes
|
| |
5,167
|
| |
603
|
| |
45
|
| |
|
| |
5,815
|
Income Tax Expense (Benefit)
|
| |
529
|
| |
39
|
| |
12
|
| |
7(F)
|
| |
580
|
Net Income (Loss)
|
| |
4,638
|
| |
564
|
| |
33
|
| |
|
| |
5,235
|
Net Income (Loss) Attributable to Noncontrolling Interests and redeemable non controlling interests
|
| |
2,634
|
| |
(69)
|
| |
385
|
| |
7(E)
|
| |
2,950
|
Net Income (Loss) Attributable to KKR & Co. Inc.
|
| |
2,004
|
| |
633
|
| |
(352)
|
| |
|
| |
2,285
|
MCPS Dividends
|
| |
—
|
| |
—
|
| |
45
|
| |
7(E)
|
| |
45
|
Series A Preferred Stock Dividends
|
| |
23
|
| |
—
|
| |
—
|
| |
|
| |
23
|
Series B Preferred Stock Dividends
|
| |
10
|
| |
—
|
| |
—
|
| |
|
| |
10
|
|
| |
|
| |
|
| |
|
| |
|
| |
(continued)
|
|
| |
Historical
|
| |
Transaction
Accounting Adjustments |
| |
Notes
|
| |
Pro Forma
Combined |
|||
|
| |
KKR
|
| |
Global Atlantic
|
| ||||||||
Net Income (Loss) Attributable to KKR & Co. Inc. Common Stockholders
|
| |
$1,971
|
| |
$633
|
| |
$(397)
|
| |
|
| |
$2,207
|
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Common Stock
|
| |
|
| |
|
| |
|
| |
|
| |
|
Basic
|
| |
$3.62
|
| |
|
| |
|
| |
7(H)
|
| |
$4.05
|
Diluted
|
| |
$3.54
|
| |
|
| |
|
| |
7(H)
|
| |
$3.87
|
Weighted Average Shares of Common Stock Outstanding
|
| |
|
| |
|
| |
|
| |
|
| |
|
Basic
|
| |
545,096,999
|
| |
|
| |
|
| |
7(H)
|
| |
545,096,999
|
Diluted
|
| |
557,687,512
|
| |
|
| |
|
| |
7(H)
|
| |
578,012,715
|
•
|
the impact of possible new investment management agreements anticipated to be entered into between KKR and insurance subsidiaries of Global Atlantic. The terms of any investment management agreements are subject to negotiation and regulatory approvals and there can be no assurance that such agreements will be executed upon closing;
|
•
|
the impact of any potential benefits or synergies that may be achievable in connection with the Acquisition, as there is no assurance that such benefits or synergies will be achieved; and
|
•
|
changes in cost structure or restructuring activities as such changes have yet to be determined.
|
Preliminary Estimated Consideration
($ in millions) |
| |
|
Corporate Credit Agreement (existing revolving credit facility)
|
| |
$1,000
|
MCPS
|
| |
730
|
Cash on Hand
|
| |
886
|
Estimated KKR Consideration
|
| |
2,616
|
Rollover Investors and Co-Investors
|
| |
1,744
|
Total Preliminary Estimated Consideration
|
| |
$4,360
|
•
|
an assumed draw-down of $1,000 million from KKR’s existing revolving credit facility, to the extent additional equity or debt securities (including senior notes or subordinated notes) of KKR are not issued and additional cash is required to consummate the Acquisition;
|
•
|
assumed proceeds of $730 million, net of issuance costs, from the issuance of MCPS of KKR, which is expected to be classified as equity for accounting purposes according to the expected terms;
|
•
|
assumed use of cash on hand of $886 million; and
|
•
|
an assumed reduction of $1,744 million in total consideration payable by KKR at closing after giving effect to Rollover Investors and Co-Investors holding an estimated 40% of the economic ownership of Global Atlantic at closing. We have not assumed any discount for lack of control.
|
$ (millions)
|
| |
Global Atlantic
|
| |
Fair Value
Adjustments |
| |
Fair Value and
Goodwill Calculation |
| |
Notes
|
Preliminary Estimated Consideration
|
| |
|
| |
|
| |
$4,360
|
| |
|
Total Value to Allocate
|
| |
|
| |
|
| |
|
| |
|
Cash and Cash Equivalents
|
| |
$1,629
|
| |
$—
|
| |
1,629
|
| |
|
Investments
|
| |
77,875
|
| |
260
|
| |
78,135
|
| |
6(B)
|
Accrued Investment Income
|
| |
561
|
| |
—
|
| |
561
|
| |
|
Reinsurance Recoverable
|
| |
4,169
|
| |
—
|
| |
4,169
|
| |
|
Deferred Policy Acquisition Costs
|
| |
1,804
|
| |
(1,804)
|
| |
—
|
| |
6(C)
|
Value of Business Acquired
|
| |
310
|
| |
(124)
|
| |
186
|
| |
6(D)
|
Other Assets
|
| |
803
|
| |
423
|
| |
1,226
|
| |
6(E)
|
Separate Account Assets
|
| |
5,015
|
| |
—
|
| |
5,015
|
| |
|
Total Assets (excluding Goodwill of $63 million)
|
| |
92,166
|
| |
(1,245)
|
| |
90,921
|
| |
|
Total Policyholder Liabilities
|
| |
74,525
|
| |
1,164
|
| |
75,689
|
| |
6(G), 6(H)
|
Debt
|
| |
1,163
|
| |
(93)
|
| |
1,070
|
| |
6(I)
|
Tax Payable to Former Parent Company
|
| |
85
|
| |
—
|
| |
85
|
| |
|
Collateral on Derivative Instruments
|
| |
485
|
| |
—
|
| |
485
|
| |
|
Funds Withheld Payable at Interest
|
| |
1,980
|
| |
—
|
| |
1,980
|
| |
|
Securities Sold under the Agreement to Repurchase
|
| |
402
|
| |
—
|
| |
402
|
| |
|
Accrued Expenses and Other Liabilities
|
| |
1,581
|
| |
(218)
|
| |
1,363
|
| |
6(E), 6(J)
|
Reinsurance Liabilities
|
| |
255
|
| |
—
|
| |
255
|
| |
|
Separate Account Liabilities
|
| |
5,015
|
| |
—
|
| |
5,015
|
| |
|
Total Liabilities
|
| |
$85,491
|
| |
$853
|
| |
86,344
|
| |
|
Fair value of net assets, excluding Goodwill
|
| |
|
| |
|
| |
4,577
|
| |
|
Redeemable non-controlling interests and Noncontrolling interests
|
| |
|
| |
|
| |
280
|
| |
|
Goodwill attributable to Global Atlantic
|
| |
|
| |
|
| |
$63
|
| |
|
(A)
|
To reflect the assumed net cash outflow to complete the Acquisition, including equity issuance costs.
|
(B)
|
To reflect the estimated fair value of acquired investments that were previously not carried at fair value.
|
(C)
|
Removal of Global Atlantic’s historical deferred policy acquisition costs (“DAC”) of $1,804 million.
|
(D)
|
Recognition of the preliminary fair value of the VOBA totaling $186 million which represents the present value of the expected future profit from policies in-force at June 30, 2020, partially offset by the removal of Global Atlantic’s historical VOBA of $310 million.
|
(E)
|
To reflect the following:
|
a.
|
Removal of historical intangible assets of $22 million;
|
b.
|
Preliminary fair value of identifiable intangible assets (excluding VOBA and goodwill). The preliminary amounts assigned to identifiable intangible assets and estimated weighted average useful lives are as follows:
|
|
| |
($ in millions)
|
| |
Average Useful Life
(in years) |
VODA
|
| |
$50
|
| |
20
|
Trade Names
|
| |
55
|
| |
Indefinite
|
State Insurance Licenses
|
| |
10
|
| |
Indefinite
|
Total Identifiable Intangible Assets
|
| |
$115
|
| |
|
c.
|
To reclassify Global Atlantic’s net deferred tax liabilities to net deferred tax assets for the unaudited pro forma condensed combined statement of financial condition (totaling $227 million) and to reflect the preliminary estimate of the deferred tax impact of the fair value adjustments included herein (totaling $578 million). The preliminary pro forma fair value adjustments assume that all such assets are domestic and are tax affected at the U.S. federal rate. The related deferred tax asset adjustment may be subject to change if the intangible assets are located in a non-U.S. jurisdiction.
|
d.
|
Removal of historical deferred sales inducements (“DSI”) of $21 million which are eliminated since the value of policies in-force on that date are considered within the fair value of the VOBA.
|
e.
|
To reflect goodwill representing the estimated excess of the preliminary consideration over the preliminary fair value of the assets to be acquired and liabilities to be assumed of $63 million. Goodwill is not expected to be deductible for U.S. federal income tax purposes.
|
(F)
|
To reflect the assumed draw-down from KKR’s existing revolving credit facility to the extent additional equity or debt securities (including senior notes or subordinated notes) of KKR are not issued and additional cash is required to consummate the Acquisition.
|
(G)
|
To reflect the estimated fair value of Global Atlantic’s Future Policyholder Benefits.
|
(H)
|
To reflect the estimated fair value of Global Atlantic’s Contractholder Deposit Funds and Other Policyholder Liabilities totaling $1,386 million, and to eliminate historical Global Atlantic Unearned Revenue Reserves (“URR”) of $153 million and Deferred Revenue Liabilities (“DRL”) of $407 million, for a total net adjustment of $826 million.
|
(I)
|
To reflect the estimated fair value of Global Atlantic’s debt which includes the elimination of the historical unamortized debt issue costs.
|
(J)
|
To reflect the estimated liabilities for transaction costs of $20 million and $9 million for KKR and Global Atlantic, respectively.
|
(K)
|
The following table summarizes the pro forma adjustments impacting equity:
|
($ in millions)
|
| |
Adjustments to
Global Atlantic Historical Equity |
| |
Rollover Investors
and Co-Investors |
| |
Other
Items |
| |
Total Pro Forma
Adjustments |
MCPS
|
| |
$—
|
| |
$—
|
| |
$730
|
| |
$730
|
Common Stock
|
| |
(1)
|
| |
—
|
| |
—
|
| |
(1)
|
Additional Paid-in Capital
|
| |
(1,532)
|
| |
—
|
| |
—
|
| |
(1,532)
|
Retained Earnings
|
| |
(2,833)
|
| |
—
|
| |
(20)
|
| |
(2,853)
|
Accumulated Other Comprehensive Income
|
| |
(2,029)
|
| |
—
|
| |
—
|
| |
(2,029)
|
Noncontrolling Interests
|
| |
—
|
| |
1,744
|
| |
—
|
| |
1,744
|
Total Equity
|
| |
$(6,395)
|
| |
$1,744
|
| |
$710
|
| |
$(3,941)
|
(A)
|
To (i) eliminate the historical URR included within Policy Fees, (ii) eliminate Global Atlantic’s intangible amortization relating to historical DRL and DSI within Policy Benefits and Claims, and (iii) reflect the elimination of historical amortization of DAC and reflect amortization of the fair value of the VOBA and VODA within Amortization of Policy Acquisition Costs.
|
|
| |
Estimated Weighted
Average Useful Life |
| |
Year following the acquisition ($ in million)
|
||||||||||||
|
| |
(in years)
|
| |
Year 1
|
| |
Year 2
|
| |
Year 3
|
| |
Year 4
|
| |
Year 5
|
VOBA
|
| |
30
|
| |
$ 16
|
| |
$ 15
|
| |
$ 13
|
| |
$ 12
|
| |
$11
|
VODA
|
| |
20
|
| |
3
|
| |
3
|
| |
3
|
| |
3
|
| |
3
|
Total expected amortization
|
| |
|
| |
$ 19
|
| |
$ 18
|
| |
$ 16
|
| |
$ 15
|
| |
$ 14
|
(B)
|
To reflect reduced accretion of interest income on available-for-sale securities and mortgage and other loans as a result of fair value adjustments made to these securities and loans.
|
(C)
|
To reflect adjustments to the amount of expected credit losses for financial assets under CECL.
|
(D)
|
To reflect the amortization of the fair value adjustment to Global Atlantic’s long-term debt through interest expense.
|
(E)
|
To reflect the following:
|
a.
|
Interest expense on the assumed incremental draw-down from the existing revolving credit facility of $1,000 million using an assumed interest rate of 3% per annum;
|
b.
|
Dividend expense from the assumed new issuance of MCPS of $750 million, using an assumed dividend rate of 6%;
|
c.
|
Allocation of income to noncontrolling interest holders including (i) an allocation of 40% of the income of Global Atlantic, inclusive of pro forma adjustments, to the Rollover Investors and
|
(F)
|
To reflect the income tax effect of the pro forma adjustments related to the Acquisition based on the U.S. federal statutory income tax rate of 21%. Following the closing of the Acquisition, Global Atlantic will continue to file separate U.S. income tax returns in the same manner as they have historically. Due to Global Atlantic’s business as a life insurance company, they will generally pay premium taxes in lieu of state income taxes. Therefore, state income taxes were not taken into consideration for purposes of the blended statutory income tax rate. The effective tax rate of KKR following the closing of the Acquisition may differ from the rate assumed in the pro forma financial information depending on finalization of Rollover Investors’ and Co-Investors’ ownership and any other adjustments and filing obligations that arise as a result of the Acquisition, which are not yet determined.
|
(G)
|
To reflect the impact of the estimated transaction costs of $20 million and $9 million for KKR and Global Atlantic, respectively.
|
(H)
|
Adjustments to recalculate Pro Forma Earnings Per Share:
|
|
| |
Six Months Ended
June 30, 2020 |
| |
Year Ended
December 31, 2019 |
Net Income (Loss) Attributable to KKR & Co. Inc. Common Stockholders
|
| |
$(517)
|
| |
$2,207
|
Weighted Average Shares of Common Stock outstanding - Basic
|
| |
558,961,992
|
| |
545,096,999
|
Pro Forma Weighted Average Shares of Common Stock outstanding - Basic
|
| |
558,961,992
|
| |
545,096,999
|
|
| |
|
| |
|
Unvested Equity Awards
|
| |
—(1)
|
| |
12,590,513
|
MPCS as converted
|
| |
—(1)
|
| |
20,325,203(2)
|
Pro Forma Weighted Average Shares of Common Stock outstanding - Diluted
|
| |
558,961,992
|
| |
578,012,715
|
Pro Forma Basic Earnings per Share of Common Stock
|
| |
$(0.92)
|
| |
$4.05
|
Pro Forma Diluted Earnings per Share of Common Stock
|
| |
$(0.92)
|
| |
$3.87(3)
|
(1)
|
For the six months ended June 30, 2020, unvested shares of KKR common stock and the impact of the conversion of the MCPS have been excluded from the calculation of pro forma diluted earnings per share of common stock because inclusion of such securities would be anti-dilutive having the effect of decreasing the loss per share of common stock.
|
(2)
|
Dilution effect of the MCPS has been estimated considering a conversion rate based on a KKR Common Stock price of $36.90, which represents the closing price of KKR common stock on August 7, 2020. Should a different conversion rate be assumed, the potential dilution effect could be materially impacted.
|
(3)
|
Amount excludes the estimated dividend on MCPS, net of noncontrolling interests in KKR.
|