UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
ý
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2016
or
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number: 001-07434
Aflac Incorporated
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
Georgia
58-1167100
1932 Wynnton Road, Columbus, Georgia
(Address of principal executive offices)
31999
(ZIP Code)
Registrant’s telephone number, including area code: 706.323.3431
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, $.10 Par Value
Name of each exchange on which registered
New York Stock Exchange
Tokyo Stock Exchange
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. þ
Yes ¨
No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ¨
Yes þ
No
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. þ
Yes ¨
No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and
posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to
submit and post such files). þ
Yes ¨
No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be
contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of
“large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Non-accelerated filer
þ
¨ (Do not check if smaller reporting company
Accelerated filer
Smaller reporting company
¨
¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨
Yes þ
No
The aggregate market value of the voting common stock held by non-affiliates of the registrant as of June 30, 2016 , was $29,327,044,586 .
The number of shares of the registrant’s common stock outstanding at February 15, 2017 , with $.10 par value, was 401,426,860 .
Certain information contained in the Notice and Proxy Statement for the Company’s Annual Meeting of Shareholders to be held on May 1, 2017 , is incorporated by reference
into Part III hereof.
Documents Incorporated By Reference
Aflac Incorporated
Annual Report on Form 10-K
For the Year Ended December 31, 2016
Table of Contents
PART I
Item 1.
Business
Item 1A.
Risk Factors
Item 1B.
Unresolved Staff Comments
Item 2.
Properties
Item 3.
Legal Proceedings
Item 4.
Mine Safety Disclosures
PART II
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 6.
Selected Financial Data
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Item 8.
Financial Statements and Supplementary Data
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Item 9A.
Controls and Procedures
Item 9B.
Other Information
PART III
Item 10.
Directors, Executive Officers and Corporate Governance
Item 11.
Executive Compensation
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13.
Certain Relationships and Related Transactions, and Director Independence
Item 14.
Principal Accounting Fees and Services
PART IV
Item 15.
Exhibits, Financial Statement Schedules
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As used in this report, “we,” “our,” “us” and “Registrant” refer to Aflac Incorporated.
PART I
ITEM 1. BUSINESS
We prepare our financial statements in accordance with U.S. generally accepted accounting principles (GAAP). This report includes certain
forward-looking information that is based on current expectations and is subject to a number of risks and uncertainties. For details on forward-
looking information, see Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A), Part II, Item 7, of this
report.
Aflac Incorporated qualifies as a large accelerated filer within the meaning of Rule 12b-2 under the U.S. Securities Exchange Act of 1934 as
amended (the Exchange Act). Our Internet address is aflac.com. The information on the Company's website is not incorporated by reference in this
annual report on Form 10-K. We make available, free of charge on the Investors portion of our website, our annual report on Form 10-K, quarterly
reports on Form 10-Q, current reports on Form 8-K and amendments thereto as soon as reasonably practicable after those forms have been
electronically filed with or furnished to the Securities and Exchange Commission (SEC).
General Description
Aflac Incorporated (the Parent Company) was incorporated in 1973 under the laws of the state of Georgia. Aflac Incorporated is a general
business holding company and acts as a management company, overseeing the operations of its subsidiaries by providing management services
and making capital available. Its principal business is voluntary supplemental and life insurance, which is marketed and administered through its
subsidiary, American Family Life Assurance Company of Columbus (Aflac), which operates in the United States (Aflac U.S.) and as a branch in
Japan (Aflac Japan). Most of Aflac's policies are individually underwritten and marketed through independent agents. Aflac U.S. markets and
administers group products through Continental American Insurance Company (CAIC), branded as Aflac Group Insurance. Our insurance
operations in the United States and our branch in Japan service the two markets for our insurance business.
On December 2, 2016, we publicly announced that we will pursue the conversion of Aflac Japan from a branch structure to a subsidiary
structure, with the subsidiary incorporated as a “Kabushiki Kaisha.” While the branch structure remains an acceptable legal form, the subsidiary
structure has emerged as the more prevalent structure for both domestic and foreign companies operating in Japan. In addition, emerging global
regulatory standards generally favor the subsidiary structure for foreign insurance and financial service companies. The adoption of this new
organizational framework is expected to be tax-neutral and not to have a material impact on the daily operations of either Aflac Japan or Aflac U.S.
as a result of this conversion. In addition, we expect to obtain enhanced flexibility in capital management and business development as a result of
the conversion. We anticipate completion of the conversion in mid-2018.
Aflac offers voluntary insurance policies in Japan and the United States that provide a layer of financial protection against income and asset
loss. We continue to diversify our product offerings in both Japan and the United States. Aflac Japan sells voluntary supplemental insurance
products, including cancer plans, general medical indemnity plans, medical/sickness riders, care plans, living benefit life plans, ordinary life
insurance plans and annuities. Aflac U.S. sells voluntary supplemental insurance products including products designed to protect individuals from
depletion of assets (accident, cancer, critical illness/care, hospital indemnity, fixed-benefit dental, and vision care plans) and loss-of-income products
(life and short-term disability plans).
We are authorized to conduct insurance business in all 50 states, the District of Columbia, several U.S. territories and Japan. Aflac Japan's
revenues, including realized gains and losses on its investment portfolio, accounted for 71% of the Company's total revenues in 2016 , compared
with 70% in 2015 and 72% in 2014 . The percentage of the Company's total assets attributable to Aflac Japan was 83% at both December 31, 2016
and 2015 .
Reporting Segments
Aflac's insurance business consists of two reporting segments: Aflac Japan and Aflac U.S. Aflac Japan, which currently operates as a branch of
Aflac, is the principal contributor to the Parent Company’s consolidated earnings. The conversion of Aflac Japan to a subsidiary structure is not
expected to affect our segment reporting structure.
For information on our results of operations and financial information by segment, see MD&A and Note 2 of the Notes to the Consolidated
Financial Statements in this report.
1
Foreign Currency Translation
Aflac Japan’s premiums and approximately half of its investment income are received in yen. Claims and most expenses are paid in yen, and
we purchase yen-denominated assets and U.S. dollar-denominated assets, which may be hedged to yen, to support yen-denominated policy
liabilities. These and other yen-denominated financial statement items are, however, translated into dollars for financial reporting purposes. For
information regarding the effect of currency fluctuations on our business, see the Foreign Currency Translation and Market Risks of Financial
Instruments - Currency Risk subsections of MD&A and Notes 1 and 2 of the Notes to the Consolidated Financial Statements in this report.
Insurance Premiums
The growth of earned premiums is directly affected by the change in premiums in force and by the change in weighted-average yen/dollar
exchange rates. Consolidated earned premiums were $19.2 billion in 2016 , $17.6 billion in 2015 , and $19.1 billion in 2014 . For additional
information on the composition of earned premiums by segment, see Note 2 of the Notes to the Consolidated Financial Statements in this report.
The following table presents the changes in annualized premiums in force for Aflac's insurance business for the years ended December 31.
(In millions)
2016
2015
2014
Annualized premiums in force, beginning of year
$
19,173
$
18,894
$
New sales, including conversions
Change in unprocessed new sales
Premiums lapsed and surrendered
Other
Foreign currency translation adjustment
2,527
(46)
(2,102)
(351)
483
2,484
(41)
(2,104)
(56)
(4)
Annualized premiums in force, end of year
$
19,684
$
19,173
$
20,440
2,513
13
(2,146)
(29)
(1,897)
18,894
Japan
We translate Aflac Japan's annualized premiums in force into dollars at the respective end-of-period exchange rates. Changes in annualized
premiums in force are translated at weighted-average exchange rates. The following table presents the changes in annualized premiums in force for
Aflac Japan for the years ended December 31.
(In millions of dollars and billions of yen)
2016
2015
2014
2016
2015
Annualized premiums in force, beginning of year
$
13,413 $
13,226 $
14,870
1,617
1,594
In Dollars
In Yen
New sales, including conversions
Change in unprocessed new sales
Premiums lapsed and surrendered
Other
Foreign currency translation adjustment
1,045
(46)
(623)
(484)
483
997
(41)
(578)
(187)
1,080
13
(695)
(145)
(4)
(1,897)
114
(5)
(68)
(52)
0
121
(5)
(70)
(23)
0
2014
1,567
115
1
(74)
(15)
0
Annualized premiums in force, end of year
$
13,788 $
13,413 $
13,226
1,606
1,617
1,594
For further information regarding Aflac Japan's financial results and sales, see the Aflac Japan Segment subsection of MD&A in this report.
U.S.
The following table presents the changes in annualized premiums in force for Aflac U.S. for the years ended December 31.
(In millions)
2016
2015
2014
Annualized premiums in force, beginning of year
$
5,760
$
5,668
$
New sales, including conversions
Premiums lapsed
Other
1,482
(1,479)
133
1,487
(1,526)
131
5,570
1,433
(1,451)
116
Annualized premiums in force, end of year
$
5,896
$
5,760
$
5,668
2
For further information regarding Aflac's U.S. financial results and sales, see the Aflac U.S. Segment subsection of MD&A in this report.
Insurance Products
Aflac Japan
Third Sector Insurance
Cancer
Medical
Income Support
First Sector Insurance
Life
Protection
Term
Whole
Savings
Hybrid (WAYS)
Child Endowment
Aflac U.S.
Cancer
Accident
Short-Term Disability
Critical Illness
Hospital Indemnity
Dental
Vision
Life (Term, Whole)
Japan
Aflac Japan's insurance products are designed to help consumers pay for medical and nonmedical costs that are not reimbursed under Japan's
national health insurance system. Changes in Japan's economy and an aging population have put increasing pressure on Japan's national health
care system. As a result, more costs have been shifted to Japanese consumers, who in turn have become increasingly interested in insurance
products that help them manage those costs. Aflac Japan has responded to this consumer need by enhancing existing products and developing
new products.
The foundation of Aflac Japan's product portfolio has been, and continues to be, our third sector cancer and medical insurance products. Aflac
pioneered the cancer insurance market in Japan in 1974, and we remain the number one provider of cancer insurance in Japan today. Over the
years, we’ve customized our cancer insurance product to respond to, and anticipate, the needs of our consumers and the advances in medical
treatments. The cancer insurance plans we offer in Japan provide a lump-sum benefit upon initial diagnosis of internal cancer and benefits for
treatment received due to internal cancer such as fixed daily benefits for hospitalization, outpatient services and convalescent care, and surgical and
terminal care benefits. In September 2014, Aflac Japan introduced New Cancer DAYS, a new cancer insurance product which provides enhanced
coverage, including outpatient treatments and multiple cancer occurrence benefits. At the same time, premiums for this product have been lowered
for most ages compared to prior plans. In October 2014, Aflac Japan introduced a unique Aflac-branded cancer insurance product for Japan's postal
system, Japan Post (see the Distribution - Japan section for background information). In March 2016, we launched a cancer insurance product that
offers protection to customers who have survived cancer. As the number one provider of cancer insurance in Japan, we believe these products
further strengthen our brand, and most importantly, provide valuable benefits to consumers who are looking for solutions to manage cancer-related
costs.
In early 2002, we introduced EVER, a stand-alone, whole-life medical insurance product which offers a basic level of hospitalization coverage
with an affordable premium. Since its initial introduction, we have expanded our suite of EVER product offerings to appeal to specific types of
Japanese consumers and achieve greater market penetration. In June 2015, we upgraded our EVER insurance product to include riders to be
associated with three critical illnesses (cancer, heart attack, and stroke) to better respond to consumer’s needs for coverage of serious illnesses.
These riders provide policyholders with a benefit upon the diagnosis for those three critical illnesses, waiver of premium payment thereafter and
unlimited hospital days for such critical illnesses. Gentle EVER, our non-standard medical insurance product, is designed to meet the needs of
certain consumers who cannot qualify for our base EVER plan. An upgrade to our Gentle EVER insurance product, released in July 2012, included
expanded benefits and an attached advanced medical care rider. In March 2016, we made revisions to our Gentle EVER insurance product to
enhance its alignment with changing customer needs.
3
We believe that the affordable cancer and medical insurance products Aflac Japan provides will continue to be an important part of our product
portfolio. Nevertheless, as we continue our long history of product innovation, Aflac Japan's product portfolio has expanded beyond traditional
health-related products.
In July 2016, we launched a new third sector product called Income Support Insurance. This product provides fixed-benefit amounts in the event
that a policyholder is unable to work due to significant illness or injury and was developed to supplement the disability coverage within Japan’s social
security system. This product targets young to middle-aged consumers, and by focusing our efforts on this demographic, we believe we are building
relationships that lay the groundwork for the sale of our cancer and medical insurance later in life to the Income Support policyholders.
While Aflac Japan continues to offer life insurance and other first sector products, we have decreased sales of first sector savings products,
such as WAYS, child endowment and annuities, in 2016 in light of the negative interest-rate environment in Japan. We continue to monitor interest
rates and their effects on our first sector business. We believe that the measures taken to date, including lowering assumed interest rates or
increasing premiums, are appropriate in response to interest rates and that life insurance continues to provide cross-selling opportunities for our
third sector products such as cancer and medical insurance. Some of the life insurance products that we offer in Japan provide death benefits and
cash surrender values. These products are available as stand-alone policies and riders, providing a mix of term and whole life coverage. Our WAYS
insurance product has features that allow policyholders to convert a portion of their life insurance to medical, nursing care, or fixed annuity benefits
at a predetermined age. In November 2016, we lowered the assumed interest rate for WAYS reflecting the continued low interest rate environment,
consistent with our desire to de-emphasize first-sector sales and bolster profitability. Also in November 2016, Aflac Japan halted the offering of
traditional fixed-income annuities. Aflac Japan's child endowment insurance product offers a death benefit until a child reaches age 18. It also pays a
lump-sum benefit at the time of the child's entry into high school, as well as an educational annuity for each of the four years during his or her
college education. In January 2017, we increased the premium level of this product reflecting the continued low interest rate environment.
For additional information on Aflac Japan's products and composition of sales, see the Aflac Japan Segment subsection of MD&A in this report.
U.S.
We design our U.S. insurance products to provide supplemental coverage for people who already have major medical or primary insurance
coverage. Most of our U.S. policies are individually underwritten and marketed through independent agents. Additionally, we started to market and
administer group insurance products in 2009.
Our individually issued policies are portable and pay benefits regardless of other insurance. Most products' benefits are paid in cash directly to
policyholders; therefore, our customers have the opportunity to use this cash to help with expenses of their choosing. Our individually issued health
insurance plans are typically guaranteed-renewable for the lifetime of the policyholder (to age 75 for short-term disability policies).
Aflac U.S. offers short-term disability benefits on both an individual and group basis. In 2013 and 2014, we introduced a completely redesigned
group short-term disability product with enhanced benefit options and higher income replacement amounts.
Aflac U.S. offers accident coverage on both an individual and group basis. These policies are designed to protect against losses resulting from
accidents. The accident portion of the policy includes lump-sum benefits for accidental death, dismemberment and specific injuries as well as fixed
benefits for hospital confinement. In 2015 , we introduced a new individual accident plan with new benefits for home modifications, improved
wellness benefits and a new benefit that provides an additional payout for injuries related to participations in an organized sporting activity.
Aflac U.S. offers coverage for critical care on both an individual and group basis. These policies are designed to protect against losses resulting
from critical illnesses such as heart attack, stroke, or cancer. On an individually underwritten basis we offer cancer plans, critical illness plans, and
critical care and recovery plans (formerly called specified health event). On a group basis we offer critical illness plans. In 2015, an updated group
critical illness plan was introduced that provides benefits for 30 additional conditions in addition to more consumer options.
Aflac U.S. offers hospital indemnity coverage on both an individual and group basis. Our hospital indemnity products provide policyholders fixed
dollar benefits triggered by hospitalization due to accident or sickness, or just sickness alone. Indemnity benefits for inpatient and outpatient
surgeries, as well as various other diagnostic events, are also available. We also offer a lump sum rider than can be added to our individual
accident, short-term disability and hospital indemnity
4
products. This rider, where available, provides a lump sum payment for a range of critical illness events including traumatic brain injury, Type 1
diabetes, advanced Alzheimer’s disease and many more. In January 2016, a new group hospital indemnity plan was introduced that includes 11
new benefits, including telemedicine and health screening. This plan provides flexibility, allowing our clients to personalize their plan designs to
complement the underlying medical coverage that is offered to employees.
Aflac U.S. offers additional coverages to those listed above, including dental, vision and life policies. Aflac U.S. offers fixed-benefit dental
coverage on both an individual and group basis. Aflac U.S. offers Vision Now SM , an individually issued policy which provides benefits for serious
eye health conditions and loss of sight as well as coverage for corrective eye materials and exam benefits. Aflac U.S. also offers term- and whole-
life policies on both an individual and group basis.
For additional information on Aflac's U.S. products and composition of sales, see the Aflac U.S. Segment subsection of MD&A in this report.
Aflac Japan
Aflac U.S.
Individual/ Independent Corporate Agencies
Independent Associates
Distribution Channels
Affiliated Corporate Agencies
Brokers
Banks
Japan
The traditional channels through which we have sold our products consist of individual agents/agencies, independent corporate agencies, and
affiliated corporate agencies. The individual agencies and independent corporate agencies that sell our products give us better access to workers at
a vast number of small businesses in Japan. Agents' activities are primarily focused on insurance sales, with customer service support provided by
the Aflac Contact Center. Affiliated corporate agencies are originally formed when companies establish subsidiary businesses to sell our insurance
products to their employees as part of a benefit package, and then expand to sell our products to other parties such as suppliers and customers.
These agencies help us reach employees at large worksites, and some of them are also successful in approaching customers outside their business
groups. We believe that new agencies will continue to be attracted to Aflac Japan's competitive commissions, attractive products, superior customer
service and strong brand image.
We have sold our products to employees of banks since our entry into Japan in 1974. However, December 2007 marked the first time it was
permissible for banks to sell our type of insurance products to their customers. By the end of 2016 , we had agreements with approximately 90% of
the total number of banks in Japan, to sell our products. We believe we have more banks selling our supplemental health insurance products than
any of our competitors. Japanese consumers rely on banks to provide traditional bank services, and also to provide insurance solutions and other
services. We believe our long-standing and strong relationships within the Japanese banking sector, along with our strategic preparations, have
proven to be an advantage, particularly starting when this channel opened up for our products. Our partnerships throughout the banking sector
provide us with a wider demographic of potential customers than we would otherwise have been able to reach, and it also allows banks to expand
their product and service offerings to consumers.
In 2005, legislation aimed at privatizing Japan's postal system (Japan Post) was enacted into law. The privatization laws split Japan Post into
four operating entities that began operating in October 2007. In 2007, one of these entities selected Aflac Japan as its provider of cancer insurance
to be sold through its post offices, and, in 2008, we began selling cancer insurance through these post offices. Japan Post has historically been a
popular place for consumers to purchase insurance products. Legislation to reform the postal system passed Japan’s legislature, the Diet, in April
2012 and resulted in the merger of two of the postal operating entities (the one that delivers the mail and the one that runs the post offices) in
October 2012. In July 2013, Aflac Japan entered into a new agreement with Japan Post Holdings to further expand the partnership that was
established in 2008. At the end of June 2014, Japan Post Insurance (Kampo) received approval from Japan’s primary insurance regulator, the
Financial Services Agency (FSA), to enter into an agency contract with Aflac Japan to begin distributing Aflac Japan's cancer insurance products
through all of Kampo's 79 directly managed sales offices. Aflac Japan has developed a unique Aflac-branded cancer insurance product for Japan
Post and Kampo that was introduced in October 2014. In the fourth quarter of 2014, the number of postal outlets selling our cancer insurance
products expanded to approximately 10,000, and beginning in July 2015, Japan Post expanded the number of post offices that offer Aflac's cancer
insurance products to more than 20,000 postal outlets. We believe this alliance with Japan Post, which is included in our affiliated corporate
agencies distribution channel, has benefited and will further benefit our cancer insurance sales.
5
For additional information on Aflac Japan's distribution, see the Aflac Japan Segment subsection of MD&A in this report.
U.S.
As of December 31, 2016 , our U.S. sales force was composed of sales associates and brokers who are licensed to sell accident and health
insurance. Many are also licensed to sell life insurance.
Sales associates and brokers are independent contractors and are paid commissions based on first-year and renewal premiums from their sales
of insurance products. In addition to receiving commissions on personal production, district and regional sales coordinators may also receive
override commissions and incentive bonuses.
We believe that changes we made to our career and broker management infrastructure over the last 30 months are laying the foundation for
expanded long-term growth opportunities. During 2014, Aflac U.S. implemented tactical initiatives centered around providing competitive
compensation to our career agent sales hierarchy and positioning us to more effectively and consistently execute on the U.S. sales strategy across
all states. These measures were designed to more effectively link sales management's success to Aflac's success. For example, we enhanced
compensation through an incentive bonus for the first level of our sales management, district sales coordinators, who are primarily responsible for
selling Aflac products and training new sales associates. Additionally, we eliminated the commission-based position of state sales coordinator. To
better manage our state operations, we introduced the new position of market director, effective October 1, 2014. Market directors are salaried with
the opportunity to earn sales-related bonuses. We believe these changes have enhanced and will continue to enhance performance management
and better align compensation with new business results.
We concentrate on marketing our insurance products at the worksite. This method offers policies to individuals through employment, trade and
other associations. Historically, our policies have been individually underwritten with premiums generally paid by the employee. Additionally, Aflac's
individual policies are portable, meaning that individuals may retain their full insurance coverage upon separation from employment or such
affiliation, generally at the same premium. We collect a major portion of premiums on such sales through payroll deduction or other forms of
centralized billing. With our brokerage sales expansion and CAIC, branded as Aflac Group Insurance, we offer group voluntary insurance products
desired by many large employers. These products are sold on a group basis and often have some element of guaranteed issue. Worksite marketing
enables sales associates and brokers to reach a greater number of prospective policyholders and lowers distribution costs, compared with
individually marketed business.
Aflac U.S. utilizes dual-channel distribution to market our insurance products to businesses of all sizes. Our career agent channel focuses on
marketing Aflac to the small business market, which consists of employers with less than 100 employees. As such, we have aligned our recruiting,
training, compensation, marketing and incentives for our career agents to encourage specific activity and sales of individual policies in this market.
Our newest channel is the broker channel, which is a sales division of Aflac Group. The broker channel focuses on selling to the mid- and large-case
market, which is comprised of employers with more than 100 employees and typically an average size of 1,000 employees or more. Since regional
and national brokers have traditionally served the mid- and large-case market, the highly trained and experienced sales professionals of the broker
channel are assigned a geographic market to strengthen relationships with the top brokers and sell Aflac products to their clients. As a result, we are
represented on more than 80 benefit administration platforms, sometimes referred to as exchanges, of various brokers.
For additional information on Aflac's U.S. distribution, see the Aflac U.S. Segment subsection of MD&A in this report.
6
Japan
Competition
In 1974, Aflac was granted an operating license to sell life insurance in Japan, making Aflac the second non-Japanese life insurance company
to gain direct access to the Japanese insurance market. Through 1981, we faced limited competition for cancer insurance policy sales. However,
Japan has experienced two periods of deregulation since we entered the market. The first came in the early 1980s, when nine mid-sized insurers,
including domestic and foreign companies, were allowed to sell cancer insurance products for the first time. The second period began in 2001 when
all life and non-life insurers were allowed to sell stand-alone cancer and medical insurance products as well as other stand-alone health insurance
products. As a result, the number of insurance companies offering stand-alone cancer and medical insurance has more than doubled since the
market was deregulated in 2001. However, based on our growth of annualized premiums in force and agencies, we do not believe that our market-
leading position has been significantly impacted by increased competition. Furthermore, we believe the continued development and maintenance of
operating efficiencies will allow us to offer affordable products that appeal to consumers. Aflac is the largest life insurer in Japan in terms of cancer
and medical policies in force. As of December 31, 2016 , we exceeded 24 million individual policies in force in Japan.
Aflac has had substantial success selling cancer policies in Japan, with more than 15 million cancer policies in force as of December 31, 2016 .
Aflac continued to be the number one seller of cancer insurance policies in Japan throughout 2016 . We believe we will remain a leading provider of
cancer insurance coverage in Japan, principally due to our experience in the market, low-cost operations, expansive marketing system (see
Distribution - Japan above) and product expertise.
We have also experienced substantial success selling medical insurance in Japan. While other companies have recognized the opportunities
that we have seen in the medical insurance market and offered new products, we endeavor to make our products stand out for their value to
consumers.
U.S.
Aflac competes against several voluntary supplemental insurance carriers on a national and regional basis. We believe our policies, premium
rates, and sales commissions are competitive by product type. Moreover, we believe that Aflac products are distinct from competitive offerings given
our product focus (including features, benefits, and our claims service model), distribution capabilities, and brand awareness. For many companies
with which we compete, voluntary supplemental insurance products are sold as a secondary business. A growing number of major medical and life
insurance carriers are also entering into the voluntary supplemental insurance market. For Aflac, supplemental insurance products are our primary
business and are sold via a distribution network of independent sales associates and brokers (see U.S. Distribution above). Aflac's advertising
campaigns have increased our name awareness and understanding by consumers and businesses of the value our products provide.
Both private and publicly-traded insurers offer major medical insurance for hospitalization and medical expenses. Much of this insurance is sold
on a group basis to accounts that are both fully and self-insured. The federal and state governments also pay substantial costs of medical treatment
through various programs. Major medical insurance generally covers a substantial portion of the medical expenses incurred by an insured. Aflac
policies are designed to provide coverage that supplements major medical insurance by paying cash directly to the policyholder to use for expenses
their major medical insurance is not designed to cover. Thus, we do not compete directly with major medical insurers except those who sell
supplemental insurance products as a secondary business. Any reduction of coverage, increase in employee participation costs, or increased
deductibles and copayments by major medical commercial or government insurance carriers could favorably affect our business opportunities. Since
the implementation of the Affordable Care Act (ACA) beginning in 2010, some employers have shifted a larger burden of the cost of care to their
employees, primarily through increases in premiums, copays, and/or deductibles. Since Aflac products provide an additional level of financial
protection for policyholders, we believe the increased financial exposure some employees may face creates a favorable opportunity for our products.
However, given the profitability erosion some major medical carriers are facing in their core lines of business, we have seen a more competitive
landscape as they seek entry into Aflac's supplemental product segments in an effort to offset this impact.
One Day Pay SM is a claims initiative that we have introduced at Aflac U.S. to process, approve and pay eligible claims in just one day. We
believe that along with our brand and relevant products, this claims practice has helped Aflac stand out from competitors.
7
Investments and Investment Results
Net investment income was $3.3 billion in 2016 , $3.1 billion in 2015 and $3.3 billion in 2014 . The increase in the reported net investment
income in U.S. dollar terms for 2016 compared to 2015 was primarily due to translation of yen-denominated income. In 2016, we continued to
address the challenge of investing in this low-interest-rate environment by increasing our allocation to higher yielding asset classes, while still
adhering to our strategic asset allocation. For further information on our investments and investment results, see the Insurance Operations and
Analysis of Financial Condition sections of MD&A and Notes 3, 4 and 5 of the Notes to the Consolidated Financial Statements in this report.
Japan
Regulation
The financial and business affairs of Aflac Japan are subject to examination by Japan's FSA. Aflac Japan files annual reports and financial
statements for the Japanese insurance operations based on a March 31 fiscal year end, prepared in accordance with Japanese regulatory
accounting practices prescribed or permitted by the FSA. Japanese regulatory basis earnings are determined using accounting principles that differ
materially from U.S. GAAP. For example, under Japanese regulatory accounting practices, policy acquisition costs are expensed immediately; policy
benefit and claim reserving methods and assumptions are different; premium income is recognized on a cash basis; different consolidation criteria
apply to variable interest entities (VIEs); different accounting applies to reinsurance; and investments can have a separate accounting classification
and treatment referred to as policy reserve matching bonds (PRM). Capital and surplus of Aflac Japan, based on Japanese regulatory accounting
practices, was $5.6 billion at December 31, 2016 , compared with $4.7 billion at December 31, 2015 .
The FSA maintains a solvency standard, which is used by Japanese regulators to monitor the financial strength of insurance companies. As of
December 31, 2016 , Aflac Japan's solvency margin ratio (SMR) was 945% , compared with 828% at December 31, 2015 . Aflac Japan's SMR is
sensitive to interest rate, credit spread and foreign exchange rate changes. In 2015, Aflac Japan made additional investments in yen-denominated
public equity securities and in 2016 invested in U.S. dollar-denominated public equity securities, thereby adding sensitivity to equity market
fluctuations. See the Capital Resources and Liquidity Section of MD&A for a discussion of measures we have taken to mitigate the sensitivity of
Aflac Japan's SMR.
We typically repatriate a portion of Aflac Japan's accumulated earnings, as determined on a Japanese regulatory accounting basis, to Aflac U.S.
provided that Aflac Japan has adequately protected policyholders' interests as measured by its SMR. The FSA may not allow profit repatriations to
Aflac U.S. if the transfers would cause Aflac Japan to lack sufficient financial strength for the protection of Japanese policyholders. In the near term,
we do not expect these requirements to adversely affect the funds available for profit repatriations, nor do we expect these requirements to
adversely affect the funds available for payments of allocated expenses to Aflac U.S. and management fees to the Parent Company. Upon
conversion of Aflac Japan to a subsidiary structure, which we anticipate completing in mid-2018, the new subsidiary will distribute dividends instead
of internal profit repatriation. Such dividends will be subject to permitted dividend capacity under the Japan Company Law.
The Japanese insurance industry has a policyholder protection corporation that provides funds for the policyholders of insolvent insurers. For
additional information regarding the policyholder protection fund, see the Policyholder Protection subsection of MD&A in this report.
In June 2013, a revision to the Financial Instruments and Exchange Act established a post-funded Orderly Resolution Regime for financial
institutions to prevent a financial crisis in the event of a financial institution’s failure. This regime came into effect in March 2014 and has not had,
and is not expected to have, a material impact on the Company's operations in Japan.
As a branch of our principal insurance subsidiary, Aflac Japan is also subject to regulation and supervision in the United States (see U.S.
Regulation below). For additional information regarding Aflac Japan's operations and regulations, see the Aflac Japan Segment subsection of MD&A
and Notes 2 and 13 of the Notes to the Consolidated Financial Statements in this report.
8
U.S.
General
The Parent Company and its insurance subsidiaries, Aflac (a Nebraska-domiciled insurance company), American Family Life Assurance
Company of New York (Aflac New York, a New York-domiciled insurance company) and CAIC (redomiciled from South Carolina to Nebraska
effective December 2016) are subject to state regulations in the United States as an insurance holding company system. Such regulations generally
provide that transactions between companies within the holding company system must be fair and equitable. In addition, transfers of assets among
such affiliated companies, certain dividend payments from insurance subsidiaries, and material transactions between companies within the system,
including management fees, loans and advances are subject to prior notice to, or approval by, state regulatory authorities. These laws generally
require, among other things, the insurance holding company and each insurance company directly owned by the holding company to register with
the insurance departments of their respective domiciliary states and to furnish annually financial and other information about the operations of
companies within the holding company system.
Like all U.S. insurance companies, Aflac is subject to regulation and supervision in the jurisdictions in which it does business. In general, the
insurance laws of the various jurisdictions establish supervisory agencies with broad administrative powers relating to, among other things:
• granting and revoking licenses to transact business
regulating trade and claims practices
•
•
licensing of insurance agents and brokers
• approval of policy forms and premium rates
• standards of solvency and maintenance of specified policy benefit reserves and minimum loss ratio requirements
• capital requirements
•
•
• deposits of securities for the benefit of policyholders
•
limitations on dividends to shareholders
the nature of and limitations on investments
filing of financial statements prepared in accordance with statutory insurance accounting practices prescribed or permitted by regulatory
authorities
• periodic examinations of the market conduct, financial, and other affairs of insurance companies
The insurance laws of Nebraska that govern Aflac's activities provide that the acquisition or change of “control” of a domestic insurer or of any
person that controls a domestic insurer cannot be consummated without the prior approval of the Nebraska Department of Insurance. A person
seeking to acquire control, directly or indirectly, of a domestic insurance company or of any person controlling a domestic insurance company (in the
case of Aflac, the Parent Company) must generally file with the Nebraska Department of Insurance (NDOI) an application for change of control
containing certain information required by statute and published regulations and provide a copy to Aflac. In Nebraska, control is generally presumed
to exist if any person, directly or indirectly, acquires 10% or more of an insurance company or of any other person or entity controlling the insurance
company. The 10% presumption is not conclusive and control may be found to exist at less than 10%. Similar laws apply in New York, the
domiciliary jurisdiction of the Parent Company's Aflac New York insurance subsidiary.
State insurance departments conduct periodic examinations of the books and records, financial reporting, policy filings and market conduct of
insurance companies domiciled in their states, generally once every three to five years. Examinations are generally carried out in cooperation with
the insurance departments of other states under guidelines promulgated by the National Association of Insurance Commissioners (NAIC). In 2016,
full-scope, risk-focused financial examinations were conducted by the NDOI, New York Department of Financial Services (NYDFS), and the South
Carolina Department of Insurance (SCDOI) on their state domiciled insurance entities American Family Life Assurance Company of Columbus,
American Family Life Assurance Company of New York, and Continental American Insurance Company, respectively. The NDOI and NYDFS exams
covered a four-year period ending December 31, 2015, whereas the SCDOI exam covered a five-year period ending December 31, 2015. There
were no material findings contained in the NDOI and SCDOI final exam report. The exam report from the NYDFS has not been finalized as of
January 2017.
The NAIC continually reviews regulatory matters , such as risk-based capital (RBC) modernization and principles-based reserving, and
recommends changes and revisions for adoption by state legislators and insurance departments. The NAIC uses a risk-based capital formula
relating to insurance risk, business risk, asset risk and interest rate risk to
9
facilitate identification by insurance regulators of inadequately capitalized insurance companies based upon the types and mix of risk inherent in the
insurer's operations. The formulas for determining the amount of risk-based capital specify various weighting factors that are applied to financial
balances or various levels of activity based on the perceived degree of risk. Regulatory compliance is determined by a ratio of a company's
regulatory total adjusted capital to its authorized control level risk-based capital as defined by the NAIC. Companies below specific trigger points or
ratios are classified within certain levels, each of which requires specified corrective action. The levels are company action, regulatory action,
authorized control, and mandatory control. Aflac's NAIC risk-based capital ratio remains high and reflects a very strong capital and surplus position.
As of December 31, 2016 , based on year-end statutory accounting results, Aflac's company action level RBC ratio was 894% .
Under state insurance guaranty association laws and similar laws in international jurisdictions, we are subject to assessments, based on the
share of business we write in the relevant jurisdiction, for certain obligations of insolvent insurance companies to policyholders and claimants. In the
United States, some states permit member insurers to recover assessments paid through full or partial premium tax offsets. The Company's policy is
to accrue assessments when the entity for which the insolvency relates has met its state of domicile's statutory definition of insolvency, the amount
of the loss is reasonably estimable and the related premium upon which the assessment is based is written. In most states, the definition is met with
a declaration of financial insolvency by a court of competent jurisdiction. For additional information regarding state insurance guaranty assessments,
see the U.S. Regulatory Environment subsection of MD&A in this report.
Reform Legislation
Federal legislation and administrative policies in several areas, including health care reform legislation, financial services reform legislation,
securities regulation, pension regulation, privacy, tort reform legislation and taxation, can significantly and adversely affect insurance companies. For
example, the ACA, federal health care reform legislation, gave the U.S. federal government direct regulatory authority over the business of health
insurance. The reform included major changes to the U.S. health care insurance marketplace. Among other changes, the reform legislation included
an individual medical insurance coverage mandate, provided for penalties on certain employers for failing to provide adequate coverage, created
health insurance exchanges, and addressed coverage and exclusions as well as medical loss ratios. It also imposed an excise tax on certain high
cost plans, known as the “Cadillac tax,” that is currently scheduled to begin in 2020. The legislation also included changes in government
reimbursements and tax credits for individuals and employers and alters federal and state regulation of health insurers. At this time it is unclear
whether implementation of the ACA will continue. While the ACA was enacted in 2010, the major elements of the law became effective on January
1, 2014. We believe that the ACA, as enacted, does not require material changes in the design of our insurance products. However, indirect
consequences of the legislation and regulations could present challenges and/or opportunities that could potentially have an impact on our sales
model, financial condition and results of operations.
Dodd-Frank Act
Title VII of the Dodd-Frank Act and regulations issued thereunder, in particular rules to require central clearing and collateral for certain types of
derivatives, may have an impact on Aflac's derivative activity, including activity on behalf of Aflac Japan. In 2015 and 2016, six U.S. financial
regulators, including the U.S. Commodity Futures Trading Commission (CFTC), issued final rules that impose greater obligations on swap dealers
regarding uncleared swaps with certain counterparties, such as Aflac. Such rules, as well as similar regulations in Europe, become effective on
March 1, 2017 and may result in more stringent collateral requirements or affect other aspects of Aflac's derivatives activity.
The Dodd-Frank Act also established a Federal Insurance Office (FIO) under the U.S. Treasury Department to monitor all aspects of the
insurance industry and of lines of business other than certain health insurance, certain long-term care insurance and crop insurance. Traditionally,
U.S. insurance companies have been regulated primarily by state insurance departments. In December 2013, the FIO released a report entitled
"How To Modernize And Improve The System Of Insurance Regulation In The United States." The report was required by the Dodd-Frank Act, and
included 18 recommended areas of near-term reform for the states, including addressing capital adequacy and safety/soundness issues, reform of
insurer resolution practices, and reform of marketplace regulation. The report also listed nine recommended areas for direct federal involvement in
insurance regulation. Some of the recommendations outlined in the FIO report released in December 2013 have been implemented. The National
Association of Registered Agents and Brokers Reform Act, signed into law in January 2015, simplifies the agent and broker licensing process across
state lines. The FIO has also engaged with the supervisory colleges to monitor financial stability and identify regulatory gaps for large national and
internationally active insurers.
In the 115th Congress, several proposals have been introduced to reform the Dodd-Frank Act, including proposals to limit or repeal the
Financial Stability Oversight Council's (the Council) ability to designate nonbank financial companies as
10
Systemically Important Financial Institutions (SIFI), eliminate the FIO, and increase Congressional oversight of the regulation issuing process. The
new presidential administration in the United States and Congress have stated proposals to reform or repeal certain provisions of the Dodd-Frank
Act. We cannot predict with any degree of certainty what impact, if any, such proposals will have on our U.S. business, financial condition, or results
of operations.
Further Information
For further information concerning Aflac U.S. operations, regulation, change of control and dividend restrictions, see the Aflac U.S. Segment
subsection of MD&A and Notes 2 and 13 of the Notes to the Consolidated Financial Statements in this report.
Our other operations include the Parent Company, results of reinsurance retrocession activities, and a printing subsidiary. For additional
information on our other operations, see the Other Operations subsection of MD&A and Note 8 in the Notes to the Consolidated Financial
Statements.
Other Operations
As of December 31, 2016 , Aflac Japan had 4,958 employees, Aflac U.S. had 4,944 employees, and our other operations had 310 employees.
Employees
11
Executive Officers of the Registrant
NAME
Daniel P. Amos
Chairman, Aflac Incorporated and Aflac, since 2001; Chief Executive Officer, Aflac Incorporated and Aflac,
since 1990
PRINCIPAL OCCUPATION (1)
Paul S. Amos II
President, Aflac, since 2007; Chief Operating Officer, U.S. Operations, Aflac, from 2006 until 2013
Koji Ariyoshi
Executive Vice President, Director of Sales and Marketing, Aflac Japan, since 2012
Kriss Cloninger III
President, Aflac Incorporated, since 2001; Chief Financial Officer, Aflac Incorporated and Aflac, from 1992 until
2015; Treasurer, Aflac Incorporated, from 2001 until 2015; Executive Vice President, Aflac, since 1993
Frederick J. Crawford
Executive Vice President, Chief Financial Officer, Aflac Incorporated, since 2015; Executive Vice President,
Chief Financial Officer, CNO Financial Group from 2012 until 2015; Executive Vice President, Head of
Investment and Corporate Development, Lincoln Financial Group from 2010 until 2012
J. Todd Daniels
June Howard
Kenneth S. Janke
Executive Vice President, Chief Actuary, Aflac Incorporated, since 2016; Global Chief Risk Officer, Aflac
Incorporated, since 2016; Senior Vice President, Chief Actuary, Aflac, from 2015 until 2016; Global Chief Risk
Officer, Aflac, from 2014 until 2016; Senior Vice President, Deputy Corporate Actuary, Aflac, from 2012 until
2014; Vice President, Financial Planning and Analysis, Aflac, from 2011 until 2012
Chief Accounting Officer, Aflac Incorporated and Aflac, since 2010; Senior Vice President, Financial Services,
Aflac Incorporated and Aflac, since 2010; Treasurer, Aflac, from 2011 until 2015
Executive Vice President, Corporate Finance and Development, Treasurer, Aflac Incorporated and Aflac , since
2015; Executive Vice President, Deputy Chief Financial Officer, Aflac Incorporated, from 2010 until 2015;
President, Aflac U.S., from 2013 until 2014
Eric M. Kirsch
Executive Vice President, Global Chief Investment Officer, Aflac, since 2012; First Senior Vice President, Global
Chief Investment Officer, Aflac, from 2011 until 2012
Charles D. Lake II
President, Aflac International, since 2014; Chairman, Aflac Japan, since 2008
Audrey B. Tillman
Executive Vice President, General Counsel, Aflac Incorporated and Aflac, since 2014; Executive Vice President,
Corporate Services, Aflac Incorporated, from 2008 until 2014
Teresa L. White
President, Aflac U.S., since 2014; Executive Vice President, Chief Operating Officer, Aflac, from 2013 until
2014; Executive Vice President, Chief Service Officer, Aflac, from 2012 until 2013; Executive Vice President,
Chief Administrative Officer, Aflac, from 2008 until 2013
Robin Y. Wilkey
Senior Vice President, Investor and Rating Agency Relations, Aflac Incorporated, since 2010
Hiroshi Yamauchi
President, Chief Operating Officer, Aflac Japan, since 2015; Executive Vice President, Aflac Japan, from 2012
until 2014
AGE
65
41
63
69
53
46
50
58
56
55
52
50
58
65
(1) Unless specifically noted, the respective executive officer has held the occupation(s) set forth in the table for at least the last five years. Each executive officer
is appointed annually by the board of directors and serves until his or her successor is chosen and qualified, or until his or her death, resignation or removal.
12
ITEM 1A. RISK FACTORS
We face a wide range of risks, and our continued success depends on our ability to identify, prioritize and appropriately manage our enterprise
risk exposures. Readers should carefully consider each of the following risks and all of the other information set forth in this Form 10-K. These risks
and other factors may affect forward-looking statements, including those in this document or made by the Company elsewhere, such as in earnings
release webcasts, investor conference presentations or press releases. The risks and uncertainties described herein may not be the only ones
facing the Company. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may also adversely
affect our business. If any of the following risks and uncertainties develops into actual events, there could be a material impact on the Company.
Difficult conditions in global capital markets and the economy could have a material adverse effect on our investments, capital position,
revenue, profitability, and liquidity and harm our business.
Our results of operations are materially affected by conditions in the global capital markets and the global economy generally, including in our
two primary operating markets of the United States and Japan. Weak global financial markets impact the value of our existing investment portfolio,
influence opportunities for new investments, and may contribute to generally weak economic fundamentals, which can have a negative impact on
our operating activities.
In recent years, global capital markets have been severely impacted by several major events. The financial crisis that began in the latter part of
2008 saw dramatic declines in investment values and weak economic conditions as the global financial system came under extreme pressure.
Although U.S. markets began recovering in late 2009 and 2010, Europe continued to struggle under a severely weakened banking system and
investor concerns with sovereign debt levels. Following a period of unprecedented intervention by governments and central banks, including the
U.S. Federal Reserve and European Central Bank (ECB), financial conditions improved from the dire conditions of the global financial crisis, global
recession, and European debt crisis. Recently, global markets have experienced materially higher levels of market volatility due to concerns
including changes in the market’s perception of global growth, additional ECB intervention, a British exit from the European Union (EU) (Brexit),
uncertainty surrounding Japan’s continued recovery amidst assorted policy changes, significant declines in global commodity prices including oil,
divergent monetary policies in the United States versus many other developed economies, a newly elected U.S. president, and heightened concerns
surrounding the Chinese economy.
As we hold a significant amount of fixed maturity and perpetual securities issued by borrowers located in many different parts of the world,
including a large portion issued by banks and financial institutions, sovereigns, and other corporate borrowers in the United States and Europe, our
financial results are directly influenced by global financial markets. A retrenchment of the recent improvements in overall capital market health could
adversely affect our financial condition, including our capital position and our overall profitability. Market volatility and recessionary pressures could
result in significant realized or unrealized losses due to severe price declines driven by increases in interest rates or credit spreads, defaults in
payment of principal or interest, or credit rating downgrades.
Following the election of Shinzo Abe as Prime Minister of Japan in December 2012, the new administration adopted a new set of financial
measures to stimulate the Japanese economy, including imposing negative interest rates on excess bank reserves. In a December 2014 snap-
election, the ruling Liberal Democratic Party (LDP) won a landslide victory, further strengthening Mr. Abe's ability to implement economic reform and
address key policy challenges. The Japanese financial markets reacted with even lower rates on Japanese Government bonds, large increases in
Japanese equity market values, and a weakening of the yen relative to the U.S. dollar. More recently, as the Bank of Japan (BoJ) has signaled to
hold its policy rate at zero, the Japan Government Bond (JGB) yield curve has steepened producing higher rates on longer maturity Japanese
Government bonds.
Japan is the largest market for our products and we own substantial holdings in JGBs. Government actions to stimulate the economy affect the
value of our existing holdings, our reinvestment rate on new investments in JGBs or other yen denominated assets, and consumer behavior relative
to our suite of products. The additional government debt from fiscal stimulus actions could contribute to a weakening of the Japan sovereign credit
profile and result in further rating downgrades at the credit rating agencies. This could lead to additional volatility in Japanese capital and currency
markets.
13
Our investment portfolio owns sizeable credit positions in many other geographic areas of the world including the Middle East, Latin America,
Asia, and other emerging markets. Deterioration in their underlying economies, sovereign credit worthiness, or financial market conditions could
negatively impact our financial position.
While we have continued to add floating rate investments to our investment portfolio, most of our investment portfolio holdings are income-
producing bonds that provide a fixed level of income. Many of our investments were made at the relatively low level of interest rates prevailing the
last several years. Any increase in the market yields of our holdings due to an increase in interest rates could create substantial unrealized losses in
our portfolio, as discussed further in a separate risk factor in this section of the Form 10-K.
We need liquidity to pay our operating expenses, dividends on our common stock, interest on our debt and liabilities. For a further description of
our liquidity needs, including maturing indebtedness, see Item 7 of this Form 10-K - Management's Discussion and Analysis of Financial Condition
and Results of Operations - Capital Resources and Liquidity. In the event our current resources do not meet our needs, we may need to seek
additional financing. Our access to additional funding will depend on a variety of factors such as market conditions, the general availability of credit
to the financial services industry and our credit rating.
Should investors become concerned with any of our investment holdings, including the concentration in JGBs, our access to market sources of
funding could be negatively impacted. There is a possibility that lenders or debt investors may also become concerned if we incur large investment
losses or if the level of our business activity decreases due to a market downturn or there are further adverse economic trends in the United States
or Japan, specifically, or generally in developed markets. Similarly, our access to funds may be impaired if regulatory authorities or rating agencies
take negative actions against us. See more information on recent rating actions later in this Risk Factors section.
Broad economic factors such as consumer spending, business investment, government spending, the volatility and strength of the capital
markets, and inflation all affect the business and economic environment and, indirectly, the amount and profitability of our business. In an economic
downturn characterized by higher unemployment, lower family income, lower corporate earnings, lower business investment and lower consumer
spending, the demand for financial and insurance products could be adversely affected. This adverse effect could be particularly significant for
companies such as ours that distribute supplemental, discretionary insurance products primarily through the worksite in the event that economic
conditions result in a decrease in the number of new hires and total employees. Adverse changes in the economy could potentially lead our
customers to be less inclined to purchase supplemental insurance coverage or to decide to cancel or modify existing insurance coverage, which
could adversely affect our premium revenue, results of operations and financial condition. We are unable to predict the course of the current
recoveries in global financial markets or the recurrence, duration or severity of disruptions in such markets.
We are exposed to significant interest rate risk, which may adversely affect our results of operations, financial condition and liquidity.
We have substantial investment portfolios that support our policy liabilities. Low levels of interest rates on investments, such as those recently
experienced in Japan and the United States, have reduced the level of investment income earned by the Company. Our overall level of investment
income will be negatively impacted in a persistent low-interest-rate environment. While we generally seek to maintain a diversified portfolio of fixed-
income investments that reflects the cash flow and duration characteristics of the liabilities it supports, we may not be able to fully mitigate the
interest rate risk of our assets relative to our liabilities. Our exposure to interest rate risk relates primarily to the ability to invest future cash flows to
support the interest rate assumption made at the time our products were priced and the related reserving assumptions were established. A
sustained decline in interest rates could hinder our ability to earn the returns assumed in the pricing and the reserving for our products at the time
they were sold and issued. Due to low interest rates, our ability to earn the returns we expect may also influence our ability to develop and price
attractive new products and could impact our overall sales levels. Our first sector products are more interest rate sensitive than third sector
products. The recent negative interest rate imposed by the Bank of Japan on excess bank reserves could have a negative impact on the distribution
and pricing of these products.
A rise in interest rates could improve our ability to earn higher rates of return on future investments, as well as floating rate investments held in
our investment portfolio. However, an increase in the differential of short-term U.S. and Japan interest rates would increase the cost of hedging a
portion of the U.S. dollar-denominated assets in the Aflac Japan segment into yen, which could have a material adverse effect on our business,
results of operations or financial condition.
14
Changes in interest rates have a direct impact on the fair values of fixed securities in our investment portfolio; however, they do not have a direct
impact on the related valuation of the corresponding liabilities. Prolonged periods of low interest rates, as have been experienced in recent years,
heighten the risk of future increases in interest rates because an increasing proportion of our investment portfolio includes investments that bear
lower rates of return than the embedded book yield of the investment portfolio. A rise in interest rates could decrease the fair value of our debt and
perpetual securities. Some of the insurance products that Aflac sells in the United States and Japan provide cash surrender values. A rise in interest
rates could trigger significant policy lapsation which might require the Company to sell investment assets and recognize unrealized losses. This
situation is commonly referred to as disintermediation risk. We generally invest our assets to match the duration and cash flow characteristics of our
policy liabilities, and therefore would not expect to realize most of these gains or losses, however, our risk is that unforeseen events or economic
conditions, such as changes in interest rates resulting from governmental monetary policies, domestic and international economic and political
conditions, and other factors beyond our control will reduce the effectiveness of this strategy. These events or economic conditions could either
cause us to dispose of some or all of these investments prior to their maturity, or increase the risk that the issuers of these securities may default or
may require impairment, which could result in our having to recognize such gains or losses.
Rising interest rates also negatively impact the SMR since unrealized losses on the available-for-sale investment portfolio factor into the ratio.
For regulatory accounting purposes for Aflac Japan, there are certain requirements for realizing impairments that could be triggered by rising interest
rates, negatively impacting Aflac Japan's earnings and corresponding repatriation and capital deployment.
Further, interest rate risk is still an inherent portfolio, business and capital risk for us, and significant changes in interest rates could have a
material adverse effect on our consolidated results of operations, financial condition or cash flows through realized losses, impairments, changes in
unrealized positions, and liquidity.
For more information regarding interest rate risk, see the Interest Rate Risk subsection within the Market Risks of Financial Instruments section
of MD&A in this report.
Our concentration of business in Japan poses risks to our operations.
Our operations in Japan, including realized gains and losses on Aflac Japan's investment portfolio, accounted for 71% of our total revenues for
2016 , compared with 70% in 2015 and 72% in 2014 . The Japanese operations accounted for 83% of our total assets at both December 31, 2016
and 2015 .
Further, because of the concentration of our business in Japan and our need for long-dated yen-denominated assets, we have a substantial
concentration of JGBs in our investment portfolio. As such we have material exposure to the Japanese economy, geo-political climate, political
regime, and other factors that generally determine a country's creditworthiness. Specifically, the nationally recognized statistical rating organizations
( NRSROs, or "rating agencies"), credit rating agencies registered with the SEC, have placed increased scrutiny on JGBs, which are a significant
component of the Company’s overall investment portfolio, resulting in downgrades as discussed later in this Risk Factors section. The NAIC is also
considering changes to investment risk factors. Any negative developments by the NRSROs or NAIC in these areas could result in increased capital
requirements for the Company.
We seek to match the investment currency and interest rate risk to our yen liabilities. The low level of interest rates available on yen-
denominated securities has a negative effect on our overall net investment income. A large portion of the cash available for reinvestment each year
is deployed in yen-denominated instruments and subject to the low level of yen interest rates.
Any potential deterioration in Japan ' s credit quality, market access, the overall economy of Japan, or Japanese market volatility could
adversely impact the business of Aflac in general and specifically Aflac Japan and our related results of operations and financial condition.
We are exposed to foreign currency fluctuations in the yen/dollar exchange rate.
Due to the size of Aflac Japan, where our functional currency is the Japanese yen, fluctuations in the yen/dollar exchange rate can have a
significant effect on our reported financial position and results of operations. Aflac Japan's premiums and approximately half of its investment
income are received in yen. Claims and most expenses are paid in yen, and we purchase yen-denominated assets and U.S. dollar-denominated
assets, which may be hedged to yen, to
15
support yen-denominated policy liabilities. These and other yen-denominated financial statement items are, however, translated into dollars for
financial reporting purposes. Accordingly, fluctuations in the yen/dollar exchange rate can have a significant effect on our reported financial position
and results of operations. In periods when the yen weakens, translating yen into dollars causes fewer dollars to be reported. When the yen
strengthens, translating yen into dollars causes more dollars to be reported. Any unrealized foreign currency translation adjustments are reported in
accumulated other comprehensive income. As a result, yen weakening has the effect of suppressing current year results in relation to the prior year,
while yen strengthening has the effect of magnifying current year results in relation to the prior year. In addition, the weakening of the yen relative to
the dollar will generally adversely affect the value of our yen-denominated investments in dollar terms. Foreign currency translation also impacts the
computation of our risk-based capital ratio because Aflac Japan is consolidated in our U.S. statutory filings due to its status as a branch. Our
required capital, as determined by the application of risk factors to our assets and liabilities, is proportionately more sensitive to changes in the
exchange rate than our total adjusted capital. As a result, when the yen strengthens relative to the dollar, our RBC and SMR is suppressed. We
engage in certain foreign currency hedging activities for the purpose of hedging the yen exposure to our net investment in our branch operations in
Japan. These hedging activities are limited in scope and we cannot provide assurance that these activities will be effective.
Aflac Japan is exposed to further foreign exchange risk through its investment in unhedged U.S. dollar-denominated securities. When the yen
strengthens, the unhedged U.S. dollar-denominated investments will experience unrealized foreign exchange losses, negatively impacting SMR. For
regulatory accounting purposes for Aflac Japan, there are certain requirements for realizing impairments that could be triggered by changes in the
yen/dollar exchange rate and could negatively impact Aflac Japan's earnings and the corresponding repatriation and capital deployment.
Additionally, we are exposed to economic currency risk when yen cash flows are converted into dollars, resulting in an increase or decrease in
our earnings when exchange gains or losses are realized. This primarily occurs when we repatriate funds from Aflac Japan to Aflac U.S., but it also
has an impact when yen cash is converted to U.S. dollars for investment into U.S. dollar-denominated assets (as described above). The exchange
rates prevailing at the time of repatriation may differ from the exchange rates prevailing at the time the yen profits were earned. We engage in
foreign currency hedging activities to mitigate the exposure to this foreign exchange risk.
For more information regarding foreign currency risk, see the Currency Risk subsection within the Market Risks of Financial Instruments section
of MD&A in this report.
Failure to execute or implement the conversion of the Japan branch to a legal subsidiary could adversely affect our business, results of
operations, or financial position.
The implementation of the Japan Branch conversion to a legal subsidiary is a complex undertaking and involves a number of risks, including
additional costs, information technology-related delays and problems, personnel loss, regulatory law changes, legal and regulatory requirements,
changes to our operations, and management distraction. Many aspects of these transactions are subject to regulatory approvals from a number of
different jurisdictions. We may not obtain needed regulatory approvals in the timeframe anticipated or at all, which could delay or prevent us from
realizing the anticipated benefits of this transaction. Changes to regulatory laws before the completion of the transaction could result in significant
costs or reduction in capital. The transaction or the related regulatory approvals may entail modifications of certain aspects of our operations, which
could result in additional costs or reduce net earnings. Any of these risks, if realized, could result in a material adverse effect on our business,
results of operations or financial condition.
Lack of availability of acceptable yen-denominated investments could adversely affect our results of operations, financial position or
liquidity.
We attempt to match both the duration and currency of our assets with our liabilities. This is very difficult for Aflac Japan due to the lack of
available long-dated yen-denominated fixed income instruments.
Prior to the financial crisis of 2008, the Company was focused on investing cash flows in JGBs, which had relatively low yields, and utilizing
private placement and perpetual securities to gain additional yield, extend the duration of the investment portfolio, and maintain yen exposure. Given
call activity, with respect to certain of the Company's legacy private placement investments, the Company has recently added a modest amount of
yen-denominated private placements to its investment portfolio. The investment in private placements and legacy perpetual securities carries risk
associated with illiquidity, which is managed and monitored by the Company.
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Starting in 2012, Aflac Japan augmented its investment strategy to include U.S. dollar-denominated investments which could then be hedged
back to yen. Initially this program focused on public investment-grade bonds but has evolved over time to include U.S. dollar-denominated
investment-grade commercial mortgage loans and infrastructure debt, high yield bonds, loan receivables and U.S. equity securities. As of
December 31, 2016 , Aflac Japan held approximately $22.4 billion in U.S. dollar-denominated investments, at amortized cost, and approximately
$16.0 billion of notional in foreign currency forwards and options to hedge principal currency risk. We plan to continue adding other instruments
denominated in U.S. dollars, including floating rate investments, to improve the portfolio diversification and/or return profile. Some of the U.S. dollar-
denominated asset classes that we anticipate adding have less liquidity than investment-grade corporate bonds. These strategies will continue to
increase our exposure to U.S. interest rates, credit spreads and other risks. We have increased foreign exchange risk exposure as the
comprehensive hedging program may not always correlate to the underlying U.S. dollar-denominated assets, thereby increasing earnings volatility.
These risks can significantly impact the Company's consolidated results of operations, financial position or liquidity.
If future policy benefits, claims or expenses exceed those anticipated in establishing premiums and reserves, our financial results would
be adversely affected.
We establish and carry, as a liability, reserves based on estimates of how much will be required to pay for future benefits and claims. We
calculate these reserves using various assumptions and estimates, including premiums we will receive over the assumed life of the policy; the
timing, frequency and severity of the events covered by the insurance policy; and the investment returns on the assets we purchase with a portion of
our net cash flow from operations. These assumptions and estimates are inherently uncertain. Accordingly, we cannot determine with precision the
ultimate amounts that we will pay for, or the timing of payment of, actual benefits and claims or whether the assets supporting the policy liabilities will
grow to the level we assume prior to payment of benefits or claims. If our actual experience is different from our assumptions or estimates, our
reserves may prove inadequate. As a result, we would incur a charge to earnings in the period in which we determine such a shortfall exists, which
could have a material adverse effect on our business, results of operations and financial condition.
The success of our business depends in part on effective information technology systems and on continuing to develop and implement
improvements in technology.
Our business depends in large part on our technology systems for interacting with employers, policyholders, sales associates, and brokers,
and our business strategy involves providing customers with easy-to-use products to meet their needs and ensuring employees have the technology
in place to support those needs. Some of our information technology systems and software are older, legacy-type systems that are less efficient and
require an ongoing commitment of significant resources to maintain or upgrade to current standards (including adequate business continuity
procedures). We are in a continual state of upgrading and enhancing our business systems; however, these changes tend to challenge our complex
integrated environment. Our success is dependent in large part on maintaining or improving the effectiveness of existing systems and continuing to
develop and enhance information systems that support our business processes in a cost-efficient manner. If we do not maintain the effectiveness of
our systems, our operations and reputation could be adversely affected and we could be exposed to litigation as well as to regulatory proceedings
and fines or penalties.
The effect that governmental actions for the purpose of stabilizing the financial markets will have on such markets generally, or on us
specifically, is difficult to determine at this time.
In response to the severity of the global financial crisis, numerous regulatory and governmental actions were taken to address weakness in the
banking system, volatility in capital market conditions, and to stimulate the global economy. In the United States, this included aggressive
expansionary monetary policy actions by the Federal Reserve, including conventional measures such as reducing the Federal Funds rate to near
zero, and less conventional measures such as multiple rounds of quantitative easing. The result of the actions of the Federal Reserve was to keep
interest rates, as measured by the U.S. Treasury curve and other relevant market rates, at very low levels for an extended period of time in an
attempt to stimulate the economy.
As the U.S. economy has continued to improve, the Federal Reserve has reduced the amount of monetary stimulus. The actions previously
taken by the Federal Reserve, and the amounts involved, are unprecedented. As such, there exist considerable risks associated with the amount of
monetary stimulus provided and its withdrawal. These risks could include heightened inflation, increased volatility of interest rates, significantly
higher interest rates, and overall increased volatility in the fair value of investment securities. These factors could negatively impact our business by
reducing the value of our existing portfolio, negatively impacting our opportunities for new investments as market volatility increases, increasing the
risk of depressed bond valuations or defaults in our credit portfolio, increasing the costs to hedge certain
17
dollar holdings into yen, and reducing the demand for our products should the broader economy be negatively impacted by withdrawal of monetary
stimulus.
The financial crisis also resulted in new government regulation, including the Dodd-Frank Act. This significant legislation, intended to reduce risk
of another crisis, contains multiple provisions that could impact our business as rules are finalized and implemented. While it is difficult to isolate the
impact of Dodd Frank from other government and central bank actions and general market conditions since the financial crisis, we believe that the
Dodd-Frank Act, in particular bank capital requirements, limits on proprietary trading and derivatives regulation, has affected the value of our
holdings in banks and other financial institutions, and impacted pricing, liquidity, and our general ability to conduct financial and capital market
transactions. The process of implementing the Dodd-Frank Act is ongoing and continues to involve additional rulemaking from time to time. The new
presidential administration in the United States and Congress have stated proposals to reform or repeal certain provisions of the Dodd-Frank Act.
We cannot predict with any degree of certainty what impact, if any, the Dodd-Frank Act will have on our U.S. business, financial condition, or results
of operations , particularly given the election of a new U.S. president in November 2016.
As the effects of the financial crisis continue to linger, other central banks around the world have followed the actions of the Federal Reserve
and taken unprecedented actions. In the case of the ECB, multiple actions were taken to mitigate the European sovereign and banking crisis, and to
stimulate the economies throughout the Eurozone. The Bank of Japan has undertaken monetary policy actions designed to stimulate the Japanese
economy. These governmental interventions are still being deployed in the form of extremely low short-term interest rates and asset purchases, and
thus may continue to support an environment of historically low or negative interest rates in the near to medium term. There can be no assurance as
to the effect that these governmental actions, other governmental actions taken in the future, or the ceasing of these governmental actions will have
on the financial markets generally, the economies in which we operate, our competitive position, or our business and financial condition.
Interruption in telecommunication, information technology and other operational systems, or a failure to maintain the security,
confidentiality or privacy of sensitive data residing on such systems, could harm our business.
We depend heavily on our telecommunication, information technology and other operational systems and on the integrity and timeliness of data
we use to run our businesses and service our customers. These systems may fail to operate properly or become disabled as a result of events or
circumstances wholly or partly beyond our control. Despite our implementation of a variety of security measures, our information technology and
other systems could be subject to physical or electronic break-ins, unauthorized tampering, security breaches or other cyber-attacks, resulting in a
failure to maintain the security, confidentiality or privacy of sensitive data, including personal information relating to customers, or in the
misappropriation of our intellectual property or proprietary information. Although the minor data leakage issues we have experienced to date have
not had a material effect on our business, interruption in telecommunication, information technology and other operational systems, or a failure to
maintain the security, confidentiality or privacy of sensitive data residing on such systems, whether due to actions by us or others, could delay or
disrupt our ability to do business and service our customers, harm our reputation, subject us to regulatory sanctions and other claims, lead to a loss
of customers and revenues and otherwise adversely affect our business. In addition, the costs to address or remediate system interruptions or
security threats and vulnerabilities, whether before or after an incident, could be significant. While we continue to invest in the infrastructure of our
data security programs, we have been, and will likely continue to be, the target of unauthorized access, cyber-attacks, computer viruses or other
malicious codes, or other computer-related penetrations.
We operate in an industry that is subject to ongoing changes.
We operate in a competitive environment and in an industry that is subject to ongoing changes from market pressures brought about by
customer demands, legislative reform, marketing practices and changes to health care and health insurance delivery. These factors require us to
anticipate market trends and make changes to differentiate our products and services from those of our competitors. We also face the potential of
competition from existing or new companies in the United States and Japan that have not historically been active in the supplemental health
insurance industry but some of which have greater financial, marketing and management resources than we do. Failure to anticipate market trends
and/or to differentiate our products and services can affect our ability to retain or grow profitable lines of business.
Further, as employers and brokers are increasingly requesting a full-suite of products from one insurance provider, a failure to react and adapt
to these demands could result in decreased sales or market share. Similarly, a failure to meet evolving customer demands through innovative
product development, effective distribution channels, and continuous
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investment in our technology could result in lower revenues and less favorable policy terms and conditions, which could adversely affect our
operating results.
If we fail to comply with restrictions on patient privacy and information security, including taking steps to ensure that our third-party
service providers and business associates who access, store, process or transmit sensitive patient information maintain its security,
integrity, confidentiality and availability, our reputation and business operations could be materially adversely affected.
The collection, maintenance, use, protection, disclosure and disposal of individually identifiable data by our businesses are regulated at the
international, federal and state levels. These laws and rules are subject to change by legislation or administrative or judicial interpretation. Various
state laws address the use and disclosure of individually identifiable health data to the extent they are more restrictive than those contained in the
privacy and security provisions in the federal Gramm-Leach-Bliley Act of 1999 (GLBA) and in the Health Insurance Portability and Accountability Act
of 1996 (HIPAA). HIPAA also requires that we impose privacy and security requirements on our business associates (as such term is defined in the
HIPAA regulations). With regard to personal information obtained from policyholders, the insured, or others, Aflac Japan is regulated in Japan by the
Act on the Protection of Personal Information (APPI) and guidelines issued by FSA and other governmental authorities.
Even though we provide for appropriate protections through our contracts and perform information security risk assessments of our third-party
service providers and business associates, we still have limited control over their actions and practices. In addition, despite the security measures
we have in place to ensure compliance with applicable laws and rules, our facilities and systems, and those of our third-party providers may be
vulnerable to security breaches, acts of vandalism or theft, computer viruses, misplaced or lost data, programming and/or human errors or other
similar events. The U.S. Congress and many states are considering new privacy and security requirements that would apply to our business.
Compliance with new privacy and security laws, requirements, and new regulations may result in cost increases due to necessary systems changes,
new limitations or constraints on our business models, the development of new administrative processes, and the effects of potential noncompliance
by our business associates. They also may impose further restrictions on our collection, disclosure and use of patient identifiable data that are
housed in one or more of our administrative databases. Noncompliance with any privacy laws or any security breach involving the misappropriation,
loss, theft or other unauthorized disclosure of sensitive or confidential member information, whether by us or by one of our third parties, could have a
material adverse effect on our business, reputation and results of operations, including: material fines and penalties; compensatory, special, punitive
and statutory damages; consent orders regarding our privacy and security practices; adverse actions against our licenses to do business; and
injunctive relief.
In addition, under Japanese laws and regulations, including the APPI, if a leak or loss of personal information by Aflac Japan or its business
associates should occur, depending on factors such as the volume of personal data involved and the likelihood of other secondary damage, Aflac
Japan may be required to file reports to the FSA; issue public releases explaining such incident to the public; or become subject to an FSA business
improvement order, which could pose a risk to our reputation.
Extensive regulation and changes in legislation can impact profitability and growth.
Aflac's insurance subsidiaries are subject to complex laws and regulations that are administered and enforced by a number of governmental
authorities, including state insurance regulators, the SEC, the NAIC, the FIO, the FSA and Ministry of Finance (MOF) in Japan, the U.S. Department
of Justice, state attorneys general, the U.S. Commodity Futures Trading Commission, and the U.S. Treasury, including the Internal Revenue
Service, each of which exercises a degree of interpretive latitude. In addition, proposals regarding the global regulation of insurance are under
discussion. Consequently, we are subject to the risk that compliance with any particular regulator's or enforcement authority's interpretation of a
legal or regulatory issue may not result in compliance with another regulator's or enforcement authority's interpretation of the same issue,
particularly when compliance is judged in hindsight. There is also a risk that any particular regulator's or enforcement authority's interpretation of a
legal or regulatory issue may change over time to our detriment. In addition, changes in the overall legal or regulatory environment may, even
absent any particular regulator's or enforcement authority's interpretation of an issue changing, cause us to change our views regarding the actions
we need to take from a legal or regulatory risk management perspective, thus necessitating changes to our practices that may, in some cases, limit
our ability to grow or otherwise negatively impact the profitability of our business.
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The primary purpose of insurance company regulatory supervision is the protection of insurance policyholders, rather than investors. The extent
of regulation varies, but generally is governed by state statutes in the United States and by the FSA and the MOF in Japan. These systems of
supervision and regulation cover, among other things:
• standards of establishing and setting premium rates and the approval thereof
• standards of minimum capital and reserve requirements and solvency margins, including risk-based capital measures
•
restrictions on, limitations on and required approval of certain transactions between our insurance subsidiaries and their affiliates, including
management fee arrangements
restrictions on the nature, quality and concentration of investments
restrictions on the types of terms and conditions that we can include in the insurance policies offered by our primary insurance operations
limitations on the amount of dividends that insurance subsidiaries can pay or foreign profits that can be repatriated
the existence and licensing status of a company under circumstances where it is not writing new or renewal business
•
•
•
•
• certain required methods of accounting
•
• assignment of residual market business and potential assessments for the provision of funds necessary for the settlement of covered claims
reserves for unearned premiums, losses and other purposes
under certain policies provided by impaired, insolvent or failed insurance companies
• administrative practices requirements
imposition of fines and other sanctions
•
Regulatory authorities periodically re-examine existing laws and regulations applicable to insurance companies and their products. Changes in
these laws and regulations, or in interpretations thereof, could have a material adverse effect on our financial condition and results of operations.
This risk is particularly relevant in 2017 as a new presidential administration begins in the United States which has expressed interest in making
significant changes in specific areas of the regulatory landscape in the United States.
Various forms of federal oversight and regulation of insurance were signed into law by the prior administration. For example, the ACA gave the
U.S. federal government direct regulatory authority over the business of health insurance and made significant changes to the U.S. health care
insurance marketplace, including the imposition of an individual medical insurance coverage mandate, penalties on certain employers for failing to
provide adequate coverage, the creation of health insurance exchanges, and proscriptions regarding coverage and exclusions as well as medical
loss ratios. The legislation also includes changes in government reimbursements and tax credits for individuals and employers and alters federal and
state regulation of health insurers. These changes, directed toward major medical health insurance coverage that Aflac does not offer, may or may
not continue to be implemented over the next several years in light of the commencement of a new U.S. presidential administration in January 2017.
We believe that the ACA, as currently in force, will not require us to materially change the design of our insurance products. However, indirect
consequences of the continuation, modification or partial or full repeal of the legislation and regulations could present challenges and/or
opportunities that could potentially have an impact on our sales model, financial condition and results of operations.
The process of implementing the Dodd-Frank Act is ongoing and continues to involve additional rulemaking from time to time. The new
presidential administration in the United States and Congress have stated proposals to reform or repeal certain provisions of the Dodd-Frank Act.
We cannot predict with any degree of certainty what impact, if any, the Dodd-Frank Act will have on our U.S. business, financial condition, or results
of operations , particularly given the election of a new U.S. president in November 2016.
Changes in domestic or foreign tax laws or interpretations of such laws could increase our corporate taxes and reduce our earnings.
Additionally, global budget deficits make it likely that governments’ need for additional revenue will result in future tax proposals that will increase our
effective tax rate. However, it remains difficult to predict the timing and effect that future tax law changes could have on our earnings both in the
United States and in foreign jurisdictions, particularly in light of the election of a new U.S. president in November 2016.
Compliance with applicable laws and regulations is time consuming and personnel-intensive, and changes in these laws and regulations may
materially increase our direct and indirect compliance and other expenses of doing business, thus having a material adverse effect on our financial
condition and results of operations.
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Defaults, downgrades, widening credit spreads or other events impairing the value of the fixed maturity securities, perpetual securities
and loan receivables in our investment portfolio may reduce our earnings and capital position.
We are subject to the risk that the issuers and/or guarantors of fixed maturity securities, perpetual securities and loan receivables we own may
default on principal or interest. A significant portion of our portfolio represents an unsecured obligation of the issuer, including some that are
subordinated to other debt in the issuer’s capital structure. In these cases, many factors can influence the overall creditworthiness of the issuer and
ultimately its ability to service and repay our holdings. This can include changes in the global economy, the company's assets, strategy, or
management, shifts in the dynamics of the industries in which they compete, their access to additional funding, and the overall health of the credit
markets. Factors unique to our securities including contractual protections such as financial covenants or relative position in the issuer's capital
structure also influence the value of our holdings.
Most of our investments carry a rating by one or more of the NRSROs. Any change in the rating agencies' approach to evaluating credit and
assigning an opinion could negatively impact the fair value of our portfolio. We employ a team of credit analysts to monitor the creditworthiness of
the issuers in our portfolio. Any credit-related declines in the fair value of positions held in our portfolio we believe are not temporary in nature will
negatively impact our net income and capital position through impairment and other credit related losses. These losses would also affect our
solvency ratios in the United States and Japan. Aflac Japan has certain regulatory accounting requirements for realizing impairments that could be
triggered by credit-related losses, which may be different from U.S. GAAP and statutory requirements. These impairment losses could negatively
impact Aflac Japan's earnings, and the corresponding repatriation and capital deployment.
We are also subject to the risk that any collateral providing credit enhancement to our positions could deteriorate. These instruments may
include senior secured first lien loans, such as commercial mortgage loans, bank loans, middle market loans, and loan-backed securities where the
underlying loan or collateral notes may default on principal, interest, or other payments, causing an adverse change in cash flows to the positions
held in our investment portfolio.
Our portfolio includes holdings of perpetual securities. Most of these are issued by global banks and financial institutions. Following the financial
crisis, rating agencies reviewed and, in most cases, modified the rating criteria for financial institutions. This has caused multiple downgrades of
many bank and financial issuers, but perpetual securities have been more negatively impacted as their lower position in the capital structure
represents relatively more risk than other more senior obligations of the issuer. Further downgrades or default of issuers of securities we own will
have a negative impact on our portfolio and could reduce our earnings and capital.
We are exposed to sovereign credit risk through instruments issued directly by governments and government entities as well as banks and other
institutions that rely in part on the strength of the underlying government for their credit quality. In addition to the United States and Japan, many
governments, especially in Europe, have been subject to rating downgrades due to the need for fiscal and budgetary remediation and structural
reforms, reduced economic activity, and investment needed to support banks or other systemically important entities. Additional downgrades or
default of our sovereign issuers will have a negative impact on our portfolio and could reduce our earnings and capital.
In addition to our exposure to the underlying fundamental credit strength of the issuers of our fixed maturity and perpetual securities and the
underlying risk of default, we are also exposed to the general movement in credit market spreads. A widening of credit spreads could reduce the
value of our existing portfolio, create unrealized losses on our investment portfolio, and reduce our adjusted capital position which is used in
determining the SMR in Japan. This widening of credit spreads could, however, increase the net investment income on new credit investments.
Conversely, a tightening of credit spreads could increase the value of our existing portfolio and create unrealized gains on our investment portfolio.
This tightening of credit spreads could also reduce the net investment income available to us on new credit investments. Increased market volatility
also makes it difficult to value certain of our investment holdings (see the Critical Accounting Estimates section in Item 7, Management's Discussion
and Analysis, of this Form 10-K).
As a result of the large decline in oil prices in early 2016 and subsequent price volatility, there has been heightened attention to certain
investments in the various energy sectors. Our portfolio includes holdings diversified across multiple sub-sectors of the oil and gas industry, spread
among multiple geographies.
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As of December 31, 2016, the weighted-average rating of our total fixed maturity securities energy exposure was BBB, and 88% of our
exposure to the oil and gas industry was investment grade. Market volatility surrounding these issuers could lead to increased negative ratings
activity from the public rating agencies for energy credit issuers. We do not currently expect our investments in the energy sector to have a material
impact on our results of operations.
For more information regarding credit risk, see the Market Risks of Financial Instruments - Credit Risk subsection of Item 7, Management's
Discussion and Analysis, of this Form 10-K.
Sales of our products and services are dependent on our ability to attract, retain and support a network of qualified sales associates in
the United States.
Our sales could be adversely affected if our sales networks deteriorate or if we do not adequately provide support, training and education for our
existing network. Competition exists for sales associates with demonstrated ability. We compete with other insurers and financial institutions
primarily on the basis of our products, compensation, support services and financial rating. An inability to attract and retain qualified sales associates
could have a material adverse effect on sales and our results of operations and financial condition. Our sales associates are independent
contractors and may sell products of our competitors. If our competitors offer products that are more attractive than ours, or pay higher commissions
than we do, these sales associates may concentrate their efforts on selling our competitors' products instead of ours. In addition to our
commissioned sales force, Aflac has expanded its sales leadership team to include a salaried sales force of over 175 market directors and broker
sales professionals. Our ability to attract and retain top talent in these salaried roles has a material impact on our sales success.
A decline in the creditworthiness of other financial institutions could adversely affect us.
We have exposure to and routinely execute transactions with counterparties in the financial services industry, including broker dealers,
derivative counterparties, commercial banks and other institutions.
We use derivative instruments to mitigate various risks associated with our investment portfolio, notes payable, and profit repatriation. We enter
into a variety of agreements involving assorted instruments including foreign currency forward contracts, foreign currency options, foreign currency
and interest rate swaps, and options on interest rate swaps (or interest rate swaptions). To provide additional alternatives to increase our overall
portfolio yield while managing our overall currency risk, starting in 2012, we have invested a significant portion of the investable cash flow generated
by Aflac Japan into U.S. dollar-denominated investments and hedged these investments to yen through the use of currency forward and option
contracts. The derivative forward and option contracts are of a shorter maturity than the hedged investments, which creates roll-over risks within the
hedging program. Due to changes in market environments, there is a risk the hedges become ineffective and lose the corresponding hedge
accounting treatment. At December 31, 2016 , we held foreign currency forwards and options of approximately $16.0 billion of notional associated
with Aflac Japan's U.S. dollar-denominated investments referenced above, foreign currency swaps of $3.7 billion of notional associated with our
notes payable, and foreign currency forwards and options of approximately $1.1 billion of notional used to economically hedge profit repatriation.
The Company ' s increased use of derivatives has increased our financial exposure to derivative counterparties. To mitigate counterparty exposure,
we have established internal limits based on counterparties' credit ratings. Our internal limits include deposit and derivative exposure that we
monitor on a daily basis. If our counterparties fail or refuse to honor their obligations under derivative instruments, our hedges of the risks will be
ineffective.
We engage in derivative transactions directly with unaffiliated third parties under International Swaps and Derivatives Association, Inc. (ISDA)
agreements and other documentation. Most of the ISDA agreements also include Credit Support Annexes (CSAs) provisions, which generally
provide for two-way collateral postings at the first dollar of exposure. We mitigate the risk that counterparties to transactions might be unable to fulfill
their contractual obligations by monitoring counterparty credit exposure and collateral value while generally requiring that collateral be posted at the
outset of the transaction. In addition, a significant portion of the derivative transactions have provisions that give the counterparty the right to
terminate the transaction upon a downgrade of Aflac’s financial strength rating. The actual amount of payments that we could be required to make,
depends on market conditions, the fair value of outstanding affected transactions, and other factors prevailing at and after the time of the
downgrade. If the Company is required to post collateral to support derivative contracts and/or pay cash to settle the contracts at maturity, the
Company's liquidity could be strained.
Further, we have agreements with various financial institutions for the distribution of our insurance products. For example, at December 31,
2016 , we had agreements with 372 banks to market Aflac's products in Japan. Sales through
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these banks represented 8.9% of Aflac Japan's new annualized premium sales in 2016 . Any material adverse effect on these or other financial
institutions could also have an adverse effect on our sales.
The Company has entered into significant reinsurance transactions with large, highly rated counterparties. Negative events or developments
affecting any one of these counterparties could have an adverse effect on our financial position or results of operations.
All of these risks related to exposure to other financial institutions could adversely impact our consolidated results of operations and financial
condition.
As a holding company, the Parent Company depends on the ability of its subsidiaries to transfer funds to it to meet its debt service and
other obligations and to pay dividends on its common stock.
The Parent Company is a holding company and has no direct operations or significant assets other than the stock of its subsidiaries. Because
we conduct our operations through our operating subsidiaries, we depend on those entities for dividends and other payments to generate the funds
necessary to meet our debt service and other obligations and to pay dividends on our common stock. Aflac is domiciled in Nebraska and is subject
to insurance regulations that impose certain limitations and restrictions on payments of dividends, management fees, loans and advances by Aflac
to the Parent Company. The Nebraska insurance statutes require prior approval for dividend distributions that exceed the greater of the net income
from operations, which excludes net realized investment gains, for the previous year determined under statutory accounting principles, or 10% of
statutory capital and surplus as of the previous year-end. In addition, the Nebraska insurance department must approve service arrangements and
other transactions within the affiliated group of companies. In addition, the FSA may not allow profit repatriations or other transfers from Aflac Japan
if they would cause Aflac Japan to lack sufficient financial strength for the protection of Japanese policyholders.
The ability of Aflac to pay dividends or make other payments to the Parent Company could also be constrained by our dependence on financial
strength ratings from independent rating agencies. Our ratings from these agencies depend to a large extent on Aflac's capitalization level. Any
inability of Aflac to pay dividends or make other payments to the Parent Company could have a material adverse effect on our financial condition
and results of operations. There is no assurance that the earnings from, or other available assets of, our operating subsidiaries will be sufficient to
make distributions to enable us to operate.
Any decrease in our financial strength or debt ratings may have an adverse effect on our competitive position and access to liquidity and
capital.
Financial strength ratings can play an important role in establishing the competitive position of insurance companies. On an ongoing basis,
NRSROs review the financial performance and condition of many insurers, including Aflac and our competitors. They may assign multiple ratings
including a financial strength rating, reflecting their view of the insurer’s ability to pay claims on a timely basis, and ratings on an insurer’s senior and
subordinated debt obligations, indicating their view of an insurer’s ability to make timely payments on their debt obligations.
NRSROs may change their ratings or outlook on an insurer's ratings due to a variety of factors including the NRSRO’s assessment of the
insurer’s strength of operations and overall financial condition. Some factors that may influence ratings include competitive position; profitability;
cash generation and other sources of liquidity; capital levels; quality of the investment portfolio; and perception of management capabilities. The
ratings assigned to us by the NRSROs are important factors in our ability to access liquidity and capital from the bank market, debt capital markets
or other available sources, such as reinsurance transactions. Downgrades to our credit ratings could give our derivative counterparties the right to
require early termination of derivatives transactions or delivery of additional collateral, thereby adversely affecting our liquidity.
In view of the difficulties experienced after the financial crisis by many financial institutions, including those in the insurance industry, the
NRSROs have heightened the level of scrutiny that they apply to such institutions. Steps taken by the NRSROs include an increase in the frequency
and scope of their reviews, additional information requests from the companies that they rate, including additional information regarding the
valuation of investment securities held, and, in certain cases, an increase in the capital and other requirements employed in their models for
maintenance of certain rating levels.
23
On September 16, 2015, S&P downgraded their credit rating of Japan’s sovereign debt. Following this action, they also downgraded several
other foreign insurers, including Aflac. Although we are a U.S.-based insurer, our significant operations in Japan and corresponding regulation by
the Japanese FSA, combined with our significant exposure to JGBs as outlined above, resulted in S&P downgrading the financial strength rating of
our core insurance operations to A+ and our senior debt rating to A-, both with a stable outlook. While S&P made no further downgrades to our
ratings in 2016, they have stated in the past that a downgrade of Japan's sovereign rating could lead to a downgrade of our financial strength rating.
As a matter of policy, S&P rarely rates insurance companies above the sovereign long-term rating of the country of domicile because during times of
stress, the sovereign’s regulatory and supervisory powers may restrict an insurer’s or financial system’s flexibility.
In addition to the impact on our access to liquidity, as mentioned above, a downgrade of our ratings could have a material adverse effect on
agent recruiting and retention, sales, competitiveness and the marketability of our products which could negatively impact our liquidity, operating
results and financial condition. Additionally, sales through the bank channel in Japan could be adversely affected as a result of their reliance and
sensitivity to ratings levels.
We cannot predict what actions rating agencies may take, or what actions we may take in response to the actions of rating agencies, which
could adversely affect our business. As with other companies in the financial services industry, our ratings could be downgraded at any time and
without any notice by any NRSRO.
Our risk management policies and procedures may prove to be ineffective and leave us exposed to unidentified or unanticipated risk,
which could adversely affect our businesses or result in losses.
We have developed an enterprise-wide risk management and governance framework to mitigate risk and loss to the Company. We maintain
policies, procedures and controls intended to identify, measure, monitor, report and analyze the risks to which the Company is exposed.
However, there are inherent limitations to risk management strategies because there may exist, or develop in the future, risks that we have not
appropriately anticipated or identified. If our risk management framework proves ineffective, the Company may suffer unexpected losses and could
be materially adversely affected. As our businesses change and the markets in which we operate evolve, our risk management framework may not
evolve at the same pace as those changes. As a result, there is a risk that new products or new business strategies may present risks that are not
appropriately identified, monitored or managed. In times of market stress, unanticipated market movements or unanticipated claims experience
resulting from greater than expected morbidity, mortality, longevity, or persistency, the effectiveness of our risk management strategies may be
limited, resulting in losses to the Company. In addition, under difficult or less liquid market conditions, our risk management strategies may not be
effective because other market participants may be using the same or similar strategies to manage risk under the same challenging market
conditions. In such circumstances, it may be difficult or more expensive for the Company to mitigate risk due to the activity of such other market
participants.
Many of our risk management strategies or techniques are based upon historical customer and market behavior and all such strategies and
techniques are based to some degree on management’s subjective judgment. We cannot provide assurance that our risk management framework,
including the underlying assumptions or strategies, will be accurate and effective.
Management of operational, legal and regulatory risks requires, among other things, policies, procedures and controls to record properly and
verify a large number of transactions and events, and these policies, procedures and controls may not be fully effective. Models are utilized by our
businesses and corporate areas primarily to project future cash flows associated with pricing products, calculating reserves and valuing assets, as
well as in evaluating risk and determining capital requirements, among other uses. These models are utilized under a risk management policy
approved by our executive risk management committees, however, the models may not operate properly and rely on assumptions and projections
that are inherently uncertain. As our businesses continue to grow and evolve, the number and complexity of models we utilize expands, increasing
our exposure to error in the design, implementation or use of models, including the associated input data and assumptions.
Past or future misconduct by our employees or employees of our third parties (suppliers which are cost-based relationships and alliance partners
which are revenue-generating relationships) could result in violations of law by us, regulatory sanctions and/or serious reputational or financial harm
and the precautions we take to prevent and detect this activity may not be effective in all cases. Despite our published Supplier Code of Conduct,
due diligence of our alliance
24
partners, and rigorous contracting procedures (including financial, legal, IT security, and risk reviews), there can be no assurance that controls and
procedures that we employ, which are designed to assess third party viability and prevent us from taking excessive or inappropriate risks, will be
effective. We review our supplier cost structures and alliance compensation policies and practices as part of our overall risk management program,
but it is possible that these cost structures and forms of compensation could inadvertently incentivize excessive or inappropriate risk taking. If our
third parties take excessive or inappropriate risks, those risks could harm our reputation and have a material adverse effect on our results of
operations or financial condition.
The concentration of our investment portfolios in any particular single-issuer or sector of the economy may have an adverse effect on our
financial position or results of operations.
Negative events or developments affecting any particular single issuer, industry, group of related industries or geographic sector may have an
adverse impact on a particular holding or set of holdings. We seek to minimize this risk by maintaining an appropriate level of diversification. To the
extent we have concentrated positions, it could have an adverse effect on our results of operations and financial position. Our global investment
guidelines establish concentration limits for our investment portfolios.
At December 31, 2016 , we held approximately $42.9 billion at amortized cost, or 42.4% of our total debt and perpetual securities, in JGBs.
JGBs were rated A1/A+/A at December 31, 2016 by Moody's, S&P and Fitch, respectively. At December 31, 2016 , 10% of our total portfolio of debt
and perpetual securities was in the bank and financial institution sector. For further details on the concentrations within our investment portfolios,
see the Analysis of Financial Condition section of MD&A in this report.
The valuation of our investments and derivatives includes methodologies, estimations and assumptions which are subject to differing
interpretations and could result in changes to investment valuations that may adversely affect our results of operations or financial
condition.
We report a significant amount of our fixed maturity securities and other financial instruments at fair value. As such, valuations may include
inputs and assumptions that are less observable or require greater estimation as well as valuation methods which are more sophisticated, thereby
resulting in values which may be greater or less than the value at which the investments may be ultimately sold. Rapidly changing and
unprecedented credit and equity market conditions could materially impact the valuation of securities as reported within our consolidated financial
statements and the period-to-period changes in value could vary significantly.
Valuations of our derivatives fluctuate with changes in underlying market variables, such as interest rates and foreign currency exchange rates.
During periods of market turbulence created by political instability, economic uncertainty, government interventions or other factors, we may
experience significant changes in the volatility of our derivative valuations. Extreme market conditions can also affect the liquidity of such
instruments creating marked differences in transaction levels and counterparty valuations. Depending on the severity and direction of the
movements in its derivative valuations, the Company will face increases in the amount of collateral required to be posted with its counterparties.
Liquidity stresses to the Company may also occur if the required collateral amounts increase significantly over a very short period of time.
Conversely, the Company may be exposed to an increase in counterparty credit risk for short periods of time while calling collateral from its
counterparties.
For further discussion on investment and derivative valuations, see the Critical Accounting Estimates section in Item 7, Management's
Discussion and Analysis, and Notes 1, 3, 4, and 5 of the Notes to the Consolidated Financial Statements in this Form 10-K.
Managing key executive succession is critical to our success.
We would be adversely affected if we fail to adequately plan for succession of our senior management and other key executives. While we have
succession plans and employment arrangements with certain key executives, these plans cannot guarantee that the services of these executives
will be available to us, and our operations could be adversely affected if they are not.
The determination of the amount of impairments taken on our investments is based on significant valuation judgments and could
materially impact our results of operations or financial position.
25
An investment in a fixed maturity, perpetual or equity security is impaired if the fair value falls below book value. We regularly review our entire
investment portfolio for declines in value. The majority of our investments are evaluated for other-than-temporary impairment using our debt
impairment model, while our investments in equities and below-investment-grade perpetual securities are evaluated using our equity impairment
model.
Our debt impairment model includes emphasis on the ultimate collection of the cash flows from our investments. The determination of the
amount of impairments under this model is based upon our periodic evaluation and assessment of known and inherent risks associated with the
respective securities. Such evaluations and assessments are revised as conditions change and new information becomes available.
For our fixed maturity and perpetual securities reported in the available-for-sale portfolio, we report the investments at fair value in the statement
of financial condition and record any unrealized gain or loss in the value of the asset in accumulated other comprehensive income. For our held-to-
maturity securities portfolio, we report the investments at amortized cost. Under the debt impairment model, the determination of whether an
impairment in value is other than temporary is based largely on our evaluation of the issuer ' s creditworthiness. We must apply considerable
judgment in determining the likelihood of the security recovering in value while we own it. Factors that may influence this include our assessment of
the issuer’s ability to continue making timely payments of interest and principal, the overall level of interest rates and credit spreads, and other
factors. We also verify whether we have the intent to sell or if it is more likely than not we would be required to sell the security prior to recovery of its
amortized cost. If we determine it is unlikely we will recover our book value of the instrument prior to our disposal of the security, we will reduce the
carrying value of the security to its fair value and recognize any associated impairment loss in our consolidated statement of earnings or other
comprehensive income, depending on the nature of the loss.
Our investments in perpetual securities that are rated below investment grade and equity securities are evaluated for other-than-temporary
impairment under our equity impairment model. This impairment model focuses on the severity of a security's decline in fair value coupled with the
length of time the fair value of the security has been below cost or amortized cost and the financial condition and near-term prospects of the issuer.
For equity securities, we also verify our intent to hold the securities until they recover in value.
For regulatory accounting purposes for Aflac Japan, there are certain requirements for realizing impairments that could be triggered by rising
interest rates or credit-related losses, negatively impacting Aflac Japan's earnings and corresponding repatriation and capital deployment.
Our management updates its evaluations regularly as conditions change and as new information becomes available and reflects impairment
losses in the Company's income statement when considered necessary. Furthermore, additional impairments may need to be taken in the future.
Historical trends may not be indicative of future impairments.
Catastrophic events could adversely affect our financial condition and results of operations.
Our insurance operations are exposed to the risk of catastrophic events including, but not necessarily limited to, epidemics, pandemics,
tornadoes, hurricanes, earthquakes, tsunamis, and acts of terrorism. The extent of losses from a catastrophe is a function of both the total amount of
insured exposure in the area affected by the event and the severity of the event. Certain events such as earthquakes, tsunamis, hurricanes and
man-made catastrophes could cause substantial damage or loss of life in larger areas, especially those that are heavily populated. Claims resulting
from natural or man−made catastrophic events could cause substantial volatility in our financial results for any fiscal quarter or year and could
materially reduce our profitability or harm our financial condition, as well as affect our ability to write new business.
Changes in accounting standards issued by the Financial Accounting Standard Boards (FASB) or other standard-setting bodies may
adversely affect our financial statements.
Our financial statements are subject to the application of generally accepted accounting principles in both the United States and Japan, which
are periodically revised and/or expanded. Accordingly, from time to time we are required to adopt new or revised accounting standards issued by
recognized authoritative bodies, including the FASB. It is possible that future accounting standards we are required to adopt could change the
current accounting treatment that we apply to our consolidated financial statements and that such changes could have a material adverse effect on
our results of operations and financial condition. During the last three years, various accounting standard-setting bodies have been active in
soliciting comments and issuing statements, interpretations and exposure drafts. For information on new accounting
26
pronouncements and the impact, if any, on our financial position or results of operations, see Note 1 of the Notes to the Consolidated Financial
Statements in this report.
Events, including those external to our operations, could damage our reputation.
Because insurance products are intangible, we rely to a large extent on consumer trust in our business. The perception of financial weakness
could create doubt regarding our ability to honor the commitments we have made to our policyholders. Maintaining our stature as a responsible
corporate citizen, which helps support the strength of our unique brand, is critical to our reputation and the failure or perceived failure to do so could
adversely affect us.
Changes in our discount rate, expected rate of return, life expectancy, health care cost and expected compensation increase
assumptions for our pension and other postretirement benefit plans may result in increased expenses and reduce our profitability.
We determine our pension and other postretirement benefit plan costs based on assumed discount rates, expected rates of return on plan
assets, life expectancy of plan participants and expected increases in compensation levels and trends in health care costs. Changes in these
assumptions, including from the impact of a sustained low interest rate environment, may result in increased expenses and reduce our profitability.
We face risks related to litigation.
We are a defendant in various lawsuits considered to be in the normal course of business. Members of our senior legal and financial
management teams review litigation on a quarterly and annual basis. The final results of any litigation cannot be predicted with certainty. Although
some of this litigation is pending in states where large punitive damages, bearing little relation to the actual damages sustained by plaintiffs, have
been awarded in recent years, we believe the outcome of pending litigation will not have a material adverse effect on our financial position, results of
operations, or cash flows. However, litigation could adversely affect us because of the costs of defending these cases, costs of settlement or
judgments against us or because of changes in our operations that could result from litigation.
We also face other risks that could adversely affect our business, results of operations or financial condition, which include:
failure to appropriately maintain controls over models used to generate significant inputs to the Company’s financial statements
• any requirement to restate financial results in the event of inappropriate application of accounting principles
•
• a significant failure of internal controls over financial reporting
•
•
failure of our prevention and control systems related to employee compliance with internal policies and regulatory requirements
failure of corporate governance policies and procedures
ITEM 1B. UNRESOLVED STAFF COMMENTS
Not applicable.
ITEM 2. PROPERTIES
In the United States, Aflac owns land and buildings that comprise two primary campuses located in Columbus, Georgia. These campuses
include buildings that serve as our worldwide headquarters and house administrative support and information technology functions for our U.S.
operations. Aflac leases office space in Columbia, South Carolina, which houses our CAIC subsidiary. Aflac leases office space in New York that
houses our Global Investment division. Aflac leases administrative office space in Georgia, South Carolina, New York, Nebraska, and in 39
additional states throughout the United States, as well as Washington, D.C. and Puerto Rico.
In Tokyo, Japan, Aflac has three primary campuses. The first campus includes a building, owned by Aflac, for the customer call center, the
claims department, information technology departments, and training facility. It also includes a leased property, which houses our policy
administration and customer service departments. The second campus comprises leased space, which serves as Aflac Japan's headquarters and
houses administrative and investment support
27
functions for the Japan branch. The third campus comprises leased space for the information technology departments. Aflac also leases additional
office space in Tokyo, along with regional offices located throughout the country.
ITEM 3. LEGAL PROCEEDINGS
We are a defendant in various lawsuits considered to be in the normal course of business. Members of our senior legal and financial
management teams review litigation on a quarterly and annual basis. The final results of any litigation cannot be predicted with certainty. Although
some of this litigation is pending in states where large punitive damages, bearing little relation to the actual damages sustained by plaintiffs, have
been awarded in recent years, we believe the outcome of pending litigation will not have a material adverse effect on our financial position, results of
operations, or cash flows.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
28
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
PART II
Market Information
Aflac Incorporated's common stock is principally traded on the New York Stock Exchange under the symbol AFL. Our stock is also listed on the
Tokyo Stock Exchange. The quarterly high and low market prices for the Company's common stock, as reported on the New York Stock Exchange
for the two years ended December 31 were as follows:
Quarterly Common Stock Prices
2016
4th Quarter
3rd Quarter
2nd Quarter
1st Quarter
2015
4th Quarter
3rd Quarter
2nd Quarter
1st Quarter
Holders
High
$
73.95
74.50
72.17
64.33
High
$
66.53
64.99
65.10
64.62
As of February 15, 2017 , there were 87,228 holders of record of the Company's common stock.
Dividends
4th Quarter
3rd Quarter
2nd Quarter
1st Quarter
$
2016
.43
.41
.41
.41
Low
$
67.50
71.02
62.59
54.57
Low
$
56.78
51.41
61.32
56.41
$
2015
.41
.39
.39
.39
In January 2017, the board of directors declared the first quarter 2017 cash dividend of $.43 per share. The dividend is payable on March 1,
2017 to shareholders of record at the close of business on February 15, 2017 . The declaration and payment of future dividends to holders of our
common stock will be at the discretion of our board of directors and will depend upon many factors, including our financial condition, earnings,
capital requirements of our operating subsidiaries, legal requirements, regulatory constraints and other factors as the board of directors deems
relevant. There can be no assurance that we will declare and pay any additional or future dividends. For information concerning dividend
restrictions, see Regulatory Restrictions in the Capital Resources and Liquidity section of MD&A and Note 13 of the Notes to the Consolidated
Financial Statements presented in this report.
29
Stock Performance Graph
The following graph compares the five-year performance of the Company's common stock to the Standard & Poor's 500 Index (S&P 500) and
the Standard & Poor's Life and Health Insurance Index (S&P Life and Health). The Standard & Poor's Life and Health Insurance Index includes:
Aflac Incorporated, Lincoln National Corporation, MetLife Inc., Principal Financial Group Inc., Prudential Financial Inc., Torchmark Corporation and
Unum Group.
Performance Graphic Index
December 31,
Aflac Incorporated
S&P 500
S&P Life & Health Insurance
2011
100.00
100.00
100.00
2012
126.36
116.00
114.59
2013
2014
2015
162.90
153.58
187.33
152.66
174.60
190.98
153.45
177.01
178.93
2016
182.78
198.18
223.41
Copyright © 2017 Standard & Poor’s, a division of The McGraw-Hill Companies Inc. All rights reserved. (www.researchdatagroup.com/S&P.htm)
30
Issuer Purchases of Equity Securities
During the year ended December 31, 2016 , we repurchased shares of Aflac common stock as follows:
Period
January 1 - January 31
February 1 - February 29
March 1 - March 31
April 1 - April 30
May 1 - May 31
June 1 - June 30
July 1 - July 31
August 1 - August 31
September 1 - September 30
October 1 - October 31
November 1 - November 30
December 1 - December 31
Total
Number of
Shares
Purchased
3,492,400
3,584,566
3,229,684
2,028,224
1,929,098
1,925,149
918,411
1,001,959
911,184
0
1,407,600
1,438,566
Average
Price Paid
Per Share
$ 57.29
58.20
62.07
66.15
68.97
69.36
72.99
72.79
72.68
0.00
71.07
69.64
Total
21,866,841 (2)
$ 64.77
Total
Number
of Shares
Purchased
as Part of
Publicly
Announced
Plans or
Programs
3,492,400
3,435,930
3,224,000
2,026,445
1,929,098
1,918,479
918,300
920,700
908,600
0
1,407,600
1,436,552
21,618,104
Maximum
Number of
Shares that
May Yet Be
Purchased
Under the
Plans or
Programs
44,879,158
41,443,228
38,219,228
36,192,783
34,263,685
32,345,206
31,426,906
30,506,206
29,597,606
29,597,606
28,190,006
26,753,454
26,753,454 (1)
(1) The total remaining shares available for purchase at December 31, 2016 , consisted of 26,753,454 shares related to a 40,000,000 share repurchase
authorization by the board of directors in 2015.
(2) During the year ended December 31, 2016 , 248,737 shares were purchased in connection with income tax withholding obligations related to the vesting of
restricted-share-based awards during the period.
31
ITEM 6. SELECTED FINANCIAL DATA
Aflac Incorporated and Subsidiaries
Years Ended December 31,
(In millions, except for share and per-share amounts)
2016
2015
2014
2013
2012
Revenues:
Net premiums, principally supplemental
health insurance
Net investment income
Realized investment gains (losses)
Other income
Total revenues
Benefits and expenses:
Benefits and claims, net
Expenses
Total benefits and expenses
Pretax earnings
Income taxes
Net earnings
Share and Per-Share Amounts
Net earnings (basic)
Net earnings (diluted)
Cash dividends paid
Cash dividends declared
Weighted-average common shares used for basic
EPS (In thousands)
Weighted-average common shares used for diluted
EPS (In thousands)
Supplemental Data
Yen/dollar exchange rate at year-end (yen)
Weighted-average yen/dollar exchange rate (yen)
$
19,225 $
17,570 $
19,072 $
20,135 $
22,148
3,278
(123)
179
3,135
3,319
3,293
140
27
215
122
399
112
3,473
(349)
92
22,559
20,872
22,728
23,939
25,364
12,919
5,573
18,492
4,067
1,408
11,746
5,264
17,010
3,862
1,329
12,937
5,300
18,237
4,491
1,540
13,813
5,310
19,123
4,816
1,658
2,659 $
2,533 $
2,951 $
3,158 $
6.46 $
5.88 $
6.54 $
6.80 $
6.42
1.66
1.66
5.85
1.58
1.58
6.50
1.50
1.50
6.76
1.42
1.42
15,330
5,732
21,062
4,302
1,436
2,866
6.14
6.11
1.34
1.34
$
$
411,471
430,654
451,204
464,502
466,868
413,921
433,172
454,000
467,408
469,287
116.49
108.70
120.61
120.99
120.55
105.46
105.39
97.54
86.58
79.81
32
(In millions)
Assets:
Investments and cash
Other
Total assets
Liabilities and shareholders’ equity:
Policy liabilities
Income taxes
Notes payable
Other liabilities
Shareholders’ equity
Aflac Incorporated and Subsidiaries
December 31,
2016
2015
2014
2013
2012
$ 116,361 $ 105,897 $ 107,341 $ 108,459 $ 118,219
13,458
12,359
12,386
12,809
12,838
$ 129,819 $ 118,256 $ 119,727 $ 121,268 $ 131,057
$
93,726 $
87,631 $
83,933 $
89,402 $
97,720
5,387
5,360
4,864
4,340
4,971
3,606
5,293
5,242
6,912
3,718
4,858
8,670
3,858
4,315
9,186
20,482
17,708
18,347
14,620
15,978
Total liabilities and shareholders’ equity
$ 129,819 $ 118,256 $ 119,727 $ 121,268 $ 131,057
Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
33
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
FORWARD-LOOKING INFORMATION
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” to encourage companies to provide prospective information, so
long as those informational statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying
important factors that could cause actual results to differ materially from those included in the forward-looking statements. We desire to take
advantage of these provisions. This report contains cautionary statements identifying important factors that could cause actual results to differ
materially from those projected herein, and in any other statements made by Company officials in communications with the financial community and
contained in documents filed with the Securities and Exchange Commission (SEC). Forward-looking statements are not based on historical
information and relate to future operations, strategies, financial results or other developments. Furthermore, forward-looking information is subject to
numerous assumptions, risks and uncertainties. In particular, statements containing words such as “expect,” “anticipate,” “believe,” “goal,”
“objective,” “may,” “should,” “estimate,” “intends,” “projects,” “will,” “assumes,” “potential,” “target”, "outlook" or similar words as well as specific
projections of future results, generally qualify as forward-looking. Aflac undertakes no obligation to update such forward-looking statements.
We caution readers that the following factors, in addition to other factors mentioned from time to time, could cause actual results to differ
materially from those contemplated by the forward-looking statements:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
difficult conditions in global capital markets and the economy
exposure to significant interest rate risk
concentration of business in Japan
foreign currency fluctuations in the yen/dollar exchange rate
failure to execute or implement the conversion of the Japan branch conversion to a legal subsidiary
limited availability of acceptable yen-denominated investments
deviations in actual experience from pricing and reserving assumptions
ability to continue to develop and implement improvements in information technology systems
governmental actions for the purpose of stabilizing the financial markets
interruption in telecommunication, information technology and other operational systems, or a failure to maintain the security, confidentiality
or privacy of sensitive data residing on such systems
ongoing changes in our industry
failure to comply with restrictions on patient privacy and information security
extensive regulation and changes in law or regulation by governmental authorities
defaults and credit downgrades of investments
ability to attract and retain qualified sales associates and employees
decline in creditworthiness of other financial institutions
subsidiaries' ability to pay dividends to Aflac Incorporated
decreases in our financial strength or debt ratings
inherent limitations to risk management policies and procedures
concentration of our investments in any particular single-issuer or sector
differing judgments applied to investment valuations
ability to effectively manage key executive succession
significant valuation judgments in determination of amount of impairments taken on our investments
catastrophic events including, but not necessarily limited to, epidemics, pandemics, tornadoes, hurricanes, earthquakes, tsunamis, acts of
terrorism and damage incidental to such events
changes in U.S. and/or Japanese accounting standards
loss of consumer trust resulting from events external to our operations
increased expenses and reduced profitability resulting from changes in assumptions for pension and other postretirement benefit plans
level and outcome of litigation
failure of internal controls or corporate governance policies and procedures
34
MD&A OVERVIEW
Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is intended to inform the reader about matters
affecting the financial condition and results of operations of Aflac Incorporated and its subsidiaries for the three-year period ended December 31,
2016 . As a result, the following discussion should be read in conjunction with the related consolidated financial statements and notes. This MD&A is
divided into the following sections:
• Our Business
•
•
•
•
•
Performance Highlights
Critical Accounting Estimates
Results of Operations, consolidated and by segment
Analysis of Financial Condition, including discussion of market risks of financial instruments
Capital Resources and Liquidity, including discussion of availability of capital and the sources and uses of cash
OUR BUSINESS
Aflac Incorporated (the Parent Company) and its subsidiaries (collectively, the Company) primarily sell supplemental health and life insurance in
the United States and Japan. The Company's insurance business is marketed and administered through American Family Life Assurance Company
of Columbus (Aflac), which operates in the United States (Aflac U.S.) and as a branch in Japan (Aflac Japan). Most of Aflac's policies are
individually underwritten and marketed through independent agents. Aflac U.S. also markets and administers group products through Continental
American Insurance Company (CAIC), branded as Aflac Group Insurance. Our insurance operations in the United States and our branch in Japan
service the two markets for our insurance business.
For more information on our business, see Business, Part I, Item 1 of this report.
PERFORMANCE HIGHLIGHTS
Yen-denominated income statement accounts are translated to U.S. dollars using a weighted-average Japanese yen/U.S. dollar foreign
exchange rate, while yen-denominated balance sheet accounts are translated to U.S. dollars using a spot Japanese yen/U.S. dollar foreign
exchange rate. The spot yen/dollar exchange rate at December 31, 2016 was 116.49 , or 3.5% stronger than the December 31, 2015 spot yen/dollar
exchange rate of 120.61 . The weighted-average yen/dollar exchange rate for the year ended December 31, 2016 was 108.70 , or 11.3% stronger
than the weighted-average yen/dollar exchange rate of 120.99 for the same period in 2015 .
Reflecting the stronger yen/dollar exchange rate, total revenues increased 8.1% to $22.6 billion in 2016 , compared with $20.9 billion in 2015 .
Net earnings in 2016 were $2.7 billion , or $6.42 per diluted share, compared with $2.5 billion , or $5.85 per diluted share, in 2015 .
Results for 2016 included pretax net realized investment losses of $123 million ( $80 million after-tax), compared with net realized investment
gains of $140 million ( $91 million after-tax) in 2015 . Net investment losses in 2016 consisted of $215 million of net gains ( $140 million after-tax)
from the sale or redemption of securities; $83 million ( $54 million after-tax) of other-than-temporary impairment losses ; and $255 million of net
losses ( $166 million after-tax) from valuing derivatives.
Shareholders' equity included a net unrealized gain on investment securities and derivatives of $4.8 billion at December 31, 2016 , compared
with a net unrealized gain of $3.0 billion at December 31, 2015 .
In December 2016, the Parent Company completed a tender offer in which it extinguished $176 million principal of its 6.90% senior notes due
2039 and $193 million principal of its 6.45% senior notes due 2040. The pretax loss due to the early redemption of these notes was $137 million .
In September 2016, the Parent Company issued $700 million of senior notes through a U.S. public debt offering and also entered into a 5.0
billion yen loan and a 25.0 billion yen loan. In September 2016, we extinguished 8.0 billion yen of 2.26% fixed rate Uridashi notes upon their maturity
and in July 2016, we extinguished 15.8 billion yen of 1.84% fixed rate Samurai notes upon their maturity.
35
In October 2016, the Parent Company and Aflac renewed a 364 -day uncommitted bilateral line of credit that provides for borrowings in the
amount of $100 million . In March 2016, the Parent Company entered into a three-year senior unsecured revolving credit facility agreement with a
syndicate of financial institutions that provides for borrowings of up to 100.0 billion yen. For further information regarding these transactions, see
Note 9 of the Notes to the Consolidated Financial Statements and the Capital Resources and Liquidity section of this MD&A.
We repurchased 21.6 million shares of our common stock in the open market for $1.4 billion under our share repurchase program in 2016 ,
compared with 21.2 million shares repurchased in 2015 .
CRITICAL ACCOUNTING ESTIMATES
We prepare our financial statements in accordance with U.S. generally accepted accounting principles (GAAP). These principles are established
primarily by the Financial Accounting Standards Board (FASB). In this MD&A, references to U.S. GAAP issued by the FASB are derived from the
FASB Accounting Standards Codification TM (ASC). The preparation of financial statements in conformity with U.S. GAAP requires us to make
estimates based on currently available information when recording transactions resulting from business operations. The estimates that we deem to
be most critical to an understanding of Aflac's results of operations and financial condition are those related to the valuation of investments and
derivatives, deferred policy acquisition costs (DAC), liabilities for future policy benefits and unpaid policy claims, and income taxes. The preparation
and evaluation of these critical accounting estimates involve the use of various assumptions developed from management's analyses and
judgments. The application of these critical accounting estimates determines the values at which 93% of our assets and 78% of our liabilities are
reported as of December 31, 2016 , and thus has a direct effect on net earnings and shareholders' equity. Subsequent experience or use of other
assumptions could produce significantly different results.
Investments and Derivatives
Aflac's investments, primarily consisting of debt, perpetual and equity securities, include both publicly issued and privately issued securities. For
publicly issued securities, we determine the fair values from quoted market prices readily available from public exchange markets and price quotes
and valuations from third party pricing vendors. For the majority of privately issued securities within our investment portfolio, a third party pricing
vendor has developed valuation models that we utilize to determine fair values. For the remaining privately issued securities, we use non-binding
price quotes from outside brokers.
We estimate the fair values of our securities on a monthly basis. We monitor the estimated fair values obtained from our custodian, pricing
vendors and brokers for consistency from month to month, while considering current market conditions. We also periodically discuss with our
custodian and pricing brokers and vendors the pricing techniques they use to monitor the consistency of their approach and periodically assess the
appropriateness of the valuation level assigned to the values obtained from them. If a fair value appears unreasonable, we will re-examine the inputs
and assess the reasonableness of the pricing data with the vendor. Additionally, we may compare the inputs to relevant market indices and other
performance measurements. The output of this analysis is presented to the Company's Valuation and Classifications Subcommittee (VCS). Based
on the analysis provided to the VCS, the valuation is confirmed or may be revised if there is evidence of a more appropriate estimate of fair value
based on available market data. We have performed verification of the inputs and calculations in any valuation models to confirm that the valuations
represent reasonable estimates of fair value.
We also routinely review our investments that have experienced declines in fair value to determine if the decline is other than temporary. The
identification of distressed investments, the determination of fair value if not publicly traded and the assessment of whether a decline is other than
temporary involve significant management judgment. We must apply considerable judgment in determining the likelihood of the security recovering
in value while we own it. Factors that may influence this include our assessment of the issuer’s ability to continue making timely payments of interest
and principal, the overall level of interest rates and credit spreads, and other factors. This process requires consideration of risks, which can be
controlled to a certain extent, such as credit risk, and risks which cannot be controlled, such as interest rate risk. Management updates its
evaluations regularly and reflects impairment losses in the Company's net earnings or other comprehensive income, depending on the nature of the
loss, as such evaluations are revised.
Our derivative activities include foreign currency, interest rate and credit default swaps in variable interest entities (VIEs) that are consolidated;
foreign currency swaps associated with certain senior notes and our subordinated debentures; foreign currency forwards and options used in
hedging foreign exchange risk and options on interest rate swaps (or interest rate swaptions) used in hedging interest rate risk on U.S. dollar-
denominated securities in Aflac Japan's
36
portfolio; and foreign currency forwards and options used to economically hedge certain portions of forecasted cash flows denominated in yen.
Inputs used to value derivatives include, but are not limited to, interest rates, credit spreads, foreign currency forward and spot rates, and interest
volatility. With the exception of the derivatives associated with our VIE investments, the fair values of the derivatives referenced above are based on
the amounts we would expect to receive or pay to terminate the derivatives. For derivatives associated with VIEs where we are the primary
beneficiary, we receive valuations from a third party pricing vendor.
See Notes 1, 3, 4 and 5 of the Notes to the Consolidated Financial Statements for additional information.
Deferred Policy Acquisition Costs and Policy Liabilities
Insurance premiums for most of the Company's health and life policies, including cancer, accident, hospital, critical illness, dental, vision, term
life, whole life, long-term care and disability, are recognized as revenue over the premium-paying periods of the contracts when due from
policyholders. When revenues are reported, the related amounts of benefits and expenses are charged against such revenues, so that profits are
recognized in proportion to premium revenues during the period the policies are expected to remain in force. This association is accomplished by
means of annual additions to the liability for future policy benefits and the deferral and subsequent amortization of policy acquisition costs.
Premiums from the Company's products with limited-pay features, including term life, whole life, WAYS, and child endowment, are collected over
a significantly shorter period than the period over which benefits are provided. Premiums for these products are recognized as revenue over the
premium-paying periods of the contracts when due from policyholders. Any gross premium in excess of the net premium is deferred and recorded in
earnings, such that profits are recognized in a constant relationship with insurance in force. Benefits are recorded as an expense when they are
incurred. A liability for future policy benefits is recorded when premiums are recognized using the net premium method.
Deferred Policy Acquisition Costs
The calculation of DAC and the liability for future policy benefits requires the use of estimates based on sound actuarial valuation techniques.
For new policy issues, we review our actuarial assumptions and deferrable acquisition costs each year and revise them when necessary to more
closely reflect recent experience and studies of actual acquisition costs. For policies in force, we evaluate DAC by major product groupings to
determine that they are recoverable from future revenues, and any amounts determined not to be recoverable are charged against net earnings.
See Note 6 of the Notes to the Consolidated Financial Statements for a detail of the DAC activity for the past two years.
Policy Liabilities
The following table provides details of policy liabilities by segment and in total as of December 31.
37
(In millions)
Japan segment:
Future policy benefits
Unpaid policy claims
Other policy liabilities
Total Japan policy liabilities
U.S. segment:
Future policy benefits
Unpaid policy claims
Other policy liabilities
Total U.S. policy liabilities
Consolidated:
Future policy benefits
Unpaid policy claims
Other policy liabilities
Policy Liabilities
2016
2015
$
68,291
$
62,244
$
$
$
$
2,393
13,457
84,141
8,442
1,652
118
10,212
76,106
4,045
13,575
$
$
$
$
2,193
14,023
78,460
8,087
1,609
119
9,815
69,687
3,802
14,142
Total consolidated policy liabilities (1)
$
93,726
$
87,631
(1) The sum of the Japan and U.S. segments exceeds the total due to reinsurance and retrocession activity.
Our policy liabilities, which are determined in accordance with applicable guidelines as defined under U.S. GAAP and Actuarial Standards of
Practice, include two components that involve analysis and judgment: future policy benefits and unpaid policy claims, which accounted for 81% and
4% of total policy liabilities as of December 31, 2016 , respectively.
Future policy benefits provide for claims that will occur in the future and are generally calculated as the present value of future expected benefits
to be incurred less the present value of future expected net benefit premiums. We calculate future policy benefits based on assumptions of
morbidity, mortality, persistency and interest. These assumptions are generally established at the time a policy is issued. The assumptions used in
the calculations are closely related to those used in developing the gross premiums for a policy. As required by U.S. GAAP, we also include a
provision for adverse deviation, which is intended to accommodate adverse fluctuations in actual experience.
Unpaid policy claims include those claims that have been incurred and are in the process of payment as well as an estimate of those claims that
have been incurred but have not yet been reported to us. We compute unpaid policy claims on a non-discounted basis using statistical analyses of
historical claims payments, adjusted for current trends and changed conditions. We update the assumptions underlying the estimate of unpaid policy
claims regularly and incorporate our historical experience as well as other data that provides information regarding our outstanding liability.
Our insurance products provide fixed-benefit amounts per occurrence that are not subject to medical-cost inflation. Furthermore, our business is
widely dispersed in both the United States and Japan. This geographic dispersion and the nature of our benefit structure mitigate the risk of a
significant unexpected increase in claims payments due to epidemics and events of a catastrophic nature. Claims incurred under Aflac's policies are
generally reported and paid in a relatively short time frame. The unpaid claims liability is sensitive to morbidity assumptions, in particular, severity
and frequency of claims. Severity is the ultimate size of a claim, and frequency is the number of claims incurred. Our claims experience is primarily
related to the demographics of our policyholders.
As a part of our established financial reporting and accounting practices and controls, we perform detailed annual actuarial reviews of our
policyholder liabilities (gross premium valuation analysis) and reflect the results of those reviews in our results of operations and financial condition
as required by U.S. GAAP. For Aflac Japan, our annual reviews in 2016 and 2015 indicated that we needed to strengthen the liability associated
with a block of care policies, primarily due to low investment yields. We strengthened our future policy benefits liability by $52 and $18 million in
2016 and 2015, respectively, as a result of these reviews. Our review in 2014 indicated no need to strengthen liabilities associated with policies in
Japan. Our reviews in 2016, 2015 and 2014 indicated no need to strengthen liabilities associated with policies in the United States.
38
The table below reflects the growth of the future policy benefits liability for the years ended December 31.
(In millions of dollars and billions of yen)
2016
2015
Future Policy Benefits
Aflac U.S.
Growth rate
Aflac Japan
Growth rate
Consolidated
Growth rate
Yen/dollar exchange rate (end of period)
Aflac Japan (in yen)
Growth rate
$
$
$
8,442
4.4%
68,291
9.7%
76,106
9.2%
116.49
7,955
6.0%
$
$
$
8,087
4.6%
62,244
7.5%
69,687
6.2%
120.61
7,507
7.5%
$
$
$
2014
7,728
5.1 %
57,916
(6.3)%
65,646
(5.0)%
120.55
6,982
7.2 %
The growth of the future policy benefits liability in yen for Aflac Japan and in dollars for Aflac U.S. has been due to the aging of our in-force block
of business and the addition of new business.
In computing the estimate of unpaid policy claims, we consider many factors, including the benefits and amounts available under the policy; the
volume and demographics of the policies exposed to claims; and internal business practices, such as incurred date assignment and current claim
administrative practices. We monitor these conditions closely and make adjustments to the liability as actual experience emerges. Claim levels are
generally stable from period to period; however, fluctuations in claim levels may occur. In calculating the unpaid policy claim liability, we do not
calculate a range of estimates. The following table shows the expected sensitivity of the unpaid policy claims liability as of December 31, 2016 , to
changes in severity and frequency of claims.
(In millions)
Total Frequency
Increase by 2%
Increase by 1%
Unchanged
Decrease by 1%
Decrease by 2%
Sensitivity of Unpaid Policy Claims Liability
Decrease
by 2%
Decrease
by 1%
$
0
(24)
(48)
(71)
(94)
$
24
0
(24)
(48)
(71)
Total Severity
Unchanged
Increase
by 1%
Increase
by 2%
$
48
24
0
(24)
(48)
$
73
49
24
0
(24)
$
98
73
48
24
0
Other policy liabilities, which accounted for 15% of total policy liabilities as of December 31, 2016 , consisted primarily of discounted advance
premiums on deposit from policyholders in conjunction with their purchase of certain Aflac Japan insurance products. These advanced premiums
are deferred upon collection and recognized as premium revenue over the contractual premium payment period. Advanced premiums represented
38% and 43% of the December 31, 2016 and 2015 other policy liabilities balances, respectively. See the Aflac Japan segment subsection of this
MD&A for further information.
Income Taxes
Income tax provisions are generally based on pretax earnings reported for financial statement purposes, which differ from those amounts used
in preparing our income tax returns. Deferred income taxes are recognized for temporary differences between the financial reporting basis and
income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which we expect the
temporary differences to reverse. The evaluation of a tax position in accordance with U.S. GAAP is a two-step process. Under the first step, the
enterprise determines whether it is more likely than not that a tax position will be sustained upon examination by taxing authorities. The second step
is measurement, whereby a tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to
recognize in the financial statements. A valuation allowance is established for deferred tax assets when it is more likely than not that an amount will
not be realized. The determination of a valuation allowance for deferred tax assets requires management to make certain judgments and
assumptions.
39
In evaluating the ability to recover deferred tax assets, our management considers all available evidence, including taxable income in open carry
back years, the existence of cumulative losses in the most recent years, forecasted earnings, future taxable income exclusive of reversing
temporary differences and carryforwards, future taxable temporary difference reversals, and prudent and feasible tax planning strategies. In the
event we determine it is not more likely than not that we will be able to realize all or part of our deferred tax assets in the future, a valuation
allowance would be charged to earnings in the period such determination is made. Likewise, if it is later determined that it is more likely than not that
those deferred tax assets would be realized, the previously provided valuation allowance would be reversed. Future economic conditions and market
volatility, including increases in interest rates or widening credit spreads, can adversely impact the Company’s tax planning strategies and in
particular the Company’s ability to utilize tax benefits on previously recognized capital losses. Our judgments and assumptions are subject to
change given the inherent uncertainty in predicting future performance and specific industry and investment market conditions.
Interest rates and credit spreads in both the United States and Japan are not the only factors that impact the Company’s unrealized gain/loss
position and the evaluation of a need for a valuation allowance on the Company’s deferred tax asset, but they do have a direct and significant effect
on both. Based on our methodology described above for evaluating the need for a valuation allowance, we have determined that it is more likely
than not that our deferred tax assets will be realized in the future, therefore we have not recorded a valuation allowance as of December 31, 2016 .
See Note 10 of the Notes to the Consolidated Financial Statements for additional information.
New Accounting Pronouncements
During the last three years, various accounting standard-setting bodies have been active in soliciting comments and issuing statements,
interpretations and exposure drafts. For information on new accounting pronouncements and the impact, if any, on our financial position or results of
operations, see Note 1 of the Notes to the Consolidated Financial Statements.
RESULTS OF OPERATIONS
The following discussion includes references to our performance measures, operating earnings and operating earnings per diluted share, which
are not calculated in accordance with U.S. GAAP. These measures exclude items that we believe may obscure the underlying fundamentals and
trends in our insurance operations because they tend to be driven by general economic conditions and events or related to infrequent activities not
directly associated with our insurance operations. Our management uses operating earnings and operating earnings per diluted share to evaluate
the financial performance of our insurance operations on a consolidated basis, and we believe that a presentation of these measures is vitally
important to an understanding of our underlying profitability drivers and trends of our insurance business.
Aflac defines operating earnings (a non-U.S. GAAP financial measure) as the profits derived from operations. Operating earnings includes
interest cash flows associated with notes payable but excludes items that cannot be predicted or that are outside of management's control, such as
realized investment gains and losses from securities transactions, impairments, and derivative and hedging activities; nonrecurring items; and other
non-operating income (loss) from net earnings. Aflac's derivative activities are primarily used to hedge foreign exchange and interest rate risk in our
investment portfolio as well as manage foreign exchange risk for certain notes payable and forecasted cash flows denominated in yen. We define
operating earnings per share (basic or dilutive) to be operating earnings for the period divided by the average outstanding shares (basic or dilutive)
for the period presented.
Because a significant portion of our business is conducted in Japan and foreign exchange rates are outside of management’s control, we
believe it is important to understand the impact of translating Japanese yen into U.S. dollars. Operating earnings and operating earnings per diluted
shares excluding current period foreign currency impact are computed using the average yen/dollar exchange rate for the comparable prior year
period, which eliminates dollar based fluctuations driven solely from currency rate changes.
The following table is a reconciliation of items impacting operating earnings, net earnings, operating earnings per diluted share, and net
earnings per diluted share to the most directly comparable U.S. GAAP measures for the years ended December 31.
40
Reconciliation of Net Earnings to Operating Earnings
In Millions
Per Diluted Share
2016
2015
2014
2016
2015
2014
$
2,659
$
2,533
$
2,951
$
6.42 $
5.85 $
6.50
Net earnings
Items impacting net earnings:
Realized investment (gains) losses:
Securities transactions and impairments
(132)
(150)
(184)
(.32)
(.35)
(.40)
Impact of derivative and hedging activities:
Hedge costs related to foreign currency
investments (1)
Other derivative and hedging activities (1),(2)
Other and non-recurring (income) loss
Income tax (benefit) expense on items excluded
from operating earnings (1)
Operating earnings
Current period foreign currency impact (4)
Operating earnings excluding current period
foreign currency impact (5)
186
154
28
(83)
2,812
(141)
72
23
266 (3)
(74)
2,670
N/A
35
(22)
(67)
84
2,797
N/A
.45
.37
.07
(.20)
6.79
(.34)
.17
.05
.61
(.17)
6.16
N/A
.08
(.05)
(.15)
.18
6.16
N/A
$
2,671
$
2,670
$
2,797
$
6.45 $
6.16 $
6.16
(1) Prior year amounts have been reclassified to reflect the change in methodology of calculating the hedge costs related to foreign currency investments. See
"Hedge Costs" discussion below for further discussion.
(2) Excludes a gain of $85 in both 2016 and 2015 and $44 in 2014 related to the interest rate component of the change in fair value of foreign currency swaps on
notes payable which is classified as an operating gain when analyzing segment operations
(3) Includes a loss of $20 in 2015 related to the change in value of yen repatriation received in advance of settlement of certain foreign currency derivatives. This
loss was offset by derivative gains included in other derivative and hedging activities.
(4) Prior period foreign currency impact reflected as “N/A” to isolate change for current period only.
(5) Amounts excluding current period foreign currency impact are computed using the average yen/dollar exchange rate for the comparable prior-year period,
which eliminates dollar-based fluctuations driven solely from currency rate changes.
Realized Investment Gains and Losses
Our investment strategy is to invest primarily in fixed-maturity securities to provide a reliable stream of investment income, which is one of the
drivers of the Company’s growth and profitability. This investment strategy incorporates asset-liability matching (ALM) to align the expected cash
flows of the portfolio to the needs of the Company's liability structure. We do not purchase securities with the intent of generating capital gains or
losses. However, investment gains and losses may be realized as a result of changes in the financial markets and the creditworthiness of specific
issuers, tax planning strategies, and/or general portfolio management and rebalancing. The realization of investment gains and losses is
independent of the underwriting and administration of our insurance products, which are the principal drivers of our profitability.
Securities Transactions and Impairments
During 2016 , we realized pretax investment gains , net of losses , of $215 million ( $140 million after-tax) from sales and redemptions of
securities. These net gains were primarily related to foreign currency gains on sale and redemption activities as well as gains related to call activity
on previously impaired securities. We realized pretax investment losses of $83 million ( $54 million after-tax) as a result of the recognition of other-
than-temporary impairment losses on certain securities.
During 2015 , we realized pretax investment gains, net of losses, of $303 million ( $197 million after-tax) from sales and redemptions of
securities. These net gains primarily resulted from sales of Japanese Government Bonds (JGBs) as part of a portfolio repositioning exercise. We
realized pretax investment losses of $153 million ( $100 million after-tax) as a result of the recognition of other-than-temporary impairment losses on
certain securities. Investment losses were primarily related to the recognition of an other-than-temporary impairment loss on a single holding.
During 2014 , we realized pretax investment gains, net of losses, of $215 million ( $140 million after-tax) from sales and redemptions of
securities. These net gains primarily resulted from gains on sales of JGBs and our U.S. Treasury holdings, currency gains from transactions by our
externally managed portfolio of U.S. dollar-denominated bank loans, and assorted
41
other bond sales and calls. We realized pretax investment losses of $31 million ( $20 million after-tax) as a result of the recognition of other-than-
temporary impairment losses on certain securities.
See Note 3 of the Notes to the Consolidated Financial Statements for more details on these investment activities.
Impact of Derivative and Hedging Activities
Our derivative instruments include foreign currency swaps and credit default swaps held in consolidated VIEs; foreign currency forwards and
options, interest rate swaptions and futures on certain fixed-maturity securities; foreign currency forwards and options that economically hedge
certain portions of forecasted cash flows denominated in yen; and foreign currency swaps associated with certain senior notes and our subordinated
debentures. During 2016 , we realized pretax investment losses , net of gains , of $255 million , compared with pretax investment losses, net of
gains, of $10 million in 2015 and pretax investment gains, net of losses, of $31 million in 2014 as a result of valuing these derivatives, net of the
effects of hedge accounting. For a description of other items that could be included in the Impact of Derivative and Hedging Activities, see the
Hedging Activities subsection of MD&A and Note 4 of the accompanying Notes to the Consolidated Financial Statements.
Hedge Costs
Our Reconciliation of Net Earnings to Operating Earnings table above includes a line item related to the costs incurred in using foreign currency
forward contracts to hedge a portion of the foreign currency exchange risk on the U.S. dollar-denominated assets in Aflac Japan's investment
portfolio. These hedge costs are derived from the difference between the foreign currency spot rate at time of trade inception and the contractual
foreign currency forward rate. For our non-U.S. GAAP reporting disclosures, we have historically reported the total hedge costs of these contracts in
the period in which the foreign currency forward was executed. Beginning in 2016, we changed our non-U.S. GAAP reporting for these hedge costs
by amortizing them evenly over the life of the foreign currency forward contracts. We believe amortizing the hedge costs over the life of these
contracts provides a better measure of our non-U.S. GAAP results as compared to our historical methodology. In 2016, we began increasing the
duration of the foreign currency forward contracts used to hedge our U.S. dollar-denominated assets in Aflac Japan's investment portfolio to cover
periods extending beyond one year. Therefore, recognizing these costs over the extended hedging periods provides a better measure of our costs,
and better reflects the economics of how hedge costs emerge over the life of the hedge. The table below summarizes the impact of our change in
hedge cost reporting methodology:
Hedge Costs Related to Foreign Investments (Non-U.S. GAAP basis)
(In millions)
Period
2016:
Quarter ended September 30,
Quarter ended June 30,
Quarter ended March 31,
Year ended December 31,
Quarter ended September 30,
Quarter ended June 30,
Quarter ended March 31,
Year ended December 31,
Quarter ended September 30,
Quarter ended June 30,
Quarter ended March 31,
Pretax basis
Historical
Reporting
Method
Revised
Reporting
Method
$
(188)
$
(48)
(44)
2015:
$
(136)
$
(28)
(18)
(14)
2014:
$
(37)
$
(1)
(25)
(10)
(54)
(37)
(32)
(72)
(17)
(16)
(13)
(35)
(10)
(8)
(7)
42
Hedge costs can fluctuate based upon many factors, including the derivative notional amount, the length of time of the derivative contract, and
changes in both U.S. and Japan interest rates. Hedge costs have increased in recent periods due to changes in the previously mentioned factors.
For additional information regarding realized investment gains and losses, see Notes 3 and 4 of the Notes to the Consolidated Financial
Statements.
Other and Non-recurring Items
The Company includes the accounting impacts of remeasurement associated with changes in the yen/dollar exchange rate as an other non-
operating item. During 2016, we recognized a foreign currency gain of $109 million due to a temporary sizable U.S. dollar cash balance and cash
settlements of U.S. dollar-denominated investment transactions within the Japan segment. In December 2016, the Parent Company completed a
tender offer in which it extinguished $176 million principal of its 6.90% senior notes due 2039 and $193 million principal of its 6.45% senior notes
due 2040. The pretax non-operating loss due to the early redemption of these notes was $137 million . During 2015, the make-whole premium paid
to the investors of our 8.50% fixed-rate senior notes for the early redemption of those notes was recorded as a $230 million pretax non-operating
loss. We consider the costs associated with the early redemption of our debt to be unrelated to the underlying fundamentals and trends in our
insurance operations. Additionally, these costs are driven by changes in interest rates subsequent to the issuance of the debt, and we consider
these interest rate changes to represent economic conditions not directly associated with our insurance operations.
Foreign Currency Translation
Aflac Japan’s premiums and approximately half of its investment income are received in yen. Claims and most expenses are paid in yen, and we
purchase yen-denominated assets and U.S. dollar-denominated assets, which may be hedged to yen, to support yen-denominated policy liabilities.
These and other yen-denominated financial statement items are, however, translated into dollars for financial reporting purposes. We translate Aflac
Japan’s yen-denominated income statement into dollars using an average exchange rate for the reporting period, and we translate its yen-
denominated balance sheet using the exchange rate at the end of the period.
Due to the size of Aflac Japan, where our functional currency is the Japanese yen, fluctuations in the yen/dollar exchange rate can have a
significant effect on our reported results. In periods when the yen weakens, translating yen into dollars results in fewer dollars being reported. When
the yen strengthens, translating yen into dollars results in more dollars being reported. Consequently, yen weakening has the effect of suppressing
current period results in relation to the comparable prior period, while yen strengthening has the effect of magnifying current period results in relation
to the comparable prior period. As a result, we view foreign currency translation as a financial reporting issue for Aflac rather than an economic
event to our Company or shareholders.
Income Taxes
Our combined U.S. and Japanese effective income tax rate on pretax earnings was 34.6% in 2016 , 34.4% in 2015 and 34.3% in 2014 . Total
income taxes were $1.4 billion in 2016 , compared with $1.3 billion in 2015 and $1.5 billion in 2014 . Japanese income taxes on Aflac Japan's results
account for most of our consolidated income tax expense. See Note 10 of the Notes to the Consolidated Financial Statements for additional
information.
2017 Outlook
Our objective in 2017 is to maintain our strong capital position while producing stable earnings and strong cash flows. We believe that our
market-leading position, powerful brand recognition and diverse distribution in Japan and the United States will provide support toward this objective.
In 2017, we expect the low-interest rate environment to continue in Japan, and we will continue to monitor these and other economic conditions as
we execute on our plans for sales, investments and capital management.
We believe that our efforts will continue our prudent strategies for capital deployment, as well as our ongoing commitment to customer service,
product innovation and distribution enhancement.
43
INSURANCE OPERATIONS
Aflac's insurance business consists of two segments: Aflac Japan and Aflac U.S. Aflac Japan, which operates as a branch of Aflac, is the
principal contributor to consolidated earnings. U.S. GAAP financial reporting requires that a company report financial and descriptive information
about operating segments in its annual and interim period financial statements. Furthermore, we are required to report a measure of segment profit
or loss, certain revenue and expense items, and segment assets.
We evaluate our sales efforts using new annualized premium sales, an industry operating measure. New annualized premium sales, which
include both new sales and the incremental increase in premiums due to conversions, represent the premiums that we would collect over a 12-
month period, assuming the policies remain in force. For Aflac Japan, new annualized premium sales are determined by applications submitted
during the reporting period. For Aflac U.S., new annualized premium sales are determined by applications that are issued during the reporting
period. Premium income, or earned premiums, is a financial performance measure that reflects collected or due premiums that have been earned
ratably on policies in force during the reporting period.
AFLAC JAPAN SEGMENT
Aflac Japan Pretax Operating Earnings
Changes in Aflac Japan's pretax operating earnings and profit margins are primarily affected by morbidity, mortality, expenses, persistency and
investment yields. The following table presents a summary of operating results for Aflac Japan for the years ended December 31.
Aflac Japan Summary of Operating Results
(In millions)
Net premium income
Net investment income:
Yen-denominated investment income
Dollar-denominated investment income
Net investment income
Other income (loss)
Total operating revenues
Benefits and claims, net
Operating expenses:
Amortization of deferred policy acquisition costs
Insurance commissions
Insurance and other expenses
Total operating expenses
Total benefits and expenses
Pretax operating earnings (1)
Weighted-average yen/dollar exchange rate
2016
2015
2014
$ 13,537
$ 12,046
$ 13,861
1,346
1,208
2,554
40
16,131
9,828
644
787
1,538
2,969
12,797
1,227
1,209
2,436
31
14,513
8,705
578
719
1,336
2,633
11,338
1,429
1,233
2,662
32
16,555
10,084
649
845
1,519
3,013
13,097
$
3,334
$
3,175
$
3,458
108.70
120.99
105.46
Percentage change over previous period:
2016
In Dollars
2015
2014
2016
In Yen
2015
2014
Net premium income
Net investment income
12.4%
4.9
(13.1)%
(8.5)
(7.5)%
.4
Total operating revenues
Pretax operating earnings (1)
(1) See the Insurance Operations section of this MD&A for our definition of segment operating earnings.
(12.3)
(8.2)
11.2
5.0
(6.4)
(4.7)
.8 %
(.4)%
.1%
(5.8)
(.3)
(5.7)
4.8
.5
5.3
8.8
1.3
3.1
Annualized premiums in force at December 31, 2016 , were 1.61 trillion yen, compared with 1.62 trillion yen in 2015 and 1.59 trillion yen in 2014
. The decrease in annualized premiums in force in yen of .7% in 2016 reflects the net effect of sales of new policies combined with limited-pay
policies becoming paid-up and the persistency of Aflac Japan’s business.
44
The increases in annualized premiums in force in yen of 1.5% in 2015 and 1.7% in 2014 reflect the sales of new policies combined with the high
persistency of Aflac Japan's business. Annualized premiums in force, translated into dollars at respective year-end exchange rates, were $ 13.8
billion in 2016 , $13.4 billion in 2015 , and $13.2 billion in 2014 .
Aflac Japan's investment portfolios include U.S. dollar-denominated securities and reverse-dual currency securities (yen-denominated debt
securities with dollar coupon payments). U.S. dollar-denominated investment income from these assets accounted for approximately 47% of Aflac
Japan's investment income in 2016 , compared with 50% in 2015 and 46% in 2014 . In years when the yen strengthens in relation to the dollar,
translating Aflac Japan's U.S. dollar-denominated investment income into yen lowers growth rates for net investment income, total operating
revenues, and pretax operating earnings in yen terms. In years when the yen weakens, translating U.S. dollar-denominated investment income into
yen magnifies growth rates for net investment income, total operating revenues, and pretax operating earnings in yen terms. Excluding foreign
currency changes from the respective prior year (a non-U.S. GAAP measure), U.S. dollar-denominated investment income accounted for
approximately 50% of Aflac Japan's investment income during 2016 , compared with 46% in 2015 and 44% in 2014 .
The following table illustrates the effect of translating Aflac Japan's U.S. dollar-denominated investment income and related items into yen by
comparing certain segment results with those that would have been reported had yen/dollar exchange rates remained unchanged from the prior
year. In order to compare the current year to the prior year without the impact of foreign currency, the current year's income statement is translated
at the prior year's average exchange rate.
Aflac Japan Percentage Changes Over Prior Year
(Yen Operating Results)
Including Foreign
Currency Changes
2016
2015
2014
2016
Excluding Foreign
Currency Changes (2)
2015
2014
Net investment income
(5.8)%
4.8%
8.8%
(.8)%
(1.9)%
4.8%
Total operating revenues
Pretax operating earnings (1)
(1) See the Insurance Operations section of this MD&A for our definition of segment operating earnings.
(2) Amounts excluding foreign currency impact on U.S. dollar-denominated items (a non-U.S. GAAP measure) were determined using the same yen/dollar
(2.0)
(5.7)
(.3)
(.6)
1.3
5.3
3.1
.4
.6
.5
.7
.3
exchange rate for the current year as each respective prior year.
The following table presents a summary of operating ratios in yen terms for Aflac Japan for the years ended December 31.
Ratios to total revenues:
Benefits and claims, net
Operating expenses:
Amortization of deferred policy acquisition costs
Insurance commissions
Insurance and other expenses
Total operating expenses
Pretax operating earnings (1)
2016
60.9%
2015
60.0%
2014
60.9%
4.0
4.9
9.5
18.4
20.7
4.0
5.0
9.1
18.1
21.9
3.9
5.1
9.2
18.2
20.9
(1) See the Insurance Operations section of this MD&A for our definition of segment operating earnings.
In 2016, the benefit ratio increased primarily due to the effects of foreign currency translation and reserve strengthening on a block of care
policies, and the operating expense ratio increased primarily due to activities related to sales promotions, IT infrastructure enhancement and
personnel. In total, the pretax operating profit margin decreased in 2016, compared with 2015, reflecting the effect of the stronger yen and the
increase in the benefit and expense ratios. For 2017, we anticipate the pretax operating profit margin to remain stable.
45
Aflac Japan Sales
The following table presents Aflac Japan's new annualized premium sales for the years ended December 31.
(In millions of dollars and billions of yen)
2016
In Dollars
2015
2014
New annualized premium sales
$
1,045
$
997
$
1,080
2016
113.7
In Yen
2015
120.9
2014
114.5
Increase (decrease) over prior period
4.8%
(7.7)%
(29.8)%
(5.9)%
5.5%
(23.3)%
The following table details the contributions to new annualized premium sales by major insurance product for the years ended December 31.
Cancer
Medical
Ordinary life:
WAYS
Other ordinary life
Child endowment
Other
Total
2016
2015
2014
46.6
26.0
11.9
6.2
6.4
2.9
40.4
26.4
16.7
6.2
8.2
2.1
30.3
31.8
14.0
8.3
10.2
5.4
100.0%
100.0%
100.0%
The foundation of Aflac Japan's product portfolio has been, and continues to be, our third sector cancer and medical insurance products. Sales
of third sector products on a yen basis increased 4.1% in 2016 , compared with 2015 . We have been focusing more on promotion of our cancer and
medical insurance products in this low-interest-rate environment. These products are less interest-rate sensitive and more profitable compared to
first sector products.
Cancer insurance sales on a yen basis were up 8.5% in 2016 , compared with 2015 . Aflac Japan enhanced its medical insurance product with
new riders in June 2015. This revision provides better protection against critical diseases such as cancer, heart attack and stroke. Our 2016 sales
results also benefited from the launch of a new Income Support Insurance product in mid-July. This product provides fixed-benefit amounts in the
event that a policyholder is unable to work due to significant illness or injury and was developed to supplement the disability coverage within Japan’s
social security system. This product targets young to middle-aged consumers, and by focusing our efforts on this demographic, we believe we are
building relationships that lay the groundwork for the sale of our cancer and medical insurance later in life to the Income Support policyholders. With
continued cost pressure on Japan’s health care system, we expect the need for third sector products will continue to rise in the future, and we
remain convinced that the medical and cancer insurance products Aflac Japan provides will continue to be an important part of our product portfolio.
As a result of the interest rate policy in Japan, we took significant actions to limit sales of certain of Aflac Japan’s first sector products, including
WAYS and child endowment. Those actions gained traction in mid-2016 as first sector product sales were down 26.1% on a yen basis for the year,
compared with 2015 . We expect that for 2017, this deliberate trend will continue, and our focus will remain on less interest-sensitive third sector
products.
Independent corporate agencies and individual agencies contributed 46.7% of total new annualized premium sales for Aflac Japan in 2016 ,
compared with 47.0% in 2015 and 46.1% in 2014 . Affiliated corporate agencies, which include Japan Post, contributed 44.4% of total new
annualized premium sales in 2016 , compared with 38.1% in 2015 and 32.4% in 2014 . In 2016 , we recruited approximately 200 new sales
agencies. At December 31, 2016 , Aflac Japan was represented by approximately 12,100 sales agencies, with more than 108,700 licensed sales
associates employed by those agencies.
At December 31, 2016 , we had agreements to sell our products at 372 banks, approximately 90% of the total number of banks in Japan. Bank
channel sales contributed 8.9% of Aflac Japan new annualized premium sales in 2016 , compared with 14.9% in 2015 and 21.5% in 2014 .
46
Japan Post has expanded the number of post offices that offer Aflac's cancer insurance products from 10,000 in the fourth quarter of 2014 to
more than 20,000 postal outlets as of July 2015. We believe this alliance with Japan Post has and will further benefit our cancer insurance sales.
Japanese Regulatory Environment
In June 2013, a revision to the Financial Instruments and Exchange Act established a post-funded Orderly Resolution Regime for financial
institutions to prevent a financial crisis in the event of a financial institution’s failure. This regime came into effect in March 2014 and has not had,
and is not expected to have, a material impact on the Company's operations in Japan.
Aflac Japan Investments
The level of investment income in yen is affected by available cash flow from operations, the timing of investing the cash flow, yields on new
investments, the effect of yen/dollar exchange rates on U.S. dollar-denominated investment income, and other factors.
As part of the Company's portfolio management and asset allocation process, Aflac Japan invests in U.S. dollar-denominated investments. Aflac
Japan has been investing in both publicly-traded and privately originated U.S. dollar-denominated investment grade and below investment grade
fixed-maturity securities and loans, and has entered into foreign currency forwards and options to hedge the currency risk on the fair value of a
portion of the U.S. dollar investments. In 2015, Aflac Japan increased its allocation to U.S. dollar-denominated investments, including senior secured
bank loans and high yield corporate bonds, and initiated a commercial mortgage loan investment program. In 2016, Aflac Japan began investing in
senior secured commercial mortgage loans and middle market loans, and later during the fourth quarter initiated an infrastructure debt program. In
2016 , Aflac Japan invested an additional $ 535 million in bank loans, $750 million in commercial mortgage loans, $76 million in middle market
loans, and $13 million in infrastructure debt. As of December 31, 2016 , Aflac Japan had $19 million and $476 million in outstanding commitments to
fund commercial mortgage loans and middle market loans, respectively. These commitments are contingent upon final underwriting and due
diligence to be performed on the commercial mortgage loans and the availability of middle market loans that meet underwriting criteria. In addition,
starting in the first quarter of 2016, Aflac Japan initiated an allocation to a dividend-focused U.S. public equity securities program. In 2016 , Aflac
Japan invested $637 million in U.S. public equities, which are classified as available for sale and carried on the balance sheet at fair value.
Beginning in the third quarter of 2016, the Company began hedging the currency risk on the carrying value of U.S. dollar-denominated bank loans,
commercial mortgage loans, and equity securities through the use of foreign currency forwards.
Our yen-denominated private placement portfolio has declined over the last several years as a result of call and maturity activity and no
reinvestment activity. However, beginning in 2016 we began to selectively purchase yen-denominated private placements, which resulted in $268
million of purchases for the full year.
Starting in 2015, Aflac Japan added investments in dividend-focused yen-denominated publicly traded equity securities, including investments in
exchange traded funds (ETFs) holding Japan real estate investment trusts. In 2016 , Aflac Japan invested $258 million in yen-denominated publicly
traded equity securities, which are classified as available for sale and carried on the balance sheet at fair value.
See the Analysis of Financial Condition section of this MD&A for further discussion of these investment programs, and see Notes 1, 3 and 4 of
the Notes to the Consolidated Financial Statements for more information regarding loans and loan receivables.
Funds available for investment include cash flows from operations, investment income, and funds generated from maturities, redemptions,
securities lending, and other securities transactions. Securities lending is also used from time to time to accelerate the availability of funds for
investment. Purchases of securities from period to period are determined based on multiple objectives including appropriate portfolio diversification,
the relative value of a potential investment and availability of investment opportunities, liquidity, credit and other risk factors while adhering to our
investment policy guidelines. Aflac Japan purchased debt security investments at an aggregate acquisition cost of approximately 1.0 trillion yen in
2016 (approximately $9.1 billion ), 663.6 billion yen in 2015 (approximately $5.5 billion ) and 1.0 trillion yen in 2014 (approximately $10.0 billion ).
The following table presents the results of Aflac Japan's investment yields for the years ended and as of December 31.
47
New money yield (2)
Return on average invested assets, net of investment expenses (3)
1.40%
2.68
2.89%
2.80
Portfolio book yield, including dollar-denominated investments, end of period (2)
(1) Yields are reported before the cost of foreign currency forwards that hedge foreign exchange risk of U.S. dollar-denominated publicly
traded corporate bonds.
(2) Includes fixed maturities and perpetual securities, loan receivables, and equities
(3) Number reflected on a quarterly average basis
2.62%
2.80%
2.07%
2.80
2.83%
2016 (1)
2015 (1)
2014 (1)
On January 1, 2016, the company revised its definition of purchases to include the reinvestment of proceeds related to unplanned sale activity.
New purchases include all purchases related to fixed maturities and perpetuals, loan receivables, and equities. Securities lending/repurchase
agreement activity and capital contributions to alternatives are excluded. The definition of new money yield has also been revised to reflect this
change. Yields for equities are based on the assumed dividend yield at the time of purchase. Historical amounts have been revised to reflect the
new definitions.
The decrease in the Aflac Japan new money yield in 2016 was primarily due to the increased allocation to Japan Government Bonds (JGBs)
and other high quality yen-denominated investments, as well as lower U.S. and Japan interest rates during much of the investment period.
The following table presents the composition of total investments by sector, at cost or amortized cost, and cash for Aflac Japan ($ 91.9 billion in
2016 and $85.1 billion in 2015 ) as of December 31.
Composition of Portfolio by Sector
Debt and perpetual securities, at amortized cost:
Banks/financial institutions (1)
Government and agencies
Municipalities
Public utilities
Sovereign and supranational
Mortgage- and asset-backed securities
Other corporate (2)
Total debt and perpetual securities
Equity securities
Other investments
Cash and cash equivalents
2016
9.6%
47.4
.9
8.3
3.9
1.3
24.8
96.2
1.2
1.1
1.5
2015
11.5%
43.8
.8
8.9
4.1
.5
28.6
98.2
.5
.2
1.1
Total investments and cash
100.0%
100.0%
(1) Includes 1.4% and 1.9% of perpetual securities at December 31, 2016 and 2015 , respectively
(2) Includes .2% of perpetual securities at December 31, 2016 and 2015 , respectively
Our highest sector concentration is in government and agencies. See Note 3 of the Notes to the Consolidated Financial Statements and the
Market Risks of Financial Instruments - Credit Risk subsection of MD&A for more information regarding the sector concentrations of our
investments.
Yen-denominated debt and perpetual securities accounted for 76.1% of Aflac Japan's total debt and perpetual securities at December 31, 2016 ,
compared with 72.8% at December 31, 2015 , at amortized cost.
The overall credit quality of Aflac Japan's investments remained high. At the end of 2016 , 94.8% of Aflac Japan's debt and perpetual securities
were rated investment grade, on an amortized cost basis.
See Notes 3, 4 and 5 of the Notes to the Consolidated Financial Statements and the Analysis of Financial Condition section of this MD&A for
additional information on our investments and hedging strategies.
48
AFLAC U.S. SEGMENT
Aflac U.S. Pretax Operating Earnings
Changes in Aflac U.S. pretax operating earnings and profit margins are primarily affected by morbidity, mortality, expenses, persistency and
investment yields. The following table presents a summary of operating results for Aflac U.S. for the years ended December 31.
Aflac U.S. Summary of Operating Results
(In millions)
Net premium income
Net investment income
Other income
Total operating revenues
Benefits and claims
Operating expenses:
Amortization of deferred policy acquisition costs
Insurance commissions
Insurance and other expenses
Total operating expenses
Total benefits and expenses
Pretax operating earnings (1)
Percentage change over previous period:
Net premium income
Net investment income
Total operating revenues
Pretax operating earnings (1)
2016
$
5,454
2015
$
5,347
2014
$
5,211
703
10
6,167
2,869
497
580
1,013
2,090
4,959
678
8
6,033
2,873
488
585
986
2,059
4,932
645
3
5,859
2,853
459
590
884
1,933
4,786
$
1,208
$
1,101
$
1,073
2.0%
2.6%
3.8
2.2
9.7
5.0
3.0
2.7
1.1%
2.1
1.2
3.3
(1) See the Insurance Operations section of this MD&A for our definition of segment operating earnings.
Annualized premiums in force increased 2.4% in 2016 , 1.6% in 2015 and 1.8% in 2014 . Annualized premiums in force at December 31 were
$5.9 billion in 2016 , compared with $5.8 billion in 2015 and $5.7 billion in 2014 .
The following table presents a summary of operating ratios for Aflac U.S. for the years ended December 31.
Ratios to total revenues:
Benefits and claims
Operating expenses:
Amortization of deferred policy acquisition costs
Insurance commissions
Insurance and other expenses
Total operating expenses
Pretax operating earnings (1)
2016
46.5%
2015
47.6%
8.1
9.4
16.4
33.9
19.6
8.1
9.7
16.3
34.1
18.3
2014
48.7%
7.8
10.1
15.1
33.0
18.3
(1) See the Insurance Operations section of this MD&A for our definition of segment operating earnings.
The benefit ratio decreased in 2016, compared with 2015, due to a mix of business changes and continued favorable claims experience. The
operating expense ratio remained relatively stable in 2016, compared with 2015. In total, the pretax operating profit margin improved in 2016,
compared with 2015, due to lower benefit ratios. In 2017, we expect the benefit and expense ratios to remain relatively stable.
49
Aflac U.S. Sales
The following table presents Aflac's U.S. new annualized premium sales for the years ended December 31.
(In millions)
New annualized premium sales
Increase (decrease) over prior period
2016
$
1,482
(.3)%
2015
$
1,487
3.7%
2014
$
1,433
.7%
The following table details the contributions to new annualized premium sales by major insurance product category for the years ended
December 31.
Income-loss protection:
Short-term disability
Life
Asset-loss protection:
Accident
Critical care (1)
Supplemental medical:
Hospital indemnity
Dental/vision
Total
2016
2015
2014
23.5%
5.1
29.5
22.1
14.8
5.0
23.2%
5.2
29.9
21.9
14.6
5.2
22.4%
5.8
28.1
21.4
16.4
5.9
100.0%
100.0%
100.0%
(1) Includes cancer, critical illness and hospital intensive care products
New annualized premium sales for accident insurance, our leading product category, decreased 1.5% , short-term disability sales increased .9%
, critical care insurance sales (including cancer insurance) increased .4% , and hospital indemnity insurance sales increased .7% in 2016 ,
compared with 2015 .
The addition of group products has expanded our reach and enabled us to generate more sales opportunities with larger employers, brokers,
and our traditional sales agents. We anticipate that the appeal of our group products will continue to enhance our opportunities to connect with
larger businesses and their employees. Our portfolio of group and individual products offers businesses the opportunity to give their employees a
more valuable and comprehensive selection of benefit options.
In 2016 , our traditional U.S. sales forces included more than 9,000 U.S. associates who were actively producing business on a weekly basis.
We believe that the average weekly producer equivalent metric allows our sales management to monitor progress and needs. In 2016, sales
through employers with less than 100 workers were relatively flat. In 2017, we will continue to focus our career sales agents on selling to this
segment.
Beyond expanding the size and capabilities of our traditional sales force, we remain encouraged about establishing and developing relationships
with insurance brokers that typically handle the larger-case market. Broker sales to groups with 1,000 or more employees experienced double-digit
percentage growth in 2016.
We believe that changes we have made to our career and broker management infrastructure since 2014 have provided a platform for expanded
long-term growth opportunities. During 2014, Aflac U.S. implemented tactical initiatives centered around providing competitive compensation to our
career agent sales hierarchy and positioning us to more effectively and consistently execute on the U.S. sales strategy across all states. These
measures were designed to more effectively link sales management's success to Aflac's success. For example, we enhanced compensation through
an incentive bonus for the first level of our sales management, district sales coordinators, who are primarily responsible for selling Aflac products
and training new sales associates. Additionally, we eliminated the commission-based position of state sales coordinator. To better manage our state
operations, we introduced the new position of market director, effective October 1, 2014. Market directors are salaried with the opportunity to earn
sales-related bonuses. We believe these changes have enhanced and will continue to enhance performance management and better align
compensation with new business results.
50
One Day Pay SM is a claims initiative that we have focused on at Aflac U.S. to process, approve and pay eligible claims in just one day. We
believe that this claims practice enhances our brand reputation and the trust our policyholders have in Aflac, and it helps Aflac stand out from
competitors.
Our products provide cash benefits that can be used to help with increasing out-of-pocket medical expenses, help cover household costs, or
protect against income and asset loss. Our group products and relationships with insurance brokers that handle the larger-case market are helping
us as we expand our reach selling to larger businesses. We are regularly evaluating the marketplace to identify opportunities to bring the most
relevant, cost-effective products to our customers. We believe the need for our products remains very strong, and we continue to work on enhancing
our distribution capabilities to access employers of all sizes, including initiatives that benefit our field force and the broker community. At the same
time, we are seeking opportunities to leverage our brand strength and attractive product portfolio in the evolving health care environment.
U.S. Regulatory Environment
The Affordable Care Act (ACA), federal health care reform legislation, is intended to give Americans of all ages and income levels access to
comprehensive major medical health insurance and gave the U.S. federal government direct regulatory authority over the business of health
insurance. The reform included major changes to the U.S. health care insurance marketplace. Among other changes, the reform legislation included
an individual medical insurance coverage mandate, provided for penalties on certain employers for failing to provide adequate coverage, created
health insurance exchanges, and addressed coverage and exclusions as well as medical loss ratios. It also imposed an excise tax on certain high
cost plans, known as the “Cadillac tax,” that is currently scheduled to begin in 2020. The legislation also included changes in government
reimbursements and tax credits for individuals and employers and alters federal and state regulation of health insurers. At this time it is unclear
whether implementation of the ACA will continue. While the ACA was enacted in 2010, the major elements of the law became effective on January
1, 2014. We believe that the ACA, as enacted, does not require material changes in the design of our insurance products. However, indirect
consequences of the legislation and regulations could present challenges and/or opportunities that could potentially have an impact on our sales
model, financial condition and results of operations.
Title VII of the Dodd-Frank Act and regulations issued thereunder, in particular rules to require central clearing and collateral for certain types of
derivatives, may have an impact on Aflac's derivative activity, including activity on behalf of Aflac Japan. In 2015 and 2016, six U.S. financial
regulators, including the U.S. Commodity Futures Trading Commission (CFTC), issued final rules that impose greater obligations on swap dealers
regarding uncleared swaps with certain counterparties, such as Aflac. Such rules, as well as similar regulations in Europe, become effective on
March 1, 2017 and may result in more stringent collateral requirements or affect other aspects of Aflac's derivatives activity.
The Dodd-Frank Act also established a Federal Insurance Office (FIO) under the U.S. Treasury Department to monitor all aspects of the
insurance industry and of lines of business other than certain health insurance, certain long-term care insurance and crop insurance. Traditionally,
U.S. insurance companies have been regulated primarily by state insurance departments. In December 2013, the FIO released a report entitled
"How To Modernize And Improve The System Of Insurance Regulation In The United States." The report was required by the Dodd-Frank Act, and
included 18 recommended areas of near-term reform for the states, including addressing capital adequacy and safety/soundness issues, reform of
insurer resolution practices, and reform of marketplace regulation. The report also listed nine recommended areas for direct federal involvement in
insurance regulation. Some of the recommendations outlined in the FIO report released in December 2013 have been implemented. The National
Association of Registered Agents and Brokers Reform Act, signed into law in January 2015, simplifies the agent and broker licensing process across
state lines. The FIO has also engaged with the supervisory colleges to monitor financial stability and identify regulatory gaps for large national and
internationally active insurers. The new presidential administration in the United States and Congress have stated proposals to reform or repeal
certain provisions of the Dodd-Frank Act. We cannot predict with any degree of certainty what impact, if any, such proposals will have on our U.S.
business, financial condition, or results of operations.
Under state insurance guaranty association laws and similar laws in international jurisdictions, we are subject to assessments, based on the
share of business we write in the relevant jurisdiction, for certain obligations of insolvent insurance companies to policyholders and claimants. In the
United States, some states permit member insurers to recover assessments paid through full or partial premium tax offsets. The Company's policy is
to accrue assessments when the entity for which the insolvency relates has met its state of domicile's statutory definition of insolvency, the amount
of the loss is reasonably estimable and the related premium upon which the assessment is based is written. In most states, the definition is met with
a declaration of financial insolvency by a court of competent jurisdiction.
51
Penn Treaty Network Company and its subsidiary American Network Insurance Company (collectively referred to as Penn Treaty) is a
financially distressed long-term care insurance company, with no affiliation to us. Penn Treaty was placed in rehabilitation on January 6, 2009, and
remained in rehabilitation as of December 31, 2016. Under state laws, health insurers will be assessed a share of the guarantee funds needed to
protect Penn Treaty’s policyholders. This charge will be funded over several years and the cash will be largely recovered through premium tax
credits over time. Current accounting practice only allows this charge to be recognized when a final court order of liquidation is declared, a condition
that had not been met as of December 31, 2016. We expect to accrue a charge of between $10 million and $20 million , in future periods, for our
portion of the assessment.
Aflac U.S. Investments
The level of investment income is affected by available cash flow from operations, the timing of investing the cash flow, yields on new
investments, and other factors.
Historically, Aflac U.S. has invested primarily in investment grade corporate bonds. In 2015, as part of the Company's portfolio management and
asset allocation process, Aflac U.S. purchased high yield corporate bonds and senior secured middle market loan receivables and initiated a senior
secured commercial mortgage loan investment program. In addition, in the fourth quarter of 2016, Aflac U.S. initiated an infrastructure debt program.
In 2016 , Aflac U.S. invested $18 million in high yield corporate bonds; $207 million in middle market loan receivables, of which $41 million was
unfunded; $111 million in commercial mortgage loans; and $2 million in infrastructure debt. As of December 31, 2016, the Company had $303
million in outstanding commitments to fund potential future loan originations related to the middle market loan investment program. This commitment
is contingent upon the availability of middle market loans that meet underwriting criteria. See Notes 1 and 3 of the Notes to the Consolidated
Financial Statements for more information regarding loans and loans receivables.
Starting in the first quarter of 2016, the Company initiated an allocation to dividend-focused U.S. public equity securities. The U.S. public equity
securities portfolio had a cost basis of $155 million as of December 31, 2016.
Funds available for investment include cash flows from operations, investment income, and funds generated from maturities, redemptions, and
other securities transactions. Purchases of securities from period to period are determined based on multiple objectives, including appropriate
portfolio diversification, the relative value of a potential investment and availability of investment opportunities, liquidity, credit and other risk factors
while adhering to our investment policy guidelines. Aflac U.S. purchased debt, equity, and loan receivable investments at an aggregate acquisition
cost of approximately $1.1 billion in 2016 , compared with $900 million in 2015 and $1.0 billion in 2014 .
The following table presents the results of Aflac's U.S. investment yields for the years ended and as of December 31.
New money yield (1)
Return on average invested assets, net of investment expenses (2)
Portfolio book yield, end of period (1)
(1) Includes fixed maturities and perpetual securities, loan receivables, and equities
(2) Number reflected on a quarterly average basis
2016
2015
2014
3.89%
5.04
5.60%
4.45%
5.19
5.77%
4.32%
5.46
5.89%
The decrease in the Aflac U.S. new money yield in 2016 was primarily due to lower U.S. interest rates during much of the investment period.
The following table presents the composition of total investments by sector, at cost or amortized cost, and cash for Aflac U.S. ( $14.1 billion in
2016 and $13.7 billion in 2015 ) as of December 31.
52
Composition of Portfolio by Sector
Debt and perpetual securities, at amortized cost:
Banks/financial institutions (1)
Government and agencies
Municipalities
Public utilities
Sovereign and supranational
Mortgage- and asset-backed securities
Other corporate
Total debt and perpetual securities
Equity securities
Other investments (2)
Cash and cash equivalents
2016
2015
9.8%
10.4%
.6
4.8
15.9
1.4
.3
53.7
86.5
.8
2.6
10.1
.7
5.1
16.9
1.4
.3
52.0
86.8
.0
1.3
11.9
Total investments and cash
100.0%
100.0%
(1) Includes .3% of perpetual securities at December 31, 2016 and 2015 , respectively.
(2) Includes 2.5% and .9% of loan receivables at December 31, 2016 and 2015 , respectively.
See Note 3 of the Notes to the Consolidated Financial Statements and the Market Risks of Financial Instruments - Credit Risk subsection of
MD&A for more information regarding the sector concentrations of our investments.
OTHER OPERATIONS
Corporate operating expenses consist primarily of personnel compensation, benefits, reinsurance retrocession activities, and facilities expenses.
Corporate expenses, excluding investment and retrocession income, were $141 million in 2016 , $90 million in 2015 and $91 million in 2014 .
Investment income included in reported corporate expenses was $18 million in 2016 , $22 million in 2015 and $13 million in 2014 , and net
retrocession income was $7 million in 2016 and 2015 .
ANALYSIS OF FINANCIAL CONDITION
Our financial condition has remained strong in the functional currencies of our operations. The yen/dollar exchange rate at the end of each
period is used to translate yen-denominated balance sheet items to U.S. dollars for reporting purposes.
The following table demonstrates the effect of the change in the yen/dollar exchange rate by comparing select balance sheet items as reported
at December 31, 2016 , with the amounts that would have been reported had the exchange rate remained unchanged from December 31, 2015 .
Impact of Foreign Exchange on Balance Sheet Items
(In millions)
Yen/dollar exchange rate (2)
Investments and cash
Deferred policy acquisition costs
Policy liabilities
As
Reported
116.49
Exchange
Effect
Net of
Exchange Effect (1)
120.61
$ 116,361
$
2,522
$
113,839
8,993
93,726
197
2,853
8,796
90,873
(1) Amounts excluding foreign currency changes on U.S. dollar-denominated items (a non-U.S. GAAP measure) were determined using the same yen/dollar
exchange rate for the current period as the comparable period in the prior year.
(2) The exchange rate at December 31, 2016 , was 116.49 yen to one dollar, or 3.5% stronger than the December 31, 2015 , exchange rate of 120.61 .
53
Investments
Our investment philosophy is to fulfill our fiduciary responsibility to invest assets in a prudent manner to meet the present and future needs of
our policyholders' contractual obligations while maximizing the long-term financial return on assets consistent with the company goal of maximizing
long-term shareholder value with defined risk appetites, limits, and maintaining adequate liquidity.
The following table details investment securities by segment as of December 31.
Investment Securities by Segment (1)
(In millions)
Securities available for sale, at fair value:
Fixed maturities
Perpetual securities
Equity securities
Total available for sale
Securities held to maturity, at amortized cost:
Fixed maturities
Total held to maturity
Total investment securities
Aflac Japan
Aflac U.S.
2016
2015
2016
2015
$
59,903
$
52,304
$
13,250
$ 12,522
1,577
1,185
62,665
33,350
33,350
1,890
493
54,687
33,459
33,459
56
124
57
5
13,430
12,584
0
0
0
0
$
96,015
$
88,146
$
13,430
$ 12,584
(1) Excludes available-for-sale fixed-maturity securities held by the Parent Company and other business segments of $607 in 2016 and $523 in 2015 .
Other investments primarily consisted of loan receivables that are recorded at amortized cost on the acquisition date and are carried at adjusted
amortized cost. The adjusted amortized cost of the loan receivables reflects allowances for expected incurred losses estimated based on past
events and current economic conditions as of each reporting date. See the Loans and Loan Receivables section in Note 3 of the Notes to the
Consolidated Financial Statements for further discussion of these investments.
Cash and cash equivalents totaled $4.9 billion , or 4.2% of total investments and cash, as of December 31, 2016, compared with $4.4 billion , or
4.1% , at December 31, 2015. For a discussion of the factors affecting our cash balance, see the Operating Activities, Investing Activities and
Financing Activities subsections of this MD&A.
For additional information concerning our investments, see Notes 3, 4, and 5 of the Notes to the Consolidated Financial Statements.
The ratings of our securities referenced in the table below are based on the ratings designations provided by major NRSROs (Moody's, S&P
and Fitch) or, if not rated, are determined based on our internal analysis of such securities. For investment-grade securities where the ratings
assigned by the major credit agencies are not equivalent, we use the second lowest rating that is assigned. For a description of the ratings
methodology that we use when a security is below investment grade or split-rated, see "Investments, Below-Investment-Grade and Split-Rated
Securities" in the Analysis of Financial Condition section of this MD&A.
The distributions of debt and perpetual securities we own, by credit rating, as of December 31 were as follows:
54
AAA
AA
A
BBB
BB or lower
Total
Composition of Securities Portfolio by Credit Rating
2016
Amortized
Cost
Fair
Value
2015
Amortized
Cost
Fair
Value
2.0%
1.9%
1.3%
1.3%
5.0
63.1
24.6
5.3
5.0
65.2
23.2
4.7
5.7
61.0
26.9
5.1
5.7
63.0
25.1
4.9
100.0%
100.0%
100.0%
100.0%
As of December 31, 2016 , our direct and indirect exposure to securities in our investment portfolio that were guaranteed by third parties was
immaterial both individually and in the aggregate.
The following table presents the 10 largest unrealized loss positions in our portfolio as of December 31, 2016 .
(In millions)
Diamond Offshore Drilling Inc.
Noble Holdings International Ltd.
Deutsche Postbank AG
Investcorp Capital Limited
AXA (1)
National Oilwell Varco Inc.
Kommunal Lanspensjonskasse (KLP) (1)
Baker Hughes Inc.
Transocean Inc.
Bank of America Corp.
(1) Includes perpetual security
Credit
Rating
Amortized
Cost
Fair
Value
Unrealized
Loss
BB
B
BB
BB
BBB
BBB
BBB
BBB
B
BBB
$
141
$
98
206
368
282
97
210
122
72
386
96
68
179
346
263
79
193
107
57
371
$
(45)
(30)
(27)
(22)
(19)
(18)
(17)
(15)
(15)
(15)
Generally, declines in fair values can be a result of changes in interest rates, yen/dollar exchange rate, and changes in net spreads driven by a
broad market move or a change in the issuer's underlying credit quality. At times in 2016, market volatility was at elevated levels, especially in the
energy and commodity-related sectors. As we believe these issuers have the ability to continue making timely payments of principal and interest,
we view these changes in fair value to be temporary and do not believe it is necessary to impair the carrying value of these securities. See the
Unrealized Investment Gains and Losses section in Note 3 of the Notes to the Consolidated Financial Statements for further discussions of
unrealized losses related to financial institutions, including perpetual securities, and other corporate investments.
Securities by Type of Issuance
We have investments in both publicly and privately issued securities. Our ability to sell either type of security is a function of overall market
liquidity which is impacted by, among other things, the amount of outstanding securities of a particular issuer or issuance, trading history of the issue
or issuer, overall market conditions, and idiosyncratic events affecting the specific issue or issuer.
The following table details investment securities by type of issuance as of December 31.
55
(In millions)
Publicly issued securities:
Fixed maturities
Perpetual securities
Equity securities
Total publicly issued
Privately issued securities: (1)
Fixed maturities
Perpetual securities
Equity securities
Total privately issued
Total investment securities
(1) Includes Rule 144A securities
Investment Securities by Type of Issuance
2016
2015
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
$
75,406
$
86,132
$
68,528
$
74,933
51
1,196
76,653
24,307
1,455
7
25,769
75
1,300
87,507
27,649
1,558
9
29,216
77
473
69,078
25,573
1,764
7
27,344
111
489
75,533
27,936
1,836
9
29,781
$ 102,422
$ 116,723
$
96,422
$ 105,314
The perpetual securities we hold were largely issued by banks that are integral to the financial markets of the sovereign country of the issuer. As
a result of the issuer's position within the economy of the sovereign country, our perpetual securities may be subject to a higher risk of
nationalization of their issuers in connection with capital injections from an issuer's sovereign government. We cannot be assured that such capital
support will extend to all levels of an issuer's capital structure. In addition, certain governments or regulators may consider imposing interest and
principal payment restrictions on issuers of hybrid securities to preserve cash and preserve the issuer's capital. Beyond the cash flow impact that
additional deferrals would have on our portfolio, such deferrals could result in ratings downgrades of the affected securities, which in turn could
result in a reduction of fair value of the securities and increase our regulatory capital requirements. We consider these factors in our credit review
process.
The following table details our privately issued investment securities as of December 31.
Privately Issued Securities
(Amortized cost, in millions)
Privately issued securities as a percentage of total investment securities
Privately issued securities held by Aflac Japan
Privately issued securities held by Aflac Japan as a percentage of total
investment securities
Reverse-Dual Currency Securities (1)
(Amortized cost, in millions)
Privately issued reverse-dual currency securities
Publicly issued collateral structured as reverse-dual currency securities
Total reverse-dual currency securities
Reverse-dual currency securities as a percentage of total investment
securities
(1) Principal payments in yen and interest payments in dollars
2016
25.2%
2015
28.4%
$
23,104
$
24,602
22.6%
25.5%
2016
5,628
1,349
6,977
$
$
2015
5,372
1,303
6,675
$
$
6.8%
6.9%
Aflac Japan has a portfolio of privately issued securities to better match liability characteristics and secure higher yields than those available on
Japanese government or other public corporate bonds. Aflac Japan’s investments in yen-denominated privately issued securities consist primarily of
non-Japanese issuers, are rated investment grade at purchase and have longer maturities, thereby allowing us to improve our asset/liability
matching and our overall investment returns. These securities are generally either privately negotiated arrangements or issued under medium-term
note programs and have standard documentation commensurate with credit ratings of the issuer, except when internal credit analysis indicates that
additional protective and/or event-risk covenants were required. Many of these investments
56
have protective covenants appropriate to the specific investment. These may include a prohibition of certain activities by the borrower, maintenance
of certain financial measures, and specific conditions impacting the payment of our notes.
Below-Investment-Grade and Split-Rated Securities
We use specific criteria to judge the credit quality of both existing and prospective investments. The ratings referenced in the tables below are
based on the ratings designations provided by the major credit rating agencies (Moody's, S&P, and Fitch) or, if not rated, are determined based on
our internal credit analysis of such securities. When the ratings issued by the rating agencies differ, we utilize the second lowest rating, regardless of
how many of the three rating agencies actually rated the instrument. Split-rated securities are those where the ratings are not equivalent and one or
more of the ratings is investment grade and one or more is below investment grade. For these split-rated securities, if there are only two ratings
assigned by the credit rating agencies, we take the lower below-investment-grade rating. If there are three ratings assigned, and two of the three are
below investment grade, we consider it a below-investment-grade security. If there are three ratings and two are investment grade, we consider it an
investment grade security unless our evaluation and assessment shows a below-investment-grade rating is warranted despite two of the three rating
agencies rating it investment grade.
Our portfolio of below-investment-grade securities includes debt securities purchased while the issuer was rated investment grade plus other
loans and bonds purchased as part of an allocation to that segment of the market. The following is our below-investment-grade exposure in
accordance with the above described rating methodology as of December 31.
57
Below-Investment-Grade Securities (1)
(In millions)
2016
2015
Par
Value
Amortized
Cost
Fair
Value
Unrealized
Gain
(Loss)
Par
Value
Amortized
Cost
Fair
Value
Unrealized
Gain(Loss)
Investcorp Capital Limited
$
368 $
368 $
346 $
(22)
$
357
$
357 $
324 $
(33)
Republic of Tunisia
Navient Corp.
KLM Royal Dutch Airlines (2)
Barclays Bank PLC (2)
Deutsche Postbank AG
UPM-Kymmene
Telecom Italia SpA
Generalitat de Catalunya
Diamond Offshore Drilling Inc.
IKB Deutsche Industriebank AG
Alcoa, Inc.
Noble Holdings International Ltd.
Petrobras International
Finance Company
EMC Corp.
Cenovus Energy Inc.
Teck Resources Ltd.
Transocean Inc.
CF Industries Inc.
Votorantim OverseasTrading
IV Ltd.
Weatherford Bermuda
Eskom Holdings Limited
Commerzbank AG (includes
Dresdner Bank)
DEPFA Bank PLC
Societe Generale (2)
Other Issuers (below $50 million
in par value) (3)
Subtotal (4)
Senior secured bank loans (5)
High yield corporate bonds (6)
318
287
257
236
206
180
172
154
124
112
100
95
91
85
75
70
68
60
50
49
35
*
0
0
191
152
189
152
206
178
172
57
141
47
80
98
90
86
78
73
72
59
49
49
35
*
0
0
264
197
213
221
179
188
212
111
96
91
97
68
83
76
71
66
57
54
54
39
35
*
0
0
73
45
24
69
(27)
10
40
54
(45)
44
17
(30)
(7)
(10)
(7)
(7)
(15)
(5)
5
(10)
0
*
0
0
307
279
249
230
199
257
166
149
*
108
100
*
91
*
*
70
68
*
*
94
50
332
166
83
185
148
183
148
199
257
166
55
*
46
77
*
243
155
205
228
175
252
214
126
*
79
81
*
88
64
*
*
69
71
*
*
92
50
213
166
61
*
*
32
38
*
*
70
43
321
166
73
249
3,441
1,758
614
237
235
(2)
333
306
277
2,859
3,053
194
3,688
2,937
3,166
1,855
1,764
602
624
(91)
22
1,400
609
1,327
1,362
621
581
Grand Total
$ 5,813 $
5,316 $ 5,441 $
125 $ 5,697
$
4,885 $ 5,109 $
* Investment grade at respective reporting date
(1) Excludes middle market loan portfolio which are primarily identified as below investment grade
(2) Includes perpetual security
(3) Includes 13 issuers in 2016 and 15 issuers in 2015
(4) Securities initially purchased as investment grade, but have subsequently been downgraded to below investment grade
(5) Includes 197 issuers in 2016 and 201 in 2015 ; all issuers below $40 million in par value
(6) Includes 62 issuers in 2016 and 57 issuers in 2015; all issuers below $25 million in par value
58
7
22
80
(24)
(5)
48
71
*
33
4
*
(24)
*
*
(37)
(33)
*
*
(22)
(7)
108
0
12
(29)
229
35
(40)
224
We invest in senior secured bank loans and middle market loans primarily to U.S. corporate borrowers, most of which have below-investment-
grade ratings. The bank loan and middle market loan investment programs are managed externally by third party firms specializing in this asset
class and require a minimum average portfolio rating of low BB and a minimum single investment rating of low B from one of the NRSROs. The
objectives of these programs include enhancing the yield on invested assets, achieving further diversification of credit risk, and mitigating the risk of
rising interest rates and hedge costs through the acquisition of floating rate assets. Our investments in these programs totaled $2.3 billion at
December 31, 2016 , compared with $1.5 billion at December 31, 2015 , on an amortized cost basis.
58
In 2015 and continuing into 2016, we began increasing our allocation to higher yielding corporate bonds within the Aflac Japan and Aflac U.S.
portfolios. Most of these securities were rated below-investment-grade at the time of purchase, but we also purchased several that were rated
investment grade which, because of market pricing, offer yields commensurate with below-investment-grade risk profiles. The objective of this
allocation was to enhance our yield on invested assets and further diversify our credit risk. All investments must have a minimum rating of low BB
using our above described rating methodology and are managed by our internal credit portfolio management team.
Excluding the senior secured bank loans and certain high yield corporate bonds discussed above that were rated below investment grade when
initially purchased, below-investment-grade debt and perpetual securities represented 2.8% of total debt and perpetual securities at December 31,
2016 , compared with 3.1% at December 31, 2015 , on an amortized cost basis. Debt and perpetual securities classified as below investment grade
at December 31, 2016 and 2015 were generally reported as available for sale and carried at fair value.
Investments in Certain European Countries
We own debt of various European issuers including corporate and government-related borrowers. Most European countries have seen
improvement in their economies since the European debt crisis which has helped stabilized credit quality among European issuers. To support
sustainable economic growth, the ECB in 2015 launched a quantitative easing (QE) stimulus program that was recently extended to December
2017, with reduced purchases to start in April 2017.
The 2016 referendum in the United Kingdom (UK) in favor of the UK withdrawing from the European Union (EU) (Brexit) has added a new level
of uncertainty to Europe’s economic recovery, although financial markets have stabilized after initially reacting to Brexit with increased volatility. We
cannot estimate the ultimate impact of Brexit, which may include changes to the economies of the UK and other EU countries, policy action by the
UK government, the Bank of England, the EU, or the ECB, or an increase in economic isolationism throughout Europe and the rest of the world.
We continue to monitor the European situation closely. Additionally, some of our European fixed-maturity investments contain covenants that we
believe mitigate our risk. These may include put options that allow us to return our holdings to the issuer at a predetermined price, usually par,
should the issuer be downgraded to below investment grade by a rating agency. Additionally, these covenants may include restrictions on the ability
of the issuer to incur additional debt, sell assets, or provide collateral for indebtedness. As of December 31, 2016, all of the European issuers in our
portfolios were current on their obligations to us, and we believe they have the ability to meet their obligations to us.
Oil and Gas Exposure
As a result of the significant decline in oil prices, which began in the fourth quarter of 2014, there has been heightened attention to certain
investments in the various energy sub-sectors related to the oil and gas industry. Although prices have recovered somewhat from the lows, the
sector continues to operate in a period of lower prices and increased volatility. Our portfolio includes holdings diversified across multiple sub-sectors
of the oil and gas industry, spread among multiple geographies. The following tables show the breakout of our exposure to the oil and gas industry
as of December 31.
59
(In millions)
Securities available for sale,
carried at fair value:
Fixed maturities:
2016
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Independent exploration and production
$
1,112
$
122
$
Integrated energy
Midstream
Oil field services
Refiners
Government owned - energy related
Natural gas utilities
Total fixed maturities
Equity securities:
Integrated energy
Midstream
Refiners
Natural gas utilities
Total equity securities
568
1,157
1,016
390
893
410
5,546
30
5
5
2
42
63
146
35
18
204
79
667
1
1
1
0
3
27
15
21
143
5
10
3
224
0
0
0
0
0
$
1,207
616
1,282
908
403
1,087
486
5,989
31
6
6
2
45
Total securities available for sale
5,588
670
224
6,034
Securities held to maturity,
carried at amortized cost:
Fixed maturities:
Integrated energy
Government owned - energy related
Natural gas utilities
Total fixed maturities
Total securities held to maturity
Total securities available for sale
and held to maturity
223
258
215
696
696
15
21
25
61
61
0
0
0
0
0
238
279
240
757
757
$
6,284
$
731
$
224
$
6,791
60
(In millions)
Securities available for sale,
carried at fair value:
Fixed maturities:
2015
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Independent exploration and production
$
1,270
$
Integrated energy
Midstream
Oil field services
Refiners
Government owned - energy related
Natural gas utilities
Total fixed maturities
Equity securities
Total securities available for sale
Securities held to maturity,
carried at amortized cost:
Fixed maturities:
Integrated energy
Government owned - energy related
Natural gas utilities
Total fixed maturities
Total securities held to maturity
Total securities available for sale
and held to maturity
575
1,246
1,155
460
887
344
5,937
3
5,940
242
249
207
698
698
73
55
76
27
6
182
53
472
0
472
9
5
18
32
32
$
139
$
1,204
27
144
228
30
25
1
594
0
594
0
0
0
0
0
603
1,178
954
436
1,044
396
5,815
3
5,818
251
254
225
730
730
$
6,638
$
504
$
594
$
6,548
As of December 31, 2016, the weighted-average rating of our total fixed maturity energy exposure is BBB, and 88% of our exposure to the oil
and gas industry was investment grade, compared to 93% at December 31, 2015. Further declines in oil and gas prices, unexpected increases in
supply, or other company specific situations could lead to additional negative ratings activity from the public rating agencies for energy credit
issuers. We do not currently expect our investments in the energy sector to have a material impact on our results of operations.
Hedging Activities
Net Investment Hedge
Our primary exposure to be hedged is our investment in Aflac Japan, which is affected by changes in the yen/dollar exchange rate. To mitigate
this exposure, we have taken several courses of action. First, Aflac Japan maintains certain unhedged U.S. dollar-denominated securities, which
serve as an economic currency hedge of a portion of our investment in Aflac Japan. Second, we have designated the majority of the Parent
Company’s yen-denominated liabilities (Samurai and Uridashi notes) as non-derivative hedging instruments and certain foreign currency forwards
and options as derivative hedges of our net investment in Aflac Japan. We make our net investment hedge designation at the beginning of each
quarter. If the total of the designated Parent Company non-derivative and derivatives notional is equal to or less than our net investment in Aflac
Japan, the hedge is deemed to be effective, and the exchange effect on the yen-denominated liabilities and the change in estimated fair value of the
derivatives are reported in the unrealized foreign currency component of other comprehensive income. We estimate that if the designated net
investment hedge positions exceeded our net investment in Aflac Japan by 10 billion yen, we would report a foreign exchange gain/loss of
approximately $1 million for every 1% yen weakening/strengthening in the end-of-period yen/dollar exchange rate. Our net investment hedge was
effective during the years ended December 31, 2016 , 2015 and 2014 , respectively.
The yen net asset figure calculated for hedging purposes differs from the yen-denominated net asset position as discussed in the Currency Risk
subsection of MD&A. As disclosed in that subsection, the consolidation of the underlying assets in certain VIEs requires that we derecognize our
yen-denominated investment in the VIE and recognize the
61
underlying fixed-maturity or perpetual securities and cross-currency swaps. While these U.S. dollar investments will create foreign currency
fluctuations, the combination of the U.S. dollar-denominated investment and the cross-currency swap economically creates a yen-denominated
investment that qualifies for inclusion as a component of our investment in Aflac Japan. Similarly, the combination of the U.S. corporate bonds and
the foreign currency forwards and options that we have entered into, as discussed in the Aflac Japan Investment subsection of MD&A, economically
creates a yen-denominated investment that qualifies for inclusion as a component of our investment in Aflac Japan.
The dollar values of our yen-denominated net assets, including economic yen-denominated investments for net investment hedging purposes
as discussed above, are summarized as follows (translated at end-of-period exchange rates) for the years ended December 31:
(In millions)
Aflac Japan net assets
Aflac Japan unhedged dollar-denominated net assets
Consolidated yen-denominated net assets (liabilities)
2016
2015
$
16,215
$
13,558
(9,694)
6,521
$
(8,111)
5,447
$
For the hedge of our net investment in Aflac Japan, we have designated certain of the Parent Company's yen-denominated liabilities, certain
unhedged U.S. dollar investments and foreign currency forwards and options as a hedge of our net investment in Aflac Japan. Our consolidated
yen-denominated net asset position was partially hedged at $1.3 billion as of December 31, 2016 , compared with $1.2 billion as of December 31,
2015 .
See Note 4 of the Notes to the Consolidated Financial Statements for additional information on our hedging activities.
Deferred Policy Acquisition Costs
The following table presents deferred policy acquisition costs by segment for the years ended December 31.
(In millions)
Aflac Japan
Aflac U.S.
Total
2016
$
$
5,765
3,228
8,993
2015
% Change
$
$
5,370
3,141
8,511
7.4% (1)
2.8
5.7%
(1) Aflac Japan’s deferred policy acquisition costs increased 3.7% in yen during the year ended December 31, 2016 .
See Note 6 of the Notes to the Consolidated Financial Statements for additional information on our deferred policy acquisition costs.
Policy Liabilities
The following table presents policy liabilities by segment for the years ended December 31.
(In millions)
Aflac Japan
Aflac U.S.
Other
Intercompany eliminations (2)
Total
2016
2015
% Change
$
84,141
$
78,460
10,212
91
(718)
9,815
43
(687)
7.2 % (1)
4.0
100.0
(100.0)
$
93,726
$
87,631
7.0 %
(1) Aflac Japan’s policy liabilities increased 3.6% in yen during the year ended December 31, 2016 .
(2) Elimination entry necessary due to recapture of a portion of policy liabilities ceded externally, as a result of the reinsurance retrocession transaction as
described in Note 8 of the Notes to the Consolidated Financial Statements.
See Note 7 of the Notes to the Consolidated Financial Statements for additional information on our policy liabilities.
62
Notes Payable
As of January 1, 2016, we adopted updated accounting guidance related to the presentation of debt issuance costs and have reclassified debt
issuance costs related to a debt liability as a direct deduction from the carrying amount of that debt liability. Prior year amounts have been adjusted
to reflect the current year adoption. See Note 1 of the accompanying Notes to the Consolidated Financial Statements for additional information.
Notes payable totaled $5.4 billion at December 31, 2016 , compared with $5.0 billion at December 31, 2015 .
In September 2016, the Parent Company issued two series of senior notes totaling $700 million through a U.S. public debt offering. The first
series, which totaled $300 million, bears interest at a fixed rate of 2.875% per annum, payable semi-annually, and has a 10-year maturity. The
second series, which totaled $400 million, bears interest at a fixed rate of 4.00% per annum, payable semi-annually, and has a 30-year maturity.
In September 2016, the Parent Company entered into two series of senior unsecured term loan facilities totaling 30.0 billion yen. The first series,
which totaled 5.0 billion yen, bears an interest rate per annum equal to the Tokyo interbank market rate (TIBOR), or alternate TIBOR, if applicable,
plus the applicable TIBOR margin. The applicable margin ranges between .20% and .60%, depending on the Parent Company's debt ratings as of
the date of determination. The second series, which totaled 25.0 billion yen, bears an interest rate per annum equal to TIBOR, or alternate TIBOR, if
applicable, plus the applicable TIBOR margin. The applicable margin ranges between .35% and .75%, depending on the Parent Company's debt
ratings as of the date of determination.
In December 2016, the Parent Company completed a tender offer in which it extinguished $176 million principal of its 6.90% senior notes due
2039 and $193 million principal of its 6.45% senior notes due 2040. The pretax non-operating loss due to the early redemption of these notes was
$137 million ($89 million after-tax, or $.21 per diluted share).
In September 2016, we extinguished 8.0 billion yen of 2.26% fixed rate Uridashi notes upon their maturity and in July 2016, we extinguished
15.8 billion yen of 1.84% fixed rate Samurai notes upon their maturity.
Subsequent to December 31, 2016, in January 2017 the Parent Company issued 60.0 billion yen of senior notes through a U.S. public debt
offering. The notes bear interest at a fixed rate of .932% per annum, payable semi-annually, and have a 10 -year maturity. These notes may only be
redeemed before maturity, in whole but not in part, upon the occurrence of certain changes affecting U.S. taxation, as specified in the indenture
governing the terms of the issuance.
See Note 9 of the accompanying Notes to the Consolidated Financial Statements for additional information on our notes payable.
Benefit Plans
Aflac Japan and Aflac U.S. have various benefit plans. For additional information on our Japanese and U.S. plans, see Note 14 of the Notes to
the Consolidated Financial Statements.
Policyholder Protection
The Japanese insurance industry has a policyholder protection system that provides funds for the policyholders of insolvent insurers. Legislation
enacted regarding the framework of the Life Insurance Policyholder Protection Corporation (LIPPC) included government fiscal measures supporting
the LIPPC. On March 30, 2012, the Diet approved legislation to enhance the stability of the LIPPC by extending the government's fiscal support of
the LIPPC through March 2017. On November 25, 2016, Japan's Diet passed legislation that again extends the government's fiscal support of the
LIPPC through March 2022. Effective April 2014, the annual LIPPC contribution amount for the total life industry was lowered from 40 billion yen to
33 billion yen.
Off-Balance Sheet Arrangements
As of December 31, 2016 , we had no material letters of credit, standby letters of credit, guarantees or standby repurchase obligations. See
Note 15 of the Notes to the Consolidated Financial Statements for information on material unconditional purchase obligations that are not recorded
on our balance sheet.
63
CAPITAL RESOURCES AND LIQUIDITY
Aflac provides the primary sources of liquidity to the Parent Company through dividends and management fees. The following table presents the
amounts provided for the years ended December 31.
Liquidity Provided by Aflac to Parent Company
(In millions)
Dividends declared or paid by Aflac
Management fees paid by Aflac
2016
$ 2,000
260
2015
$ 2,393
255
2014
$ 1,473
267
The primary uses of cash by the Parent Company are shareholder dividends, the repurchase of its common stock and interest on its outstanding
indebtedness and operating expenses. The Parent Company's sources and uses of cash are reasonably predictable and are not expected to
change materially in the future. For additional information, see the Financing Activities subsection of this MD&A.
The Parent Company also accesses debt security markets to provide additional sources of capital. In August 2016, we filed a shelf registration
statement with Japanese regulatory authorities that allows us to conduct public offerings of bonds in Japan, including yen-denominated Samurai
notes, up to 200 billion yen or its equivalent through August 2018. The shelf registration statement is for possible public offerings in Japan, but the
bonds issued under the shelf may be transferred by the bondholders to U.S. persons in compliance with U.S. law. We filed a shelf registration
statement with the SEC in May 2015 that allows us to issue an indefinite amount of senior and subordinated debt, in one or more series, from time
to time until May 2018. We believe outside sources for additional debt and equity capital, if needed, will continue to be available. For additional
information, see Note 9 of the Notes to the Consolidated Financial Statements.
The principal sources of cash for our insurance operations are premiums and investment income. The primary uses of cash by our insurance
operations are investments, policy claims, commissions, operating expenses, income taxes and payments to the Parent Company for management
fees and dividends. Both the sources and uses of cash are reasonably predictable.
When making an investment decision, our first consideration is based on product needs. Our investment objectives provide for liquidity through
the purchase of investment-grade debt securities. These objectives also take into account duration matching, and because of the long-term nature
of our business, we have adequate time to react to changing cash flow needs.
As a result of policyholder aging, claims payments are expected to gradually increase over the life of a policy. Therefore, future policy benefit
reserves are accumulated in the early years of a policy and are designed to help fund future claims payments. We expect our future cash flows from
premiums and our investment portfolio to be sufficient to meet our cash needs for benefits and expenses.
In October 2016, the Parent Company and Aflac jointly entered into a 364 -day uncommitted bilateral line of credit that provides for borrowings
in the amount of $100 million . Borrowings will bear interest at the rate quoted by the bank and agreed upon at the time of making such loan and will
have up to a three-month maturity period. There are no related facility fees, upfront expenses or financial covenant requirements. Borrowings under
this credit agreement may be used for general corporate purposes. Borrowings under the financing agreement will mature no later than three
months after the last drawdown date of October 14, 2017. As of December 31, 2016 , we did not have any borrowings outstanding under our $100
million credit agreement.
In March 2016, the Parent Company entered into a three -year senior unsecured revolving credit facility agreement with a group of financial
institutions that provides for borrowings of up to 100.0 billion yen on a revolving basis. Borrowings bear interest at a rate per annum equal to the
TIBOR plus, at our option, either (a) the applicable TIBOR margin during the period from the closing date to the commitment termination date or (b)
the applicable TIBOR margin during the term out period. The applicable margin ranges between .35% and .75% during the period from the closing
date to the commitment termination date and .70% and 1.50% during the term out period, depending on the Parent Company’s debt ratings as of the
date of determination. In addition, the Parent Company is required to pay a facility fee on the commitments ranging between .30% and .50%, also
based on the Parent Company’s debt ratings as of the date of determination. Borrowings under this credit agreement may be used for general
corporate purposes, including a capital contingency plan for the operations of the Parent Company, and will expire on the earlier of (a) March 31,
2019, or (b) the date the commitments
64
are terminated pursuant to an event of default, as such term is defined in the credit agreement. The credit facility requires compliance with certain
financial covenants on a quarterly basis. As of December 31, 2016 , we did not have any borrowings outstanding under our 100.0 billion yen
revolving credit agreement.
The Parent Company and Aflac have a five -year senior unsecured revolving credit facility agreement with a syndicate of financial institutions
that provides for borrowings of up to 55.0 billion yen or the equivalent of yen in U.S. dollars on a revolving basis. This credit agreement provides for
borrowings in Japanese yen or the equivalent of Japanese yen in U.S. dollars on a revolving basis. Borrowings bear interest at a rate per annum
equal to, at our option, either (a) a eurocurrency rate determined by reference to the London Interbank Offered Rate (LIBOR) for the interest period
relevant to such borrowing adjusted for certain additional costs or (b) a base rate determined by reference to the highest of (1) the federal funds
effective rate plus ½ of 1%, (2) the rate of interest for such day announced by Mizuho Bank, Ltd. as its prime rate and (3) the eurocurrency rate for
an interest period of one month plus 1.00%, in each case plus an applicable margin. The applicable margin ranges between .79% and 1.275% for
eurocurrency rate borrowings and 0.0% and .275% for base rate borrowings, depending on the Parent Company’s debt ratings as of the date of
determination. In addition, the Parent Company and Aflac are required to pay a facility fee on the commitments ranging between .085% and .225% ,
also based on the Parent Company’s debt ratings as of the date of determination. Borrowings under the amended and restated credit facility may be
used for general corporate purposes, including a capital contingency plan for the operations of the Parent Company and Aflac. The amended and
restated credit facility requires compliance with certain financial covenants on a quarterly basis and will expire on the earlier of (a) September 18,
2020, or (b) the date the commitments are terminated pursuant to an event of default, as such term is defined in the credit agreement. As of
December 31, 2016 , we did not have any borrowings outstanding under our 55.0 billion yen revolving credit agreement.
The Parent Company and Aflac have an uncommitted bilateral line of credit with a third party that provides for borrowings in the amount of $50
million. Borrowings will bear interest at the rate quoted by the bank and agreed upon at the time of making such loan and will have up to a three-
month maturity period. There are no related facility fees, upfront expenses or financial covenant requirements. Borrowings under this credit
agreement may be used for general corporate purposes. As of December 31, 2016 , we did not have any borrowings outstanding under our $50
million credit agreement.
Our financial statements convey our financing arrangements during the periods presented. We have not engaged in material intra-period short-
term financings during the periods presented that are not otherwise reported in our balance sheet. We were in compliance with all of the covenants
of our notes payable and lines of credit at December 31, 2016 . We have not entered into transactions involving the transfer of financial assets with
an obligation to repurchase financial assets that have been accounted for as a sale under applicable accounting standards, including securities
lending transactions. See Notes 1, 3, and 4 of the Notes to the Consolidated Financial Statements for more information on our securities lending and
derivative activities. With the exception of disclosed activities in those referenced footnotes, we do not have a known trend, demand, commitment,
event or uncertainty that would reasonably result in our liquidity increasing or decreasing by a material amount. Our cash and cash equivalents
include unrestricted cash on hand, money market instruments, and other debt instruments with a maturity of 90 days or less when purchased, all of
which has minimal market, settlement or other risk exposure.
The following table presents the estimated payments by period of our major contractual obligations as of December 31, 2016 . We translated our
yen-denominated obligations using the December 31, 2016 , exchange rate. Actual future payments as reported in dollars will fluctuate with changes
in the yen/dollar exchange rate.
65
(In millions)
Future policy benefits liability (Note 7) (2)
Unpaid policy claims liability (Note 7) (3)
Other policyholders' funds (Note 7) (3)
Long-term debt – principal (Note 9)
Long-term debt – interest (Note 9)
Cash collateral on loaned securities (Note 3)
Operating service agreements (Note 15)
Operating lease obligations (Note 15)
Capitalized lease obligations (Note 9)
Distribution of Payments by Period
Total
Liability (1)
Total
Payments
Less
Than
One Year
One to
Three Years
Four to
Five Years
After
Five Years
$
76,106
$
240,650
$
8,410
$
16,949
$
16,664
$
198,627
4,045
6,659
5,339
41
526
N/A (4)
N/A (4)
21
4,046
10,254
5,388
2,910
526
608
145
21
2,644
319
650
182
526
167
62
6
766
364
0
360
0
297
59
11
348
465
593
335
0
144
24
3
288
9,106
4,145
2,033
0
0
0
1
Total contractual obligations
$
92,737
$
264,548
$
12,966
$
18,806
$
18,576
$
214,200
Liabilities for unrecognized tax benefits in the amount of $15 have been excluded from the tabular disclosure above because the timing of cash payment is not
reasonably estimable.
(1) Liability amounts are those reported on the consolidated balance sheet as of December 31, 2016 .
(2) The estimated payments due by period reflect future estimated cash payments to be made to policyholders and others for future policy benefits. These
projected cash outflows are based on assumptions for future policy persistency, mortality, morbidity, and other assumptions comparable with our experience,
consider future premium receipts on current policies in force, and assume market growth and interest crediting consistent with assumptions used in amortizing
deferred acquisition costs. These cash outflows are undiscounted with respect to interest and, as a result, the sum of the cash outflows shown for all years in
the table of $240,650 exceeds the corresponding liability amount of $76,106 . We have made significant assumptions to determine the future estimated cash
outflows related to the underlying policies and contracts. Due to the significance of the assumptions used, actual cash outflow amounts and timing will differ,
possibly materially, from these estimates.
(3) Includes assumptions as to the timing of policyholders reporting claims for prior periods and the amount of those claims. Actual amounts and timing of unpaid
policy claims payments may differ significantly from the estimates above.
(4) Not applicable
For more information on our major contractual obligations, see the applicable Note in the Notes to the Consolidated Financial Statements as
indicated in the line items in the table above.
Consolidated Cash Flows
We translate cash flows for Aflac Japan's yen-denominated items into U.S. dollars using weighted-average exchange rates. In years when the
yen weakens, translating yen into dollars causes fewer dollars to be reported. When the yen strengthens, translating yen into dollars causes more
dollars to be reported.
The following table summarizes consolidated cash flows by activity for the years ended December 31.
(In millions)
Operating activities
Investing activities
Financing activities
Exchange effect on cash and cash equivalents
Net change in cash and cash equivalents
Operating Activities
2016
2015
2014
$
5,987
$
6,776
$
6,550
(3,855)
(1,619)
(4)
509
$
(4,897)
(2,187)
0
(4,241)
(147)
(47)
$
(308)
$
2,115
Consolidated cash flow from operations decreased 11.6% in 2016 , compared with 2015 . The following table summarizes operating cash flows
by source for the years ended December 31.
(In millions)
Aflac Japan
Aflac U.S. and other operations
Total
2016
$
$
4,605
1,382
5,987
2015
$
$
5,285
1,491
6,776
2014
$
$
5,711
839
6,550
66
The level of Aflac Japan operating cash flows during 2016 and 2015 was impacted by a decline in the sales of products such as WAYS, which
resulted in a reduced amount of cash received from discounted advance premiums. We do not expect this trend to continue in 2017.
Investing Activities
Operating cash flow is primarily used to purchase investments to meet future policy obligations. The following table summarizes investing cash
flows by source for the years ended December 31.
(In millions)
Aflac Japan
Aflac U.S. and other operations
Total
2016
$
$
(3,075)
(780)
(3,855)
2015
$
$
(4,147)
(750)
(4,897)
2014
$
$
(4,129)
(112)
(4,241)
Prudent portfolio management dictates that we attempt to match the duration of our assets with the duration of our liabilities. Currently, when our
fixed-maturity securities and perpetual securities mature, the proceeds may be reinvested at a yield below that required for the accretion of policy
benefit liabilities on policies issued in earlier years. However, the long-term nature of our business and our strong cash flows provide us with the
ability to minimize the effect of mismatched durations and/or yields identified by various asset adequacy analyses. When needed or when market
opportunities arise, we dispose of selected fixed-maturity and perpetual securities that are available for sale to improve the duration matching of our
assets and liabilities, improve future investment yields, and/or re-balance our portfolio. As a result, dispositions before maturity can vary significantly
from year to year. Dispositions before maturity were approximately 7% of the annual average investment portfolio of fixed maturities and perpetual
securities available for sale during the year ended December 31, 2016 , compared with 5% in 2015 and 6% in 2014 .
Financing Activities
Consolidated cash used by financing activities was $1.6 billion in 2016 , $2.2 billion in 2015 and $147 million in 2014 .
In September 2016, the Parent Company issued two series of senior notes totaling $700 million through a U.S. public debt offering. The first
series, which totaled $300 million, bears interest at a fixed rate of 2.875% per annum, payable semi-annually, and has a 10-year maturity. The
second series, which totaled $400 million, bears interest at a fixed rate of 4.00% per annum, payable semi-annually, and has a 30-year maturity.
In September 2016, the Parent Company entered into two series of senior unsecured term loan facilities totaling 30.0 billion yen. The first series,
which totaled 5.0 billion yen, bears an interest rate per annum equal to the TIBOR, or alternate TIBOR, if applicable, plus the applicable TIBOR
margin. The applicable margin ranges between .20% and .60%, depending on the Parent Company's debt ratings as of the date of determination.
The second series, which totaled 25.0 billion yen, bears an interest rate per annum equal to TIBOR, or alternate TIBOR, if applicable, plus the
applicable TIBOR margin. The applicable margin ranges between .35% and .75%, depending on the Parent Company's debt ratings as of the date
of determination.
In December 2016, the Parent Company completed a tender offer in which it extinguished $176 million principal of its 6.90% senior notes due
2039 and $193 million principal of its 6.45% senior notes due 2040. The pretax non-operating loss due to the early redemption of these notes was
$137 million ( $89 million after-tax, or $.21 per diluted share).
In September 2016, we extinguished 8.0 billion yen of 2.26% fixed rate Uridashi notes upon their maturity and in July 2016, we extinguished
15.8 billion yen of 1.84% fixed rate Samurai notes upon their maturity.
In August 2015, we extinguished $300 million of 3.45% fixed-rate senior notes upon their maturity. In August 2015, we extinguished a 5.0 billion
yen loan at its maturity date (a total of approximately $41 million using the exchange rate at the maturity date). In July 2015, we extinguished a 10.0
billion yen loan at its maturity date (a total of approximately $81 million using the exchange rate at the maturity date).
In March 2015, the Parent Company issued two series of senior notes totaling $1.0 billion through a U.S. public debt offering. The first series,
which totaled $550 million, bears interest at a fixed rate of 2.40% per annum, payable semi-annually, and has a five-year maturity. The second
series, which totaled $450 million, bears interest at a fixed rate of 3.25% per annum, payable semi-annually, and has a ten-year maturity. We have
entered into cross-currency swaps that convert the U.S. dollar-denominated principal and interest on the senior notes into yen-denominated
obligations which
67
results in lower nominal net interest rates on the debt. By entering into these cross-currency swaps, we economically converted our $550 million
liability into a 67.0 billion yen liability and reduced the interest rate on this debt from 2.40% in dollars to .24% in yen, and we economically converted
our $450 million liability into a 55.0 billion yen liability and reduced the interest rate on this debt from 3.25% in dollars to .82% in yen. In April 2015,
the Parent Company used $1.0 billion of fixed-rate senior notes that were issued in March 2015 to redeem all of our $850 million 8.50% fixed-rate
senior notes due May 2019 and to pay a portion of the corresponding $230 million make-whole premium due to the investors of these notes.
In November 2014, the Parent Company issued $750 million of senior notes through a U.S. public debt offering. The net proceeds were used for
general corporate purposes. In July 2014, we redeemed 28.7 billion yen of our fixed rate Samurai notes and 5.5 billion yen of our variable rate
Samurai notes upon their maturity (a total of approximately $335 million using the exchange rate on the date of redemption).
See Note 9 of the Notes to the Consolidated Financial Statements for further information on the debt issuances discussed above.
Cash returned to shareholders through dividends and treasury stock purchases was $2.1 billion in 2016 , compared with $2.0 billion in 2015 and
$1.9 billion in 2014 .
See our preceding discussion in this Capital Resources and Liquidity section of MD&A regarding the 364-day uncommitted bilateral line of credit
entered into by the Parent Company and Aflac in October 2016 in the amount of $100 million; the three-year senior unsecured revolving credit
facility agreements entered into by the Parent Company in March 2016 in the amount of 100 billion yen; the five-year senior unsecured revolving
credit facility agreement entered into by the Parent Company and Aflac in September 2015 in the amount of 55 billion yen; and the $50 million
uncommitted bilateral line of credit entered into by the Parent Company and Aflac in February 2015. As of December 31, 2016 , no borrowings were
outstanding under these lines of credit.
We were in compliance with all of the covenants of our notes payable and lines of credit at December 31, 2016 .
The following tables present a summary of treasury stock activity during the years ended December 31.
Treasury Stock Purchased
(In millions of dollars and thousands of shares)
2016
2015
2014
Treasury stock purchases
Number of shares purchased:
Open market
Other
Total shares purchased
$
1,422
$
1,315
$
1,210
21,618
330
21,948
21,179
247
21,426
19,660
157
19,817
(In millions of dollars and thousands of shares)
2016
2015
2014
Treasury Stock Issued
Stock issued from treasury:
Cash financing
Noncash financing
Total stock issued from treasury
Number of shares issued
$
46
61
$ 107
1,852
$
36
64
$ 100
1,770
$
$
33
65
98
1,763
Under share repurchase authorizations from our board of directors, we purchased 21.6 million shares of our common stock in the open market
in 2016 , compared with 21.2 million shares in 2015 and 19.7 million shares in 2014 . In August 2015, Aflac's board of directors authorized the
purchase of an additional 40 million shares of its common stock. As of December 31, 2016 , a remaining balance of 26.8 million shares of our
common stock was available for purchase under share repurchase authorizations by our board of directors. We currently plan to purchase $1.3
billion to $1.5 billion of our common stock in 2017 , front-end loaded in the first half of the year. See Note 11 of the Notes to the Consolidated
Financial Statements for additional information.
68
Cash dividends paid to shareholders in 2016 of $1.66 per share increased 5.1% over 2015 . The 2015 dividend paid of $1.58 per share
increased 5.3% over 2014 . The following table presents the dividend activity for the years ended December 31.
(In millions)
Dividends paid in cash
Dividends through issuance of treasury shares
Total dividends to shareholders
2016
$ 658
27
$ 685
2015
$ 656
26
$ 682
2014
$ 654
26
$ 680
In January 2017, the board of directors declared the first quarter 2017 cash dividend of $.43 per share. The dividend is payable on March 1,
2017 , to shareholders of record at the close of business on February 15, 2017 .
Regulatory Restrictions
Aflac and CAIC are domiciled in Nebraska and are subject to its regulations. The Nebraska Department of Insurance imposes certain limitations
and restrictions on payments of dividends, management fees, loans and advances to the Parent Company. Under Nebraska insurance law, prior
approval of the Nebraska Department of Insurance is required for dividend distributions that exceed the greater of the net income from operations,
which excludes net realized investment gains, for the previous year determined under statutory accounting principles, or 10% of statutory capital and
surplus as of the previous year-end. In addition, the Nebraska insurance department must approve service arrangements and other transactions
within the affiliated group of companies. These regulatory limitations are not expected to affect the level of management fees or dividends paid to
the Parent Company. A life insurance company’s statutory capital and surplus is determined according to rules prescribed by the NAIC, as modified
by the insurance department in the insurance company’s state of domicile. Statutory accounting rules are different from U.S. GAAP and are
intended to emphasize policyholder protection and company solvency. Similar laws apply in New York, the domiciliary jurisdiction of the Parent
Company's Aflac New York insurance subsidiary. As of December 2016, CAIC was redomiciled from South Carolina to Nebraska.
The continued long-term growth of our business may require increases in the statutory capital and surplus of our insurance operations. Aflac’s
insurance operations may secure additional statutory capital through various sources, such as internally generated statutory earnings, equity
contributions by the Parent Company from funds generated through debt or equity offerings, or reinsurance transactions. The NAIC’s risk-based
capital (RBC) formula is used by insurance regulators to help identify inadequately capitalized insurance companies. The RBC formula quantifies
insurance risk, business risk, asset risk and interest rate risk by weighing the types and mixtures of risks inherent in the insurer’s operations. Aflac's
company action level RBC ratio was 894% as of December 31, 2016 , compared with 933% at December 31, 2015. Aflac's RBC ratio remains high
and reflects a strong capital and surplus position. As of December 31, 2016 , Aflac's total adjusted capital of $12.0 billion exceeded the company
action level required capital and surplus of $1.3 billion by $10.7 billion . The maximum amount of dividends that can be paid to the Parent Company
by Aflac without prior approval of Nebraska's director of insurance is the greater of the net income from operations, which excludes net realized
investment gains, for the previous year determined under statutory accounting principles, or 10% of statutory capital and surplus as of the previous
year-end. Dividends declared by Aflac during 2017 in excess of $2.8 billion would require such approval. See Note 13 of the Notes to the
Consolidated Financial Statements for information regarding the impact of permitted practices by the Nebraska Department of Insurance on our
statutory capital and surplus. The NAIC considers its Solvency Modernization Initiative (SMI) process relating to updating the U.S. insurance
solvency regulation framework to be ongoing. The SMI has focused on key issues such as capital requirements, governance and risk management,
group supervision, reinsurance, statutory accounting and financial reporting matters. Many of these key issues have been finalized and/or are near
completion; however, the NAIC still has some ongoing initiatives related to SMI, such as monitoring the international efforts on group capital
requirements and group supervision as well as risk-based capital.
Aflac is subject to the NAIC’s Own Risk and Solvency Assessment (ORSA), effective January 1, 2015. Through the ORSA requirements, Aflac
is expected to regularly, no less than annually, conduct an ORSA to assess the adequacy of its risk management framework, and its current and
estimated projected future solvency position; internally document the process and results of the assessment; and provide a confidential high-level
ORSA Summary Report annually to the lead state commissioner if the insurer is a member of an insurance group. In November 2016, Aflac filed its
ORSA report with the Nebraska Department of Insurance.
In addition to limitations and restrictions imposed by U.S. insurance regulators, Japan’s FSA may not allow profit repatriations from Aflac Japan if
the transfers would cause Aflac Japan to lack sufficient financial strength for the protection of policyholders. The FSA maintains its own solvency
standard which is quantified through the SMR. Aflac
69
Japan's SMR is sensitive to interest rate, credit spread, and foreign exchange rate changes, therefore we continue to evaluate alternatives for
reducing this sensitivity. In the event of a rapid change in market risk conditions causing SMR to decline, we have two senior unsecured revolving
credit facilities in the amounts of 100 billion yen and 55 billion yen, respectively, and a committed reinsurance facility in the amount of approximately
110 billion yen as a capital contingency plan. (see Notes 8 and 9 of the Notes to the Consolidated Financial Statements for additional information).
We have already undertaken various measures to mitigate the sensitivity of Aflac Japan's SMR. For example, we employ policy reserve matching
(PRM) investment strategies, which is a Japan-specific accounting treatment that reduces SMR interest rate sensitivity since PRM-designated
investments are carried at amortized cost consistent with corresponding liabilities. For U.S. GAAP, PRM investments are categorized as available
for sale. We also use foreign currency derivatives to hedge a portion of our U.S. dollar-denominated investments. In the first quarter of 2015, Aflac
Japan entered into a quota share arrangement to cede a portion of hospital benefits of one of our closed products. Under this coinsurance indemnity
type of reinsurance, Aflac Japan released approximately 130 billion yen of FSA reserves. (See Notes 3, 4 and 8 of the Notes to the Consolidated
Financial Statements for additional information on our investment strategies, hedging activities, and reinsurance, respectively.) As of December 31,
2016 , Aflac Japan's SMR was 945% , compared with 828% at December 31, 2015 . The FSA has been conducting field testing with the insurance
industry concerning the introduction of an economic value-based solvency regime. The field testing will assist the FSA in determining if an economic
value-based solvency regime in Japan will be appropriate for the insurance industry.
Payments are made from Aflac Japan to the Parent Company for management fees and to Aflac U.S. for allocated expenses and remittances of
earnings. The following table details Aflac Japan remittances for the years ended December 31.
Aflac Japan Remittances
(In millions of dollars and billions of yen)
Aflac Japan management fees paid to Parent Company
Expenses allocated to Aflac Japan (in dollars)
Aflac Japan profit remittances to Aflac U.S. (in dollars)
Aflac Japan profit remittances to Aflac U.S. (in yen)
2016
$
79
106
1,286
138.5
2015
$
53
101
2,139
259.0
$
2014
39
71
1,704
181.4
In the fourth quarter of 2014, we began to increase the frequency of capital transfers from Japan to the United States to better manage cash
flow. This capital repatriation is reflected in Aflac Japan's SMR.
We entered into foreign exchange forwards and options as part of an economic hedge on foreign exchange risk on 114.0 billion yen of profit
repatriation received in 2016, resulting in $64 million less funds received when the yen were exchanged into dollars.
For additional information on regulatory restrictions on dividends, profit repatriations and other transfers, see Note 13 of the Notes to the
Consolidated Financial Statements.
Other
For information regarding commitments and contingent liabilities, see Note 15 of the Notes to the Consolidated Financial Statements.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We are exposed primarily to three types of market risks: currency risk, interest rate risk, and credit risk. Beginning in 2015 and continuing into
2016, we increased our investment allocation to dividend focused yen-denominated and U.S. dollar-denominated public equity securities, thereby
increasing our exposure to equity risk.
70
Currency Risk
The functional currency of Aflac Japan's insurance operations is the Japanese yen. Aflac Japan’s premiums and approximately half of its
investment income are received in yen. Claims and most expenses are paid in yen, and we purchase yen-denominated assets and U.S. dollar-
denominated assets, which may be hedged to yen, to support yen-denominated policy liabilities. These and other yen-denominated financial
statement items are, however, translated into dollars for financial reporting purposes. Most of Aflac Japan's cash and liabilities are yen-denominated.
Aflac Japan's yen-denominated investments consisted of fixed income securities of $67.3 billion , at amortized cost, and equity securities of $624
million , at cost, at December 31, 2016 . However, Aflac Japan also owns U.S. dollar-denominated investments of $16.3 billion , at cost or amortized
cost, whose carrying value is hedged against currency risk as well as $6.1 billion of investments, at amortized cost, that are not hedged as of
December 31, 2016 . Included in the hedged U.S. dollar-denominated investments are senior secured bank loans of $2.0 billion , at amortized cost,
which we began hedging in the third quarter of 2016; dividend-focused U.S. public equity securities of $460 million , at cost, which we began
hedging in the third quarter of 2016; U.S. dollar-denominated commercial mortgage loans of $745 million , at amortized cost and net of loan loss
reserves; and U.S. dollar-denominated middle market loans of $74 million , at amortized cost and net of loan loss reserves. Yen-denominated
investment income accounted for 53% of Aflac Japan's investment income in 2016 , with the remainder generated by U.S. dollar-denominated
investments. In addition, Aflac Incorporated has yen-denominated debt obligations.
We are exposed to currency risk as an economic event only when yen funds are actually converted into dollars. This occurs when we repatriate
yen-denominated funds from Aflac Japan to Aflac U.S and with quarterly settlements of our reinsurance retrocession transactions. The exchange
rates prevailing at the time of profit repatriation will differ from the exchange rates prevailing at the time the yen profits were earned. A portion of the
yen repatriation may be used to service Aflac Incorporated's yen-denominated notes payable with the remainder converted into dollars. In order to
economically hedge foreign exchange risk for a portion of the profit repatriation received in yen from Aflac Japan, we had foreign exchange forwards
and options as part of a hedging strategy on 114.0 billion yen received in 2016. As of December 31, 2016 , we had foreign exchange forwards and
options to economically hedge foreign exchange risk on 122.6 billion yen of future profit repatriation from Aflac Japan.
In addition to profit repatriation and the reinsurance retrocessions, certain investment activities for Aflac Japan expose us to economic currency
risk when yen are converted into dollars. As noted above, we invest a portion of our yen cash flows in U.S. dollar-denominated assets. This requires
that we convert the yen cash flows to U.S. dollars before investing. As previously discussed, for certain of our U.S. dollar-denominated securities,
we enter into foreign currency forward and option contracts to hedge the currency risk on the fair value of the securities. The dollar coupon or
dividend payments received on these investments are not hedged and are subject to foreign exchange fluctuations, which are realized in earnings.
Also, Aflac Japan has invested in reverse-dual currency securities (RDCs, or yen-denominated debt securities with dollar coupon payments), which
exposes Aflac to changes in foreign exchange rates. The foreign currency effect on the yen-denominated securities is accounted for as a
component of unrealized gains or losses on available-for-sale securities in accumulated other comprehensive income, while the foreign currency
effect on the dollar coupons is realized in earnings. The RDCs provided a higher yield at the time of purchase than those available on Japanese
government or other public corporate bonds, while still adhering to our investment standards at the time of the transaction. The yen/dollar exchange
rate would have to strengthen significantly before the yield on these instruments would equal that of a comparable JGB instrument.
Aside from the activities discussed above, we generally do not convert yen into dollars; however, we do translate financial statement amounts
from yen into dollars for financial reporting purposes. Therefore, reported amounts are affected by foreign currency fluctuations. We report
unrealized foreign currency translation gains and losses in accumulated other comprehensive income. In periods when the yen weakens against the
dollar, translating yen into dollars causes fewer dollars to be reported. When the yen strengthens, translating yen into dollars causes more dollars to
be reported. The weakening of the yen relative to the dollar will generally adversely affect the value of our yen-denominated investments in dollar
terms. We attempt to minimize the exposure of shareholders' equity to foreign currency. We accomplish this by investing a portion of Aflac Japan's
investment portfolio in U.S. dollar-denominated securities and by the Parent Company's issuance of yen-denominated debt (for additional
information, see the discussion under the Hedging Activities subsection of MD&A). As a result, the effect of currency fluctuations on our net assets is
reduced.
The following table demonstrates the effect of foreign currency fluctuations by presenting the dollar values of our yen-denominated assets and
liabilities, and our consolidated yen-denominated net asset exposure at selected exchange rates as of December 31.
71
Dollar Value of Yen-Denominated Assets and Liabilities
at Selected Exchange Rates
(In millions)
Yen/dollar exchange rates
Yen-denominated financial instruments:
Assets:
Securities available for sale:
Fixed maturities (2)
Fixed maturities - consolidated variable
interest entities (3)
Perpetual securities
Perpetual securities - consolidated
variable interest entities (3)
Equity securities
Equity securities - consolidated variable
interest entities
Securities held to maturity:
Fixed maturities
Cash and cash equivalents
Derivatives
Other financial instruments
Subtotal
Liabilities:
Notes payable
Derivatives
Subtotal
2016
2015
101.49
116.49 (1)
131.49
105.61
120.61 (1)
135.61
$
41,856 $
36,467 $
32,306 $
31,544 $
27,621 $
24,566
783
1,557
682
1,357
604
1,202
1,016
1,883
890
1,649
792
1,466
231
155
201
136
178
120
214
408
187
357
167
318
653
569
504
149
130
116
38,279
33,350
29,545
38,212
33,459
29,758
1,013
2,245
206
883
1,207
178
782
3,515
159
730
2,416
179
640
676
156
569
968
139
86,978
75,030
68,915
76,751
65,765
58,859
304
1,712
2,016
265
1,998
2,263
235
5,549
5,784
234
545
779
205
371
576
183
1,901
2,084
Net yen-denominated financial instruments
84,962
72,767
63,131
75,972
65,189
56,775
Other yen-denominated assets
Other yen-denominated liabilities
8,741
7,616
6,747
8,195
7,176
6,382
102,132
88,981
78,830
94,775
82,988
73,808
Consolidated yen-denominated net assets
(liabilities) subject to foreign currency
fluctuation (2)
(1) Actual period-end exchange rate
(2) Does not include the U.S. dollar-denominated corporate bonds for which we have entered into foreign currency derivatives as discussed in the Aflac Japan
(10,623) $
(10,608) $
(8,429) $
(8,952) $
(8,598) $
(10,651)
$
Investment subsection of MD&A
(3) Does not include U.S. dollar-denominated bonds that have corresponding cross-currency swaps in consolidated VIEs
We are required to consolidate certain VIEs. Some of the consolidated VIEs in Aflac Japan's portfolio use foreign currency swaps to convert
foreign denominated cash flows to yen, the functional currency of Aflac Japan, in order to minimize cash flow fluctuations. Foreign currency swaps
exchange an initial principal amount in two currencies, agreeing to re-exchange the currencies at a future date, at an agreed upon exchange rate.
There may also be periodic exchanges of payments at specified intervals based on the agreed upon rates and notional amounts. Prior to
consolidation, our beneficial interest in these VIEs was a yen-denominated available-for-sale fixed maturity security. Upon consolidation, the original
yen-denominated investment was derecognized and the underlying fixed-maturity or perpetual securities and cross-currency swaps were
recognized. The combination of a U.S. dollar-denominated investment and cross-currency swap economically creates a yen-denominated
investment and has no impact on our net investment hedge position.
Similarly, the combination of the U.S. corporate bonds and the foreign currency forwards and options that we have entered into, as discussed in
the Aflac Japan Investment subsection of MD&A, economically creates a yen-denominated investment that qualifies for inclusion as a component of
our investment in Aflac Japan for net investment hedge purposes.
For additional information regarding our Aflac Japan net investment hedge, see the Hedging Activities subsection of MD&A.
72
Interest Rate Risk
Our primary interest rate exposure is to the impact of changes in interest rates on the fair value of our investments in debt and perpetual
securities. We monitor our investment portfolio on a quarterly basis utilizing a full valuation methodology, measuring price volatility, and sensitivity of
the fair values of our investments to interest rate changes on the debt and perpetual securities we own. For example, if the current duration of a debt
security or perpetual security is 10 years, then the fair value of that security will increase by approximately 10% if market interest rates decrease by
100 basis points, assuming all other factors remain constant. Likewise, the fair value of the debt security or perpetual security will decrease by
approximately 10% if market interest rates increase by 100 basis points, assuming all other factors remain constant.
The estimated effect of potential increases in interest rates on the fair values of debt and perpetual securities we own; derivatives, excluding
credit default swaps, and notes payable as of December 31 follows:
Sensitivity of Fair Values of Financial Instruments
to Interest Rate Changes
2016
2015
Fair
Value
+100
Basis
Points
Fair
Value
+100
Basis
Points
$
77,170
$
66,636
$
66,031
$
57,470
36,611
33,611
36,838
32,364
(In millions)
Assets:
Debt and perpetual securities:
Fixed-maturity securities:
Yen-denominated
Dollar-denominated
Perpetual securities:
Yen-denominated
Dollar-denominated
1,558
75
1,434
68
1,836
111
1,704
103
91,641
675
4,907 (2)
200
$
$
$
Total debt and perpetual securities
$ 115,414
$ 101,749
$ 104,816
Derivatives
Liabilities:
Notes payable (1)
Derivatives
$
$
1,205
$
1,309
$
675
5,530
$
5,175
$
1,998
1,901
5,256 (2)
371
(1) Excludes capitalized lease obligations
(2) Amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
There are various factors that affect the fair value of our investment in debt and perpetual securities. Included in those factors are changes in
the prevailing interest rate environment, which directly affect the balance of unrealized gains or losses for a given period in relation to a prior period.
Decreases in market yields generally improve the fair value of debt and perpetual securities, while increases in market yields generally have a
negative impact on the fair value of our debt and perpetual securities. However, we do not expect to realize a majority of any unrealized gains or
losses because we generally have the intent and ability to hold such securities until a recovery of value, which may be maturity. For additional
information on unrealized losses on debt and perpetual securities, see Note 3 of the Notes to the Consolidated Financial Statements.
We attempt to match the duration of our assets with the duration of our liabilities. The following table presents the approximate duration of Aflac
Japan's yen-denominated assets and liabilities, along with premiums, as of December 31.
(In years)
Yen-denominated debt and perpetual securities
Policy benefits and related expenses to be paid in future years
Premiums to be received in future years on policies in force
2016
15
14
10
2015
14
14
10
73
The following table presents the approximate duration of Aflac U.S. dollar-denominated assets and liabilities, along with premiums, as of
December 31.
(In years)
Dollar-denominated debt and perpetual securities
Policy benefits and related expenses to be paid in future years
Premiums to be received in future years on policies in force
2016
10
8
6
2015
10
8
6
The following table shows a comparison of average required interest rates for future policy benefits and investment yields, based on amortized
cost, for the years ended December 31.
Comparison of Interest Rates for Future Policy Benefits
and Investment Yields
(Net of Investment Expenses)
2016
2015
2014
U.S.
Japan
U.S.
Japan
U.S.
Japan
Policies issued during year:
Required interest on policy reserves
New money yield on investments
3.67%
3.81
1.38% (1)
1.30
3.68%
4.37
1.81% (1)
2.79
3.65%
4.16
1.87% (1)
2.00
Policies in force at year-end:
Required interest on policy reserves
Portfolio book yield, end of period
5.51
5.52
(1)
3.49
2.52
5.60
5.69
(1)
3.61
2.70
5.69
5.73
(1)
3.76
2.76
(1) Represents investments for Aflac Japan that support policy obligations and therefore excludes Aflac Japan’s annuity products
We continue to monitor the spread between our new money yield and the required interest assumption for newly issued products in both the
United States and Japan and will re-evaluate those assumptions as necessary. Over the next two years, we have yen-denominated securities that
will mature with yields in excess of Aflac Japan's current net investment yield of 1.30% . These securities total $1.2 billion at amortized cost and
have a weighted average yield of 3.47% . Currently, when debt and perpetual securities we own mature, the proceeds may be reinvested at a yield
below that of the interest required for the accretion of policy benefit liabilities on policies issued in earlier years. Overall, adequate profit margins
exist in Aflac Japan's aggregate block of business because of changes in the mix of business and favorable experience from mortality, morbidity and
expenses.
Periodically, depending on general economic conditions, we may enter into derivative transactions to hedge interest rate risk.
For further information on interest rate derivatives, see Note 4 of the accompanying Notes to the Consolidated Financial Statements.
Equity Risk
Market prices for equity securities are subject to fluctuation and consequently the amount realized in the subsequent sale of an investment may
significantly differ from the reported market value. Fluctuation in the market price of a security may result from the relative price of alternative
investments and general market conditions. These fluctuations could impact the Company’s consolidated results of operations or financial condition.
If equity prices experienced a hypothetical broad-based decline of 10%, the fair value of our equity investments would decline by approximately
$130 million .
Credit Risk
A significant portion of our investment portfolio consists of debt securities or perpetual securities and loans that expose us to the credit risk of
the underlying issuer or borrower. We carefully evaluate this risk on every new investment and closely monitor the credit risk of our existing
investment portfolio. We incorporate the needs of our products and liabilities, the overall requirements of the business, and other factors in addition
to our underwriting of the credit risk for each investment in the portfolio.
74
Evaluating the underlying risks in our credit portfolio involves a multitude of factors including but not limited to our assessment of the issuer's or
borrower's business activities, assets, products, market position, financial condition, and future prospects. We incorporate the assessment of the
NRSROs in assigning credit ratings and we incorporate the rating methodologies of our specialist external managers in assigning loan ratings to
portfolio holdings. We perform extensive internal assessments of the credit risks for all our portfolio holdings and potential new investments, which
includes using analyses provided by our specialist external managers. For assets managed by external asset managers, we provide investment and
credit risk parameters that must be used when making investment decisions and require ongoing monitoring and reporting from the asset managers
on significant changes in credit risks within the portfolio.
Investment Concentrations
Our 15 largest global investment exposures as of December 31, 2016 , were as follows:
Largest Global Investment Positions
Amortized
% of
Ratings
(In millions)
Japan National Government (1)
Japan Housing Finance Agency
Republic of South Africa
Bank of America NA
Bank of America Corp.
Bank of America Corp.
Bank of Tokyo-Mitsubishi UFJ Ltd.
BTMU Curacao Holdings NV
Investcorp SA
Investcorp Capital Limited
Investcorp Capital Limited
JP Morgan Chase & Co.
JPMorgan Chase & Co. (including Bear Stearns Companies Inc.)
JPMorgan Chase & Co. (Bank One Corp.)
JPMorgan Chase & Co. (NBD Bank)
JPMorgan Chase & Co. (FNBC)
Banobras
Sultanate of Oman
Nordea Bank AB
Nordea Bank AB
Nordea Bank Finland
Petroleos Mexicanos (Pemex)
Pemex Proj FDG Master TR
Pemex Finance Ltd.
AXA
AXA-UAP
AXA
Deutsche Telekom AG
Deutsche Telekom AG
Deutsche Telekom International Finance
CFE
Barclays Bank PLC
Barclays Bank PLC
Barclays Bank PLC
Barclays Bank PLC
Barclay's Bank PLC
Subtotal
Total debt and perpetual securities
(1) JGBs or JGB-backed securities
Cost
42,931
933
515
386
215
171
386
386
368
318
50
336
302
17
11
6
318
300
289
221
68
283
258
25
282
231
51
279
258
21
275
271
119
106
39
7
48,152
101,219
$
$
$
75
Seniority
Total
42.41% Senior
Senior
Senior
.92
.51
Moody’s S&P
Fitch
A1
—
Baa2
A+
AAA
BBB-
A
—
BBB-
.38
.21
.17
.38
.38
.36
.31
.05
.33
.30
.02
.01
.00
.31
.30
.29
.22
.07
.28
.25
.03
.28
.23
.05
.28
.26
.02
.27
.27
.12
.10
.04
Senior
Lower Tier II
Baa1
Baa3
BBB+
BBB
Lower Tier II
A2
—
Senior
Senior
Ba2
Ba2
—
—
Senior
Lower Tier II
Lower Tier II
Senior
Senior
Senior
A3
Baa1
A1
Aa1
A3
Baa1
A-
BBB+
A-
A+
BBB+
BBB-
Tier I
Upper Tier II
Baa3
Baa2
BBB
—
A
A-
A-
BB
—
A+
A
A
—
BBB+
—
—
—
Senior
Senior
Baa3
Baa3
BBB+
BBB+
A
A+
Upper Tier II
CC FNB
A3
A3
BBB+
BBB+
BBB
BBB+
Senior
Senior
Senior
Baa1
Baa1
Baa1
BBB+
BBB+
BBB+
BBB+
BBB+
BBB+
Lower Tier II
Upper Tier II
Tier I
Tier I
Baa3
BBB-
Ba1
Ba2
Ba2
BB
BB
BB
A-
BBB
BB+
BB+
.01
47.57%
100.00%
As previously disclosed, we own long-dated debt instruments in support of our long-dated policyholder obligations. Some of our largest global
investment holdings are positions that were purchased many years ago and increased in size due to merger and consolidation activity among the
issuing entities. In addition, many of our largest holdings are yen-denominated, therefore strengthening of the yen can increase our position in
dollars, and weakening of the yen can decrease our position in dollars. Our global investment guidelines establish concentration limits for our
investment portfolios.
Geographical Exposure
The following table indicates the geographic exposure of our debt and perpetual securities as of December 31.
(In millions)
Japan
United States and Canada (1)
United Kingdom
Germany
France
Peripheral Eurozone
Portugal
Italy
Ireland
Spain
Nordic Region
Sweden
Norway
Denmark
Finland
Other Europe
Netherlands
Switzerland
Czech Republic
Austria
Belgium
Poland
Luxembourg
Asia excluding Japan
Africa and Middle East
Latin America
Australia
All Others
2016
Amortized
Cost
$
46,977
30,583
% of
Total
46.3%
30.1
2015
Amortized
Cost
$
39,593
31,622
% of
Total
41.3%
33.0
2,396
2,558
1,741
2,597
206
1,567
118
706
1,728
704
520
258
246
2,295
1,184
247
429
119
144
172
0
3,425
2,559
2,205
1,705
450
2.5
2.6
1.7
2.6
.2
1.6
.1
.7
1.7
.7
.5
.3
.2
2.3
1.2
.3
.4
.1
.1
.2
.0
3.4
2.5
2.2
1.7
.4
2,697
2,558
1,755
2,762
200
1,514
364
684
1,906
682
512
332
380
2,502
1,367
246
415
115
182
166
11
3,325
2,478
2,172
2,135
437
2.8
2.7
1.8
2.9
.2
1.6
.4
.7
1.9
.7
.5
.3
.4
2.6
1.4
.3
.4
.1
.2
.2
.0
3.5
2.6
2.3
2.2
.4
Total debt and perpetual securities
$
101,219
100.0%
$
95,942
100.0%
(1) Includes total exposure to Puerto Rico of $1 million of required deposits at December 31, 2016 and 2015, of which 100% and 72%
had principal and interest insurance as of December 31, 2016 and 2015, respectively.
The primary factor considered when determining the domicile of investment exposure is the legal country risk location of the issuer. However,
other factors such as the location of the parent guarantor, the location of the company's headquarters or major business operations (including
location of major assets), location of primary market (including location of revenue generation) and specific country risk publicly recognized by rating
agencies can influence the assignment of the country (or geographic) risk location. When the issuer is a special financing vehicle or a branch or
subsidiary of a global company, then we consider any guarantees and/or legal, regulatory and corporate relationships of the issuer relative to its
ultimate parent in determining the proper assignment of country risk.
76
Derivative Counterparties
We are a direct counterparty to the foreign currency swaps that we have entered into in connection with certain of our senior notes and
subordinated debentures; foreign currency forwards; foreign currency options; and interest rate swaptions, therefore we are exposed to credit risk in
the event of nonperformance by the counterparties in those contracts. For the foreign currency and credit default swaps associated with our VIE
investments for which we are the primary beneficiary, we bear the risk of foreign exchange and/or credit loss due to counterparty default even
though we are not a direct counterparty to those contracts. The risk of counterparty default for our VIE and senior note and subordinated debenture
swaps, foreign currency forwards and options, and swaptions is mitigated by collateral posting requirements the counterparty must meet. If collateral
posting agreements are not in place, the counterparty risk associated with foreign currency forwards and foreign currency options is the risk that at
expiry of the contract, the counterparty is unable to deliver the agreed upon amount of yen at the agreed upon price or delivery date, thus exposing
the company to additional unhedged exposure to U.S. dollars in the Aflac Japan investment portfolio. See Note 4 of the accompanying Notes to the
Consolidated Financial Statements for more information.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Management's Annual Report on Internal Control Over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in
Rule 13a-15(f) under the Exchange Act. Under the supervision and with the participation of our management, including our principal executive
officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the
framework in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)
in 2013. Based on our evaluation under this framework, management has concluded that our internal control over financial reporting was effective
as of December 31, 2016 .
KPMG LLP, an independent registered public accounting firm, has issued an attestation report on the effectiveness of internal control over
financial reporting as of December 31, 2016 , which is included herein.
77
The Board of Directors and Shareholders
Aflac Incorporated:
Report of Independent Registered Public Accounting Firm
We have audited Aflac Incorporated's (the Company) internal control over financial reporting as of December 31, 2016 , based on criteria
established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO). Aflac Incorporated's management is responsible for maintaining effective internal control over financial reporting and for its assessment of
the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Control over
Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that
a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our
audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a
reasonable basis for our opinion.
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A
company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
In our opinion, Aflac Incorporated maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016
, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the
Treadway Commission (COSO).
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated
balance sheets of Aflac Incorporated and subsidiaries as of December 31, 2016 and 2015 , and the related consolidated statements of earnings,
comprehensive income (loss), shareholders' equity, and cash flows for each of the years in the three-year period ended December 31, 2016 , and
our report dated February 24, 2017 expressed an unqualified opinion on those consolidated financial statements.
/s/ KPMG LLP
Atlanta, Georgia
February 24, 2017
78
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
Aflac Incorporated:
We have audited the accompanying consolidated balance sheets of Aflac Incorporated and subsidiaries (the Company) as of December 31,
2016 and 2015 , and the related consolidated statements of earnings, comprehensive income (loss), shareholders' equity, and cash flows for each
of the years in the three-year period ended December 31, 2016 . These consolidated financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Aflac
Incorporated and subsidiaries as of December 31, 2016 and 2015 , and the results of their operations and their cash flows for each of the years in
the three-year period ended December 31, 2016 , in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Aflac
Incorporated's internal control over financial reporting as of December 31, 2016 , based on criteria established in Internal Control - Integrated
Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 24,
2017 , expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.
/s/ KPMG LLP
Atlanta, Georgia
February 24, 2017
79
Aflac Incorporated and Subsidiaries
Consolidated Statements of Earnings
Years Ended December 31,
(In millions, except for share and per-share amounts)
2016
2015
2014
Revenues:
Net premiums, principally supplemental health insurance
$
19,225
$
17,570
$
19,072
Net investment income
Realized investment gains (losses):
Other-than-temporary impairment losses realized
Sales and redemptions
Derivative and other gains (losses)
Total realized investment gains (losses)
Other income (loss)
Total revenues
Benefits and expenses:
Benefits and claims, net
Acquisition and operating expenses:
Amortization of deferred policy acquisition costs
Insurance commissions
Insurance expenses
Interest expense
Other expenses
Total acquisition and operating expenses
Total benefits and expenses
Earnings before income taxes
Income tax expense:
Current
Deferred
Income taxes
Net earnings
Net earnings per share:
Basic
Diluted
Weighted-average outstanding common shares used in
computing earnings per share (In thousands):
Basic
Diluted
3,278
3,135
3,319
(83)
215
(255)
(123)
179
(153)
303
(10)
140
27
(31)
215
31
215
122
22,559
20,872
22,728
12,919
11,746
12,937
1,141
1,368
2,452
268
344 (1)
5,573
18,492
4,067
884
524
1,408
2,659
6.46
6.42
$
$
1,066
1,303
2,214
289
392 (1)
5,264
17,010
3,862
1,288
41
1,329
2,533
5.88
5.85
$
$
$
$
1,108
1,436
2,261
317
178
5,300
18,237
4,491
1,079
461
1,540
2,951
6.54
6.50
411,471
413,921
430,654
433,172
451,204
454,000
(1) Includes expense of $137 in 2016 and $230 in 2015 for the payments associated with the early extinguishment of debt
See the accompanying Notes to the Consolidated Financial Statements.
80
Aflac Incorporated and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss)
Years Ended December 31,
(In millions)
Net earnings
Other comprehensive income (loss) before income taxes:
Unrealized foreign currency translation gains (losses) during
period
Unrealized gains (losses) on investment securities:
Unrealized holding gains (losses) on investment securities during
period
Reclassification adjustment for realized (gains) losses on
investment securities included in net earnings
Unrealized gains (losses) on derivatives during period
Pension liability adjustment during period
2016
2015
2014
$
2,659
$
2,533
$
2,951
283
360
(1,455)
2,852
(2,534)
5,947
(53)
3
(45)
(61)
0
(20)
(54)
(17)
(76)
Total other comprehensive income (loss) before income taxes
3,040
(2,255)
4,345
Income tax expense (benefit) related to items of other comprehensive
income (loss)
Other comprehensive income (loss), net of income taxes
1,035
2,005
(901)
(1,354)
1,803
2,542
Total comprehensive income (loss)
$
4,664
$
1,179
$
5,493
See the accompanying Notes to the Consolidated Financial Statements.
81
Aflac Incorporated and Subsidiaries
Consolidated Balance Sheets
December 31,
2016
2015
(In millions)
Assets:
Investments and cash:
Securities available for sale, at fair value:
Fixed maturities (amortized cost $62,195 in 2016 and $56,903 in 2015)
$
68,778
$
60,795
Fixed maturities - consolidated variable interest entities (amortized
cost $4,168 in 2016 and $3,739 in 2015)
Perpetual securities (amortized cost $1,269 in 2016 and $1,586 in 2015)
Perpetual securities - consolidated variable interest entities
(amortized cost $237 in 2016 and $255 in 2015)
Equity securities (cost $231 in 2016 and $117 in 2015)
Equity securities - consolidated variable interest entities
(cost $972 in 2016 and $363 in 2015)
Securities held to maturity, at amortized cost:
Fixed maturities (fair value $40,021 in 2016 and $37,520 in 2015)
Other investments
Cash and cash equivalents
Total investments and cash
Receivables
Accrued investment income
Deferred policy acquisition costs
Property and equipment, at cost less accumulated depreciation
Other (2)
Total assets
4,982
1,425
208
265
1,044
33,350
1,450 (1)
4,859
4,554
1,719
228
135
363
33,459
294
4,350
116,361
105,897
669
754
8,993
433
2,609
705
768
8,511
427
1,948
$
129,819
$
118,256
(1) Includes $819 in 2016 of loan receivables from consolidated variable interest entities
(2) Includes $127 in 2016 and $102 in 2015 of derivatives from consolidated variable interest entities
Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
See the accompanying Notes to the Consolidated Financial Statements.
82
(continued)
Aflac Incorporated and Subsidiaries
Consolidated Balance Sheets (continued)
December 31,
(In millions, except for share and per-share amounts)
Liabilities and shareholders’ equity:
Liabilities:
Policy liabilities:
Future policy benefits
Unpaid policy claims
Unearned premiums
Other policyholders’ funds
Total policy liabilities
Income taxes
Payables for return of cash collateral on loaned securities
Notes payable
Other (3)
Total liabilities
Commitments and contingent liabilities (Note 15)
Shareholders’ equity:
Common stock of $.10 par value. In thousands: authorized 1,900,000
shares in 2016 and 2015; issued 671,249 shares in 2016 and 669,723
shares in 2015
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income (loss):
Unrealized foreign currency translation gains (losses)
Unrealized gains (losses) on investment securities
Unrealized gains (losses) on derivatives
Pension liability adjustment
Treasury stock, at average cost
Total shareholders’ equity
2016
2015
$
76,106
$
69,687
4,045
6,916
6,659
3,802
7,857
6,285
93,726
87,631
5,387
526
5,360
4,338
4,340
941
4,971
2,665
109,337
100,548
67
1,976
25,981
(1,983)
4,805
(24)
(168)
(10,172)
20,482
67
1,828
24,007
(2,196)
2,986
(26)
(139)
(8,819)
17,708
Total liabilities and shareholders’ equity
$
129,819
$
118,256
(3) Includes $146 in 2016 and $293 in 2015 of derivatives from consolidated variable interest entities
Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
See the accompanying Notes to the Consolidated Financial Statements.
83
Aflac Incorporated and Subsidiaries
Consolidated Statements of Shareholders’ Equity
Years Ended December 31,
(In millions, except for per-share amounts)
2016
2015
2014
Common stock:
Balance, beginning of period
Balance, end of period
Additional paid-in capital:
Balance, beginning of period
Exercise of stock options
Share-based compensation
Gain (loss) on treasury stock reissued
Balance, end of period
Retained earnings:
Balance, beginning of period
Net earnings
Dividends to shareholders ($1.66 per share in 2016, $1.58 per share in 2015 and
$1.50 per share in 2014)
Balance, end of period
Accumulated other comprehensive income (loss):
Balance, beginning of period
Unrealized foreign currency translation gains (losses) during
period, net of income taxes
Unrealized gains (losses) on investment securities during period,
net of income taxes and reclassification adjustments
Unrealized gains (losses) on derivatives during period, net of
income taxes
Pension liability adjustment during period, net of income taxes
Balance, end of period
Treasury stock:
Balance, beginning of period
Purchases of treasury stock
Cost of shares issued
Balance, end of period
Total shareholders’ equity
See the accompanying Notes to the Consolidated Financial Statements.
84
$
67 $
67
67 $
67
67
67
1,828
1,711
1,644
46
64
38
43
36
38
29
(3)
41
1,976
1,828
1,711
24,007
2,659
22,156
2,533
19,885
2,951
(685)
(682)
(680)
25,981
24,007
22,156
625
1,979
(563)
213
345
(1,036)
1,819
(1,686)
3,637
2
(29)
2,630
(8,819)
(1,422)
69
0
(13)
625
(7,566)
(1,315)
62
(14)
(45)
1,979
(6,413)
(1,210)
57
(10,172)
(8,819)
(7,566)
$
20,482 $
17,708 $
18,347
Aflac Incorporated and Subsidiaries
Consolidated Statements of Cash Flows
Years Ended December 31,
(In millions)
Cash flows from operating activities:
Net earnings
Adjustments to reconcile net earnings to net cash provided by operating activities:
Change in receivables and advance premiums
Increase in deferred policy acquisition costs
Increase in policy liabilities
Change in income tax liabilities
Realized investment (gains) losses
Other, net
Net cash provided (used) by operating activities
Cash flows from investing activities:
Proceeds from investments sold or matured:
Securities available for sale:
Fixed maturities sold
Fixed maturities matured or called
Perpetual securities matured or called
Equity securities sold
Securities held to maturity:
Fixed maturities matured or called
Costs of investments acquired:
Available-for-sale fixed maturities acquired
Available-for-sale equity securities acquired
Held-to-maturity fixed maturities acquired
Other investments, net
Purchase of subsidiary
Settlement of derivatives, net
Cash received (pledged or returned) as collateral, net
Other, net
Net cash provided (used) by investing activities
Cash flows from financing activities:
Purchases of treasury stock
Proceeds from borrowings
Principal payments under debt obligations
Dividends paid to shareholders
Change in investment-type contracts, net
Treasury stock reissued
Other, net
Net cash provided (used) by financing activities
Effect of exchange rate changes on cash and cash equivalents
Net change in cash and cash equivalents
Cash and cash equivalents, beginning of period
Cash and cash equivalents, end of period
Supplemental disclosures of cash flow information:
Income taxes paid
Interest paid
Noncash interest
Impairment losses included in realized investment losses
Noncash financing activities:
Capital lease obligations
Treasury stock issued for:
2016
2015
2014
$
2,659
$
2,533
$
2,951
42
(306)
3,331
(93)
123
(1)
231
5,987
5,157
1,096
470
350
147
(241)
3,524
(36)
(140)
(1)
989
6,776
3,224
1,132
647
1
(7)
(225)
3,614
123
(215)
309
6,550
4,178
1,001
203
0
1,399
766
8,475
(10,890)
(1,079)
0
(1,118)
0
1,252
(416)
(76)
(3,855)
(1,422)
986
(610)
(658)
159
46
(6,507)
(454)
0
(70)
(40)
(2,119)
(1,391)
(86)
(4,897)
(1,315)
998
(1,272)
(656)
256
36
(1)
(1)
$
$
(120)
(1,619)
(4)
509
4,350
4,859
1,526
211
57
83
1
$
$
(234)
(2,187)
0
(308)
4,658
4,350
996
236
53
153
6
(10,978)
(5)
(3,564)
272
0
(636)
(3,217)
30
(4,241)
(1,210)
750
(335)
(654)
1,253
33
16
(147)
(47)
2,115
2,543
4,658
1,416
241
76
31
9
$
$
Associate stock bonus
Shareholder dividend reinvestment
Share-based compensation grants
30
27
4
35
26
3
35
26
4
(1) Operating activities excludes and financing activities includes a cash outflow of $137 in 2016 and $230 in 2015 for the payments associated with the early extinguishment of
debt
See the accompanying Notes to the Consolidated Financial Statements.
85
Aflac Incorporated and Subsidiaries
Notes to the Consolidated Financial Statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business
Aflac Incorporated (the Parent Company) and its subsidiaries (collectively, the Company) primarily sell supplemental health and life insurance in
the United States and Japan. The Company's insurance business is marketed and administered through American Family Life Assurance Company
of Columbus (Aflac), which operates in the United States (Aflac U.S.) and as a branch in Japan (Aflac Japan). American Family Life Assurance
Company of New York (Aflac New York) is a wholly owned subsidiary of Aflac. Most of Aflac's policies are individually underwritten and marketed
through independent agents. Additionally, Aflac U.S. markets and administers group products through Continental American Insurance Company
(CAIC), branded as Aflac Group Insurance. Our insurance operations in the United States and our branch in Japan service the two markets for our
insurance business. Aflac Japan's revenues, including realized gains and losses on its investment portfolio, accounted for 71% of the Company's
total revenues in 2016 , compared with 70% in 2015 and 72% in 2014 . The percentage of the Company's total assets attributable to Aflac Japan
was 83% at both December 31, 2016 and 2015 .
Basis of Presentation
We prepare our financial statements in accordance with U.S. generally accepted accounting principles (GAAP). These principles are established
primarily by the Financial Accounting Standards Board (FASB). In these Notes to the Consolidated Financial Statements, references to U.S. GAAP
issued by the FASB are derived from the FASB Accounting Standards Codification TM (ASC). The preparation of financial statements in conformity
with U.S. GAAP requires us to make estimates when recording transactions resulting from business operations based on currently available
information. The most significant items on our balance sheet that involve a greater degree of accounting estimates and actuarial determinations
subject to changes in the future are the valuation of investments, deferred policy acquisition costs, liabilities for future policy benefits and unpaid
policy claims, and income taxes. These accounting estimates and actuarial determinations are sensitive to market conditions, investment yields,
mortality, morbidity, commission and other acquisition expenses, and terminations by policyholders. As additional information becomes available, or
actual amounts are determinable, the recorded estimates will be revised and reflected in operating results. Although some variability is inherent in
these estimates, we believe the amounts provided are adequate.
The consolidated financial statements include the accounts of the Parent Company, its subsidiaries and those entities required to be
consolidated under applicable accounting standards. All material intercompany accounts and transactions have been eliminated.
Significant Accounting Policies
Translation of Foreign Currencies: The functional currency of Aflac Japan's insurance operations is the Japanese yen. We translate our yen-
denominated financial statement accounts into U.S. dollars as follows. Assets and liabilities are translated at end-of-period exchange rates. Realized
gains and losses on security transactions are translated at the exchange rate on the trade date of each transaction. Other revenues, expenses and
cash flows are translated using average exchange rates for the period. The resulting currency translation adjustments are reported in accumulated
other comprehensive income. We include in earnings the realized currency exchange gains and losses resulting from foreign currency transactions.
We have designated a majority of the Parent Company's yen-denominated liabilities (notes payable and yen-denominated loans) as non-
derivative hedges and designated foreign currency forwards and options as derivative hedges of the foreign currency exposure of our investment in
Aflac Japan. Outstanding principal and related accrued interest on these Parent Company liabilities and the fair value of these derivatives are
translated into U.S. dollars at end-of-period exchange rates. Currency translation adjustments and changes in the fair value of these derivatives are
recorded as unrealized foreign currency translation gains (losses) in other comprehensive income and are included in accumulated other
comprehensive income.
Insurance Revenue and Expense Recognition: The supplemental health and life insurance policies we issue are classified as long-duration
contracts. The contract provisions generally cannot be changed or canceled during the contract period; however, we may adjust premiums for
supplemental health policies issued in the United States within prescribed guidelines and with the approval of state insurance regulatory authorities.
86
Insurance premiums for most of the Company's health and life policies, including cancer, accident, hospital, critical illness, dental, vision, term
life, whole life, long-term care and disability, are recognized as revenue over the premium-paying periods of the contracts when due from
policyholders. When revenues are reported, the related amounts of benefits and expenses are charged against such revenues, so that profits are
recognized in proportion to premium revenues during the period the policies are expected to remain in force. This association is accomplished by
means of annual additions to the liability for future policy benefits and the deferral and subsequent amortization of policy acquisition costs.
Premiums from the Company's products with limited-pay features, including term life, whole life, WAYS, and child endowment, are collected over
a significantly shorter period than the period over which benefits are provided. Premiums for these products are recognized as revenue over the
premium-paying periods of the contracts when due from policyholders. Any gross premium in excess of the net premium is deferred and recorded in
earnings, such that profits are recognized in a constant relationship with insurance in force. Benefits are recorded as an expense when they are
incurred. A liability for future policy benefits is recorded when premiums are recognized using the net premium method.
At the policyholder's option, customers can also pay discounted advanced premiums for certain of our products. Advanced premiums are
deferred and recognized when due from policyholders over the regularly scheduled premium payment period.
The calculation of deferred policy acquisition costs (DAC) and the liability for future policy benefits requires the use of estimates based on sound
actuarial valuation techniques. For new policy issues, we review our actuarial assumptions and deferrable acquisition costs each year and revise
them when necessary to more closely reflect recent experience and studies of actual acquisition costs. For policies in force, we evaluate DAC by
major product groupings to determine that they are recoverable from future revenues, and any amounts determined not to be recoverable are
charged against net earnings. We have not had any material charges to earnings for DAC that was determined not to be recoverable in any of the
years presented in this Form 10-K.
Advertising expense is reported as incurred in insurance expenses in the consolidated statements of earnings.
Cash and Cash Equivalents: Cash and cash equivalents include cash on hand, money market instruments and other debt instruments with a
maturity of 90 days or less when purchased.
Investments: Our debt securities consist of fixed-maturity securities, which are classified as either held to maturity or available for sale.
Securities classified as held to maturity are securities that we have the ability and intent to hold to maturity or redemption and are carried at
amortized cost. All other fixed-maturity debt securities, our perpetual securities and our equity securities are classified as available for sale and are
carried at fair value. If the fair value is higher than the amortized cost for debt and perpetual securities, or the purchase cost for equity securities, the
excess is an unrealized gain, and if lower than cost, the difference is an unrealized loss. The net unrealized gains and losses on securities available
for sale, plus the unamortized unrealized gains and losses on debt securities transferred to the held-to-maturity portfolio, less related deferred
income taxes, are recorded through other comprehensive income and included in accumulated other comprehensive income.
Amortized cost of debt and perpetual securities is based on our purchase price adjusted for accrual of discount, or amortization of premium, and
recognition of impairment charges, if any. The amortized cost of debt and perpetual securities we purchase at a discount or premium will equal the
face or par value at maturity or the call date, if applicable. Interest is reported as income when earned and is adjusted for amortization of any
premium or discount.
We have investments in variable interest entities (VIEs). Criteria for evaluating VIEs for consolidation focuses on identifying which enterprise
has the power to direct the activities of a variable interest entity that most significantly impact the entity's economic performance and (1) the
obligation to absorb losses of the entity or (2) the right to receive benefits from the entity. We are the primary beneficiary of certain VIEs, and
therefore consolidate these entities in our financial statements. While the VIEs generally operate within a defined set of documents, there are certain
powers that are retained by us that are considered significant in our conclusion that we are the primary beneficiary. These powers vary by structure
but generally include the initial selection of the underlying collateral or, for collateralized debt obligations (CDOs), the reference credits to include in
the structure; the ability to obtain the underlying collateral in the event of default; and the ability to appoint or dismiss key parties in the structure. In
particular, our powers surrounding the underlying collateral were considered to be the most significant powers since those most significantly impact
the economics of the VIE. We have no obligation to provide any continuing financial support to any of the entities in which we are the primary
beneficiary. Our maximum loss is limited to our original investment. Neither we nor any of our creditors have the ability to
87
obtain the underlying collateral, nor do we have control over the instruments in the VIEs, unless there is an event of default. For those entities where
we are the primary beneficiary, the assets consolidated are fixed-maturity securities, perpetual securities, equity securities, and derivative
instruments; collateral consisting of these asset classes is reported separately with the caption "- consolidated variable interest entities" on our
balance sheet.
For the mortgage- and asset-backed securities held in our fixed maturities portfolio, we recognize income using a constant effective yield, which
is based on anticipated prepayments and the estimated economic life of the securities. When estimates of prepayments change, the effective yield
is recalculated to reflect actual payments to date and anticipated future payments. The net investment in mortgage- and asset-backed securities is
adjusted to the amount that would have existed had the new effective yield been applied at the time of acquisition. This adjustment is reflected in net
investment income.
We use the specific identification method to determine the gain or loss from securities transactions and report the realized gain or loss in the
consolidated statements of earnings. Securities transactions are accounted for based on values as of the trade date of the transaction.
An investment in a fixed maturity, perpetual security or equity security is impaired if the fair value falls below book value. We regularly review our
entire investment portfolio for declines in value. Our fixed maturities and investment-grade perpetual securities investments are evaluated for other-
than-temporary impairment using our debt impairment model. Our debt impairment model focuses on the ultimate collection of the cash flows from
our investments and whether we have the intent to sell or if it is more likely than not we would be required to sell the security prior to recovery of its
amortized cost. The determination of the amount of impairments under this model is based upon our periodic evaluation and assessment of known
and inherent risks associated with the respective securities. Such evaluations and assessments are revised as conditions change and new
information becomes available.
When determining our intention to sell a security prior to recovery of its fair value to amortized cost, we evaluate facts and circumstances such
as, but not limited to, future cash flow needs, decisions to reposition our security portfolio, and risk profile of individual investment holdings. We
perform ongoing analyses of our liquidity needs, which includes cash flow testing of our policy liabilities, debt maturities, projected dividend
payments and other cash flow and liquidity needs. Our cash flow testing includes extensive duration analysis of our investment portfolio and policy
liabilities. Based on our analyses, we have concluded that we have sufficient excess cash flows to meet our liquidity needs without selling any of our
investments prior to their maturity.
The determination of whether an impairment in value of our debt securities is other than temporary is based largely on our evaluation of the
issuer ' s creditworthiness. We must apply considerable judgment in determining the likelihood of the security recovering in value while we own it.
Factors that may influence this include the overall level of interest rates, credit spreads, the credit quality of the underlying issuer, and other factors.
This process requires consideration of risks which can be controlled to a certain extent, such as credit risk, and risks which cannot be controlled,
such as interest rate risk and foreign currency risk.
If, after monitoring and analyses, management believes that fair value will not recover to amortized cost prior to the disposal of the security, we
recognize an other-than-temporary impairment of the security. Once a security is considered to be other-than-temporarily impaired, the impairment
loss is separated into two separate components: the portion of the impairment related to credit and the portion of the impairment related to factors
other than credit. We recognize a charge to earnings for the credit-related portion of other-than-temporary impairments. Impairments related to
factors other than credit are charged to earnings in the event we intend to sell the security prior to the recovery of its amortized cost or if it is more
likely than not that we would be required to dispose of the security prior to recovery of its amortized cost; otherwise, non-credit-related other-than-
temporary impairments are charged to other comprehensive income.
Our investments in perpetual securities that are rated below investment grade and equity securities are evaluated for other-than-temporary
impairment under our equity impairment model. Our equity impairment model focuses on the severity of a security's decline in fair value coupled with
the length of time the fair value of the security has been below amortized cost and the financial condition and near-term prospects of the issuer. For
equity securities that have declines in value that are deemed to be temporary, we make an assertion as to our ability and intent to retain the security
until recovery. Once identified, these equity securities are restricted from trading unless authorized based upon significant events that could not
have been foreseen at the time we asserted our ability and intent to retain the security until recovery.
If management believes that the equity security will not recover prior to the disposal of the security, we recognize an other-than-temporary
impairment of the security. Once an equity security is considered to be other-than-temporarily impaired, its fair value on that date becomes the new
cost basis and the impairment loss is recognized in earnings.
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We lend fixed-maturity securities to financial institutions in short-term security lending transactions. These securities continue to be carried as
investment assets on our balance sheet during the terms of the loans and are not reported as sales. We receive cash or other securities as
collateral for such loans. For loans involving unrestricted cash or securities as collateral, the collateral is reported as an asset with a corresponding
liability for the return of the collateral.
Other investments include policy loans, middle market loans, commercial mortgage loans, and other short-term investments with maturities of
one year or less, but greater than 90 days, at the time of purchase. We invest in middle market loans through participation rights, and commercial
mortgage loans that are accounted for as loan receivables and recorded at amortized cost on the acquisition date. Since we have the intent and
ability to hold these loan receivables for the foreseeable future or until they mature, they are considered held for investment and are carried at
adjusted amortized cost in the other investments line on our consolidated balance sheets. The adjusted amortized cost of the loan receivables
reflects allowances for expected incurred losses estimated based on past events and current economic conditions as of each reporting date. Other
short-term investments are stated at amortized cost, which approximates estimated fair value.
Derivatives and Hedging: Freestanding derivative instruments are reported in the consolidated balance sheet at fair value and are reported in
other assets and other liabilities, with changes in value reported in earnings and/or other comprehensive income. These freestanding derivatives are
interest rate swaps, foreign currency swaps, credit default swaps (CDSs), foreign currency forwards, foreign currency options, and options on
interest rate swaps (or interest rate swaptions). Interest rate and foreign currency swaps are used within VIEs to hedge the risk arising from interest
rate and currency exchange risk, while the CDSs are used to increase the yield and improve the diversification of the portfolio. Foreign currency
forwards and options are used in hedging foreign exchange risk on U.S. dollar-denominated investments in Aflac Japan's portfolio. Foreign currency
forwards and options are used to hedge certain portions of forecasted cash flows denominated in yen. Interest rate swaps are used to hedge the
variability of interest cash flows associated with our variable interest rate notes. Cross-currency interest rate swaps, also referred to as foreign
currency swaps, are used to economically convert certain U.S. dollar-denominated note obligations into yen-denominated principal and interest
obligations. Interest rate swaptions have been used to hedge interest rate risk for certain U.S. dollar-denominated available-for-sale securities. We
do not use derivatives for trading purposes, nor do we engage in leveraged derivative transactions.
From time to time, we purchase certain investments that contain an embedded derivative. We assess whether this embedded derivative is
clearly and closely related to the asset that serves as its host contract. If we deem that the embedded derivative's terms are not clearly and closely
related to the host contract, and a separate instrument with the same terms would qualify as a derivative instrument, the derivative is separated from
that contract, held at fair value and reported with the host instrument in the consolidated balance sheet, with changes in fair value reported in
earnings. If we have elected the fair value option, the embedded derivative is not bifurcated, and the entire investment is held at fair value with
changes in fair value reported in earnings.
For those relationships where we seek hedge accounting, we formally document all relationships between hedging instruments and hedged
items, as well as our risk-management objectives and strategies for undertaking various hedge transactions. This process includes linking
derivatives and non-derivative financial instruments that are designated as hedges to specific assets or liabilities on the balance sheet. We also
assess, both at inception and on an ongoing basis, whether the derivatives and non-derivative financial instruments used in hedging activities are
highly effective in offsetting changes in fair values or cash flows of the hedged items. The assessment of hedge effectiveness determines the
accounting treatment of noncash changes in fair value.
Changes in the fair value of any of our derivatives that are designated and qualify as cash flow hedges are recorded in other comprehensive
income as long as they are deemed effective. Any hedge ineffectiveness is recorded immediately in current period earnings within derivative and
other gains (losses). Periodic derivative net coupon settlements are recorded in the line item of the consolidated statements of earnings in which the
cash flows of the hedged item are recorded.
Changes in the estimated fair value of derivative instruments that are designated and qualify as fair value hedges, including amounts measured
as ineffectiveness, and changes in the estimated fair value of the hedged item related to the designated risk being hedged, are reported in current
earnings within derivative and other gains (losses).
We have designated the majority of the Parent Company's yen-denominated liabilities (notes payable and yen-denominated loans) as non-
derivative hedges and designated certain derivatives as hedges of the foreign currency exposure to our investment in Aflac Japan. At the beginning
of each quarter, we make our net investment hedge designation. If the total of the designated Parent Company non-derivative and derivatives
notional is equal to or less than
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our net investment in Aflac Japan, the hedge is deemed to be effective, and the exchange effect on the yen-denominated liabilities and the change
in estimated fair value of the derivatives are reported in the unrealized foreign currency component of other comprehensive income. Should these
designated net investment hedge positions exceed our net investment in Aflac Japan, the foreign exchange effect on the portion that exceeds our
investment in Aflac Japan would be recognized in current earnings within derivative and other gains (losses).
Derivatives that are not designated as hedges are carried at fair value with all changes in fair value recorded in current period earnings within
derivative and other gains (losses). We include the fair value of all freestanding derivatives in either other assets or other liabilities on the balance
sheet.
We receive and pledge cash or other securities as collateral on open derivative positions. Cash received as collateral is reported as an asset
with a corresponding liability for the return of the collateral. Cash pledged as collateral is recorded as a reduction to cash, and a corresponding
receivable is recognized for the return of the cash collateral. We generally can repledge or resell collateral obtained by us, although we do not
typically exercise such rights. Securities received as collateral are not recognized unless we were to exercise our right to sell that collateral or
exercise remedies on that collateral upon a counterparty default. Securities that we have pledged as collateral continue to be carried as investment
assets on our balance sheet.
Freestanding derivatives are carried at estimated fair value in our consolidated balance sheets either as other assets or as other liabilities. See
Note 5 for a discussion on how we determine the fair value of our derivatives. Accruals on derivatives are typically recorded in accrued investment
income or within other liabilities in the consolidated balance sheets.
If a derivative is not designated as an accounting hedge or its use in managing risk does not qualify for hedge accounting, changes in the
estimated fair value of the derivative are generally reported within derivative and other gains(losses), which is a component of realized investment
gains (losses). The fluctuations in estimated fair value of derivatives that have not been designated for hedge accounting can result in volatility in net
earnings.
To qualify for hedge accounting treatment, a derivative must be highly effective in mitigating the designated risk of the hedged item. At the
inception of the hedging relationship for hedges we elect to designate for hedge accounting treatment, we formally document all relationships
between hedging instruments and hedged items, as well as our risk-management objective and strategy for undertaking each hedge transaction.
We document the designation of each hedge as either (i) a hedge of the variability of cash flows to be received or paid related to a recognized asset
or liability or the hedge of a forecasted transaction ("cash flow hedge"); (ii) a hedge of the estimated fair value of a recognized asset or liability ("fair
value hedge"); or (iii) a hedge of a net investment in a foreign operation. The documentation process includes linking derivatives and nonderivatives
that are designated as hedges to specific assets or groups of assets or liabilities on the statement of financial position or to specific forecasted
transactions and defining the effectiveness and ineffectiveness testing methods to be used. At the hedge's inception and on an ongoing quarterly
basis, we also formally assess whether the derivatives that are used in hedging transactions have been, and are expected to continue to be, highly
effective in offsetting their designated risk. Hedge effectiveness is assessed using qualitative and quantitative methods.
For assessing hedge effectiveness of cash flow hedges, qualitative methods may include the comparison of critical terms of the derivative to the
hedged item, and quantitative methods may include regression or other statistical analysis of changes in cash flows associated with the hedge
relationship. Hedge ineffectiveness of the hedge relationships on our VIE cash flow hedges is measured each reporting period using the
“Hypothetical Derivative Method.” For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or
loss on the derivative is reported as a component of other comprehensive income (loss) and reclassified into earnings in the same period or periods
during which the hedged transaction affects earnings. Gains and losses on the derivative representing hedge ineffectiveness are recognized in
current earnings within derivative and other gains (losses). All components of each derivative's gain or loss are included in the assessment of hedge
effectiveness.
For assessing hedge effectiveness of fair value hedges, qualitative methods may include the comparison of critical terms of the derivative to the
hedged item, and quantitative methods may include regression or other statistical analysis of changes in fair value associated with the hedge
relationship. Hedge ineffectiveness of the hedge relationships is measured each reporting period using the dollar offset method. For derivative
instruments that are designated and qualify as fair value hedges, changes in the estimated fair value of the derivative, including amounts measured
as ineffectiveness, and changes in the estimated fair value of the hedged item related to the designated risk being hedged, are reported in current
earnings within derivative and other gains (losses). When assessing the effectiveness of our fair value hedges, we exclude the changes in fair value
related to the difference between the spot and the forward rate on our foreign currency forwards and the time value of options.
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For the hedge of our net investment in Aflac Japan, we have designated Parent Company yen-denominated liabilities as non-derivative hedging
instruments and have designated certain foreign currency forwards and options as derivative hedging instruments. We make our net investment
hedge designation at the beginning of each quarter. For assessing hedge effectiveness of net investment hedges, if the total of the designated
Parent Company non-derivative and derivatives notional is equal to or less than our net investment in Aflac Japan, the hedge is deemed to be
effective. If the hedge is effective, the related exchange effect on the yen-denominated liabilities is reported in the unrealized foreign currency
component of other comprehensive income. For derivatives designated as net investment hedges, Aflac follows the forward-rate method. According
to that method, all changes in fair value, including changes related to the forward-rate component of foreign currency forward contracts and the time
value of foreign currency options, are reported in the unrealized foreign currency component of other comprehensive income. Should these
designated net investment hedge positions exceed our net investment in Aflac Japan, the foreign exchange effect on the portion that exceeds our
investment in Aflac Japan would be recognized in current earnings within derivative and other gains (losses).
We discontinue hedge accounting prospectively when (1) it is determined that the derivative is no longer highly effective in offsetting changes in
the estimated cash flows or fair value of a hedged item; (2) the derivative is de-designated as a hedging instrument; or (3) the derivative expires or is
sold, terminated or exercised.
When hedge accounting is discontinued on a cash flow hedge or fair value hedge, the derivative is carried in the consolidated balance sheets at
its estimated fair value, with changes in estimated fair value recognized in current period earnings. For discontinued cash flow hedges, including
those where the derivative is sold, terminated or exercised, amounts previously deferred in other comprehensive income (loss) are reclassified into
earnings when earnings are impacted by the cash flow of the hedged item.
Deferred Policy Acquisition Costs: Certain direct and incremental costs of acquiring new business are deferred and amortized with interest
over the premium payment periods in proportion to the ratio of annual premium income to total anticipated premium income. Anticipated premium
income is estimated by using the same mortality, persistency and interest assumptions used in computing liabilities for future policy benefits. In this
manner, the related acquisition expenses are matched with revenues. Deferred costs include the excess of current-year commissions over ultimate
renewal-year commissions and certain incremental direct policy issue, underwriting and sales expenses. All of these incremental costs are directly
related to successful policy acquisition.
For some products, policyholders can elect to modify product benefits, features, rights or coverages by exchanging a contract for a new contract
or by amendment, endorsement, or rider to a contract, or by the election of a feature or coverage within a contract. These transactions are known as
internal replacements. The Company performs a two-stage analysis of the internal replacements to determine if the modification is substantive to the
base policy. The stages of evaluation are as follows: 1) determine if the modification is integrated with the base policy, and 2) if it is integrated,
determine if the resulting contract is substantially changed.
For internal replacement transactions where the resulting contract is substantially unchanged, the policy is accounted for as a continuation of the
replaced contract. Unamortized deferred acquisition costs from the original policy continue to be amortized over the expected life of the new policy,
and the costs of replacing the policy are accounted for as policy maintenance costs and expensed as incurred. Examples include conversions of
same age bands, certain family coverage changes, pricing era changes (decrease), and ordinary life becomes reduced paid-up and certain
reinstatements.
An internal replacement transaction that results in a policy that is substantially changed is accounted for as an extinguishment of the original
policy and the issuance of a new policy. Unamortized deferred acquisition costs on the original policy are immediately expensed, and the costs of
acquiring the new policy are capitalized and amortized in accordance with our accounting policies for deferred acquisition costs. Further, the policy
reserves are evaluated based on the new policy features, and any change (up or down) necessary is recognized at the date of contract
change/modification. Examples include conversions-higher age bands, certain family coverage changes, pricing era changes (increase), lapse & re-
issue, certain reinstatements and certain contract conversions.
Riders can be considered internal replacements that are either integrated or non-integrated resulting in either substantially changed or
substantially unchanged treatment. Riders are evaluated based on the specific facts and circumstances of the rider and are considered expansion of
the existing benefits with additional premium required. Non-integrated riders to existing contracts do not change the Company's profit expectations
for the related products and are treated as a new policy establishment for incremental coverage.
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We measure the recoverability of DAC and the adequacy of our policy reserves annually by performing gross premium valuations on our
business. (See the following discussion for further information regarding policy reserves.)
Policy Liabilities: Future policy benefits represent claims that are expected to occur in the future and are computed by a net level premium
method using estimated future investment yields, persistency and recognized morbidity and mortality tables modified to reflect our experience,
including a provision for adverse deviation. These assumptions are generally established and considered locked at policy inception. These
assumptions may only be unlocked in certain circumstances based on the results of periodic DAC recoverability and premium deficiency testing.
Unpaid policy claims are estimates computed on an undiscounted basis using statistical analyses of historical claims experience adjusted for
current trends and changed conditions. The ultimate liability may vary significantly from such estimates. We regularly adjust these estimates as new
claims experience emerges and reflect the changes in operating results in the year such adjustments are made.
Other policy liabilities consist primarily of discounted advance premiums on deposit from policyholders in conjunction with their purchase of
certain Aflac Japan limited-pay insurance products. These advanced premiums are deferred upon collection and recognized as premium revenue
over the contractual premium payment period.
For internal replacements that are determined to not be substantially unchanged, policy liabilities related to the original policy that was replaced
are immediately released, and policy liabilities are established for the new insurance contract; however, for internal replacements that are
considered substantially unchanged, no changes to the reserves are recognized.
Reinsurance: We enter into reinsurance agreements with other companies in the normal course of business. For each of our reinsurance
agreements, we determine if the agreement provides indemnification against loss or liability relating to insurance risk in accordance with applicable
accounting standards. Reinsurance premiums and benefits paid or provided are accounted for on bases consistent with those used in accounting for
the original policies issued and the terms of the reinsurance contracts. Premiums, benefits and DAC are reported net of insurance ceded. See Note
8 of the Notes to the Consolidated Financial Statements for additional information.
Income Taxes: Income tax provisions are generally based on pretax earnings reported for financial statement purposes, which differ from those
amounts used in preparing our income tax returns. Deferred income taxes are recognized for temporary differences between the financial reporting
basis and income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which we expect
the temporary differences to reverse. We record deferred tax assets for tax positions taken based on our assessment of whether the tax position is
more likely than not to be sustained upon examination by taxing authorities. A valuation allowance is established for deferred tax assets when it is
more likely than not that an amount will not be realized.
Policyholder Protection Corporation and State Guaranty Association Assessments: In Japan, the government has required the insurance
industry to contribute to a policyholder protection corporation. We recognize a charge for our estimated share of the industry's obligation once it is
determinable. We review the estimated liability for policyholder protection corporation contributions on an annual basis and report any adjustments
in Aflac Japan's expenses.
In the United States, each state has a guaranty association that supports insolvent insurers operating in those states. To date, our state
guaranty association assessments have not been material.
Treasury Stock: Treasury stock is reflected as a reduction of shareholders' equity at cost. We use the weighted-average purchase cost to
determine the cost of treasury stock that is reissued. We include any gains and losses in additional paid-in capital when treasury stock is reissued.
Share-Based Compensation: We measure compensation cost related to our share-based payment transactions at fair value on the grant date,
and we recognize those costs in the financial statements over the vesting period during which the employee provides service in exchange for the
award.
Earnings Per Share: We compute basic earnings per share (EPS) by dividing net earnings by the weighted-average number of unrestricted
shares outstanding for the period. Diluted EPS is computed by dividing net earnings by the weighted-average number of shares outstanding for the
period plus the shares representing the dilutive effect of share-based awards.
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Reclassifications: Certain reclassifications have been made to prior-year amounts to conform to current-year reporting classifications. These
reclassifications had no impact on net earnings or total shareholders' equity.
New Accounting Pronouncements
Recently Adopted Accounting Pronouncements
Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments: In September 2015, the FASB issued
guidance requiring that an acquirer recognize adjustments to estimated amounts that are identified during the measurement period in the reporting
period in which the adjustments are determined. In the same period’s financial statements, the acquirer is required to record income effects of the
adjustments as if the accounting had been completed at the acquisition date. The acquirer is also required to present separately on the face of the
income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded
in previous reporting periods if the adjustment to the estimated amounts had been recognized as of the acquisition date. We adopted this guidance
as of January 1, 2016. The adoption of this guidance did not have a significant impact on our financial position, results of operations, or disclosures.
Financial Services - Insurance - Disclosures about Short-Duration Contracts: In May 2015, the FASB issued updated guidance requiring
enhanced disclosures by all insurance entities that issue short-duration contracts. The amendments require insurance entities to disclose for annual
reporting periods information about the liability for unpaid claims and claim adjustment expenses. The amendments also require insurance entities to
disclose information about significant changes in methodologies and assumptions used to calculate the liability for unpaid claims and claim
adjustment expenses. In addition, the amendments require insurance entities to disclose for annual and interim reporting periods a roll-forward of
the liability for unpaid claims and claim adjustment expenses. For health insurance claims, the amendments require the disclosure of the total of
incurred-but-not-reported liabilities and expected development on reported claims included in the liability for unpaid claims and claim adjustment
expenses. We adopted this guidance as of December 31, 2016, and have no insurance contracts classified as short-duration. The adoption of this
guidance did not have a significant impact on our disclosures.
Fair Value Measurement - Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent):
In May 2015, the FASB issued updated guidance that removes the requirement to categorize within the fair value hierarchy all investments for which
fair value is measured using the net asset value per share practical expedient. The amendments also remove the requirement to make certain
disclosures for all investments that are eligible to be measured at fair value using the net asset value per share practical expedient. Rather, those
disclosures are limited to investments for which the entity has elected to measure the fair value using that practical expedient. We adopted this
guidance as of January 1, 2016. The adoption of this guidance did not have a significant impact on our disclosures.
Interest - Imputation of Interest - Simplifying the Presentation of Debt Issuance Costs: In April 2015, the FASB issued updated guidance
to simplify presentation of debt issuance costs. The updated guidance requires that debt issuance costs related to a recognized debt liability be
presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition
and measurement guidance for debt issuance costs are not affected by this amendment. In August 2015, the FASB issued updated Securities and
Exchange Commission (SEC) Staff guidance pertaining to the presentation of debt issuance costs related to line-of-credit arrangements. The
guidance states that an entity may defer and present debt issuance costs as an asset, subsequently amortizing the deferred debt issuance costs
ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit
arrangement. We retrospectively adopted this guidance as of January 1, 2016. The retrospective adoption of this accounting standard resulted in a
$40 million reduction to notes payable and other assets as of December 31, 2015, the earliest balance sheet date presented in the period of
adoption, but did not have a significant impact on our financial position, results of operations, or disclosures.
Consolidation - Amendments to the Consolidation Analysis: In February 2015, the FASB issued updated guidance that affects evaluation
of whether limited partnerships and similar legal entities (limited liability corporations and securitization structures, etc.) are VIEs, evaluation of
whether fees paid to a decision maker or a service provider are a variable interest, and evaluation of the effect of fee arrangements and the effect of
related parties on the determination of the primary beneficiary under the VIE model for consolidation. The updated guidance eliminates the
presumption that a general partner should consolidate a limited partnership. Limited partnership and similar legal entities that provide partners with
either substantive kick-out rights or substantive participating rights over the general partner will now be evaluated under the voting interest model
rather than the VIE model for consolidation. In situations where no single party has a controlling financial interest in a VIE, the related party
relationships under common control should be considered in
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their entirety in determining whether that common control group has a controlling financial interest in the VIE. We adopted this guidance as of
January 1, 2016. The adoption of this guidance impacted our footnote disclosures, but did not have a significant impact on our financial position or
results of operations.
Derivatives and Hedging - Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is
More Akin to Debt or to Equity: In November 2014, the FASB issued guidance to clarify how to evaluate the economic characteristics and risks of
a host contract in a hybrid financial instrument that is issued in the form of a share. The guidance also clarifies that an entity should assess the
substance of the relevant terms and features when considering how to weight those terms and features. We adopted this guidance as of January 1,
2016. The adoption of this guidance did not have a significant impact on our financial position, results of operations, or disclosures.
Presentation of Financial Statements - Going Concern - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going
Concern: In August 2014, the FASB issued this amendment that provides U.S. GAAP guidance on management’s responsibility in evaluating
whether there is substantial doubt about a company’s ability to continue as a going concern and about related footnote disclosures. For each
reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company’s
ability to continue as a going concern within one year from the date the financial statements are issued. The new guidance requires a formal
assessment of going concern by management based on criteria prescribed in the new guidance. We adopted this guidance as of December 31,
2016. The adoption of this guidance did not have a significant impact our financial position, results of operations, or disclosures, and no substantial
doubt currently exists about the Company’s ability to continue as a going concern.
Compensation - Stock Compensation - Accounting for Share-Based Payments When the Terms of an Award Provide That a
Performance Target Could Be Achieved after the Requisite Service Period: In June 2014, the FASB issued this amendment that provides
guidance on certain share-based payment awards that require a specific performance target that affects vesting and that could be achieved after the
requisite service period be treated as a performance condition. A reporting entity should apply existing guidance to awards with performance
conditions that affect vesting to account for such awards. Compensation cost should be recognized in the period in which it becomes probable that
the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has
already been rendered. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of
awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. We adopted this guidance as of January 1,
2016. The adoption of this guidance did not have a significant impact on our financial position, results of operations, or disclosures.
Income Statement - Extraordinary and Unusual Items - Simplifying Income Statement Presentation by Eliminating the Concept of
Extraordinary Items: In January 2015, the FASB issued updated guidance that eliminates from U.S. GAAP the concept of extraordinary items.
Presentation and disclosure guidance for items that are unusual in nature or occur infrequently will be retained. We adopted this guidance as of
January 1, 2015. The adoption of this guidance did not have a significant impact on our financial position, results of operations, or disclosures.
Receivables - Troubled Debt Restructurings by Creditors - Classification of Certain Government-Guaranteed Mortgage Loans upon
Foreclosure: In August 2014, the FASB issued updated guidance for troubled debt restructurings affecting creditors that hold government
guaranteed mortgage loans. The guidance requires that a mortgage loan be derecognized and a separate other receivable be recognized upon
foreclosure if certain conditions are met. We adopted the guidance as of January 1, 2015. The adoption of this guidance did not have a significant
impact on our financial position, results of operations, or disclosures.
Transfers and Servicing - Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures: In June 2014, the FASB
issued updated guidance for repurchase agreement and security lending transactions to change the accounting for repurchase-to-maturity
transactions and linked repurchase financings to be accounted for as secured borrowings, consistent with the accounting for other repurchase
agreements. The amendments also require new disclosures to increase transparency about the types of collateral pledged in repurchase
agreements and similar transactions accounted for as secured borrowings. We adopted accounting changes for the new guidance as of January 1,
2015, and adopted the required disclosures as of April 1, 2015. The adoption of this guidance did not have a significant impact on our financial
position, results of operations, or disclosures.
Receivables - Troubled Debt Restructurings by Creditors - Reclassification of Residential Real Estate Collateralized Consumer
Mortgage Loans upon Foreclosure: In January 2014, the FASB issued updated guidance for troubled debt restructurings clarifying when an in
substance repossession or foreclosure occurs, and when a creditor is considered to have received physical possession of residential real estate
property collateralizing a consumer mortgage
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loan. We adopted the guidance as of January 1, 2015. The adoption of this guidance did not have a significant impact on our financial position,
results of operations, or disclosures.
Income Taxes - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax
Credit Carryforward Exists: In July 2013, the FASB issued guidance to amend the financial statement presentation of an unrecognized tax benefit
when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The new guidance states that an unrecognized tax
benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net
operating loss carryforward, a similar tax loss, or a tax credit carryforward. However, to the extent a net operating loss carryforward, a similar tax
loss, or a tax credit carryforward is not available at the reporting date, the unrecognized tax benefit should be presented in the financial statements
as a liability and should not be combined with deferred tax assets. We adopted this guidance as of January 1, 2014. The adoption of this guidance
did not have a significant impact on our financial position, results of operations, or disclosures.
Other Expenses - Fees Paid to the Federal Government by Health Insurers: In July 2011, the FASB issued guidance on the accounting for
fees owed by health insurers as mandated by the Patient Protection and Affordable Care Act as amended by the Health Care and Education
Reconciliation Act, which imposes an annual fee on health insurers for each calendar year beginning on or after January 1, 2014. A health insurer's
portion of the annual fee is payable by September 30 of the applicable calendar year once the entity provides health insurance for any U.S. health
risk in that year. The accounting guidance specifies that the liability for the fee should be estimated and recorded in full in the applicable calendar
year in which the fee is payable. We adopted this guidance as of January 1, 2014. The adoption of this guidance did not have a significant impact on
our financial position, results of operations, or disclosures.
Accounting Pronouncements Pending Adoption
Intangibles - Goodwill and Other - Simplifying the Test for Goodwill Impairment: In January 2017, the FASB issued amendments
simplifying the subsequent measurement of goodwill. An entity, under this update, is no longer required to perform a hypothetical purchase price
allocation to measure goodwill impairment. Instead, the entity should perform its annual or interim goodwill impairment test by comparing the fair
value of a reporting unit with its carrying amount. The amendments are effective for public business entities that are U.S. SEC filers for annual or
any interim goodwill impairment tests in fiscal years beginning after Dec. 15, 2019. Early adoption is permitted for any goodwill impairment tests
performed on testing dates after January 1, 2017. We do not expect the adoption of this guidance to have a significant impact on our financial
position, results of operations, or disclosures.
Business Combinations - Clarifying the Definition of a Business: In January 2017, the FASB issued amendments clarifying when a set of
assets and activities is a business. The amendments provide a screen to determine when a set of assets and activities is not a business. The
amendments are effective for public business entities beginning after December 15, 2017, including interim periods within those periods. We do not
expect the adoption of this guidance to have a significant impact on our financial position, results of operations, or disclosures.
Statement of Cash Flows - Restricted Cash: In November 2016, the FASB issued amendments requiring that a statement of cash flows
explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash
equivalents. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods
within those fiscal years. Early adoption is permitted. We do not expect the adoption of this guidance to have a significant impact on our financial
position, results of operations, or disclosures.
Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory: In October 2016, the FASB issued amendments that require an
entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The
amendments are effective for public business entities for annual reporting periods beginning after December 15, 2017, including interim reporting
periods within those annual reporting periods. Early adoption is permitted. We are evaluating the impact of adoption of this guidance on our financial
position, results of operations, or disclosures.
Consolidation - Interests Held through Related Parties That Are under Common Control: In October 2016, the FASB issued amendments
which clarify the consolidation guidance on how a reporting entity that is the single decision maker of a VIE should treat indirect interests in the entity
held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that
VIE. The amendments are effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within
those fiscal
95
years. Early adoption is permitted, including adoption in an interim period. The adoption of this guidance is not expected to have a significant impact
on our financial position, results of operations, or disclosures.
Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payment s: In August 2016, the FASB issued amendments
that provide guidance on eight specific statement of cash flows classification issues. The amendments are effective for public companies for fiscal
years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted for any interim or annual period.
The adoption of this guidance is not expected to have a significant impact on our financial position, results of operations, disclosures, or statements
of cash flows.
Financial Instruments - Credit Losses - Measurement of Credit Losses on Financial Instruments: In June 2016, the FASB issued
amendments that require a financial asset (or a group of financial assets) measured on an amortized cost basis to be presented net of an allowance
for credit losses in order to reflect the amount expected to be collected on the financial asset(s). The measurement of expected credit losses is
amended by replacing the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and
requires consideration of a broader range of reasonable and supportable information to inform about a credit loss. Credit losses on available-for-sale
debt securities will continue to be measured in a manner similar to current GAAP. However, the amendments require that credit losses be presented
as an allowance rather than as a writedown. Other amendments include changes to the balance sheet presentation and interest income recognition
of purchased financial assets with a more-than-insignificant amount of credit deterioration since origination. The amendments are effective for public
companies for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Companies may early adopt this
guidance as of the fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We have identified certain
financial instruments in scope of this guidance to include certain fixed maturity securities, loans and loan receivables and reinsurance recoverables
(See Notes 3 and 8 for current balances of instruments in scope). We are continuing to evaluate the impact of adoption of this guidance on our
financial position, results of operations and disclosures.
Compensation - Stock Compensation - Improvements to Employee Share-Based Payment Accounting: In March 2016, the FASB issued
amendments which simplify several aspects for share-based payment award transactions, including income tax consequences, classification of
awards as either liability or equities, and classification on the statement of cash flows. The amendments are effective for public companies for
annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any interim or
annual period.
The amendment requires prospective recognition of excess tax benefits and deficiencies in the income statement, rather than in paid-in capital.
As a result of applying this requirement, we estimate that recognition of excess tax benefits will increase volatility in our statement of operations but
will not have a significant impact on our statement of financial position, operations, or disclosures. We continue to evaluate the impact of this
guidance as estimates will vary from the actual expense based on changes in actual share price.
The amendment also requires all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards)
to be recognized as income tax expense or benefit in the income statement. The guidance requires modified retrospective transition for settlements
on all outstanding awards (both historical and future) that did not give rise to an excess benefit to be recorded through retained earnings on a
cumulative-effect basis. We estimate that the adoption of these amendments in the guidance will not have a significant impact on our financial
position, results of operations, or disclosures.
Additionally, the amendment requires that the minimum statutory tax withholding for all outstanding liability awards be reclassified at the date of
adoption to equity (assuming equity classification results from the guidance change), and record a cumulative-effect adjustment to equity on a
modified retrospective basis. We estimate that the adoption of these amendments in the guidance will not have a significant impact on our financial
position, results of operations, or disclosures.
The guidance requires certain reclassifications of balances on the statement of cash flows to or from operating and financing activities. The
reclassification guidance will not have a significant impact on our statement of cash flows.
The amendment allows an entity to elect whether to use estimates of forfeitures, or to account for forfeitures as they occur, using modified
retrospective application. We estimate that the election and adoption of this amendment in the guidance will not have a significant impact on our
financial position, results of operations, or disclosures.
96
Investments - Equity Method and Joint Ventures - Simplifying the Transition to the Equity Method of Accounting: In March 2016, the
FASB issued amendments which eliminate the requirement that when an investment qualifies for use of the equity method as a result of an increase
in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings
retroactively on a step-by-step basis as if the equity method had been in effect during all previous periods that the investment had been held. Per
the amendments, upon qualifying for the equity method of accounting, no retroactive adjustment of the investment is required. The amendments
also require that an entity that has an available-for-sale equity security that becomes qualified for the equity method of accounting recognize through
earnings the unrealized holding gain or loss in accumulated other comprehensive income at the date the investment becomes qualified for use of
the equity method. The amendments are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after
December 15, 2016. The amendments should be applied prospectively upon their effective date to increases in the level of ownership interest or
degree of influence that result in the adoption of the equity method. Early adoption is permitted. We have evaluated the adoption of this guidance
and do not expect the guidance to have a significant impact on our financial position, results of operations, or disclosures.
Derivatives and Hedging - Contingent Put and Call Options in Debt Instruments: In March 2016, the FASB issued amendments which
clarify what steps are required when assessing whether the economic characteristics and risks of call (put) options are clearly and closely related to
the economic characteristics and risks of their debt hosts, which is one of the criteria for bifurcating an embedded derivative. Consequently, when a
call (put) option is contingently exercisable, an entity does not have to assess whether the event that triggers the ability to exercise a call (put) option
is related to interest rates or credit risks. The amendments are effective for public business entities for fiscal years beginning after December 15,
2016 and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. We have evaluated the
adoption of this guidance and do not expect the guidance to have a significant impact on our financial position, results of operations, or disclosures.
Derivatives and Hedging - Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships: In March 2016, the
FASB issued amendments which clarify that a change in the counterparty to a derivative instrument that has been designated as the hedging
instrument does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria remain intact.
The amendments are effective for public business entities for financial statements issued for fiscal years beginning after December 15, 2016, and
interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. We have evaluated the adoption of this
guidance and do not expect the guidance to have a significant impact on our financial position, results of operations, or disclosures.
Leases: In February 2016, the FASB issued updated guidance for accounting for leases. Per the amendments, lessees will be required to
recognize all leases on the balance sheet, with the exception of short-term leases. A lease liability will be recorded for the obligation of a lessee to
make lease payments arising from a lease. A right-of-use asset, will be recorded which represents the lessee’s right to use, or to control the use of,
a specified asset for a lease term. Under the new guidance, lessor accounting is largely unchanged. The amendments are effective for public
companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted,
including adoption in an interim period. We have identified certain operating leases in scope of this guidance to include office space and equipment
leases (See Note 15 for current balances of leases in scope). The leases within scope of this guidance will increase our right-of-use assets recorded
on our financial position, however we estimate leases within scope of the guidance to represent less than 1% of our total assets as of December 31,
2016. We estimate that the adoption of this guidance will not have a significant impact on our financial position, results of operations and
disclosures.
Financial Instruments - Overall - Recognition and Measurement of Financial Assets and Financial Liabilities: In January 2016, the FASB
issued guidance to address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The main provisions
require that equity investments be measured at fair value with changes recognized in net income; that changes in instrument-specific credit risk for
financial liabilities that are measured under the fair value option be recognized in other comprehensive income; and that entities would make the
assessment of the ability to realize a deferred tax asset (DTA) related to an available-for-sale (AFS) debt security in combination with the entity's
other DTAs. The amendments are effective for public companies for fiscal years beginning after December 15, 2017, including interim periods within
those fiscal years. Early adoption is not permitted, with the exception of the own credit provision if an entity has elected to measure a liability at fair
value. We have identified certain financial instruments in scope of this guidance to include certain fixed maturity securities, perpetual securities and
equity securities (See Note 3 for current balances of instruments in scope). We estimate that the impact of this guidance will increase volatility in our
statement of operations and we are continuing to evaluate the impact of this guidance on our statement of financial position, operations, or
disclosures.
97
Revenue from Contracts with Customers: In May 2014, the FASB issued updated guidance that affects any entity that either enters into
contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are
within the scope of other standards (e.g., insurance contracts or lease contracts). The core principle of the guidance is that an entity should
recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity
expects to be entitled in exchange for those goods or services. In August 2015, the FASB deferred the effective date for this standard to annual
reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Other updates related to the new
guidance, which are effective as of the same reporting period, pertain to improvements in certain areas. Earlier application is permitted only as of
annual reporting periods beginning after December 15, 2016, including interim reporting periods. We have identified revenue in scope of this
guidance to include certain revenues associated with affiliated entities in support of our operations. We estimate the revenue within scope of the
guidance to represent less than 1% of our total revenues as of December 31, 2016. We estimate that the adoption of this guidance will not have a
significant impact on our financial position, results of operations and disclosures.
Recent accounting guidance not discussed above is not applicable, did not have, or is not expected to have a material impact to our business.
2. BUSINESS SEGMENT AND FOREIGN INFORMATION
The Company consists of two reportable insurance business segments: Aflac Japan and Aflac U.S., both of which sell supplemental health and
life insurance. Operating business segments that are not individually reportable and business activities, including reinsurance retrocession activities,
not included in Aflac Japan or Aflac U.S. are included in the "Other business segments" category.
We do not allocate corporate overhead expenses to business segments. Consistent with U.S. GAAP accounting guidance for segment
reporting, we evaluate and manage our business segments using a financial performance measure called pretax operating earnings. Our definition
of operating earnings includes interest cash flows associated with notes payable and excludes the following items from net earnings on an after-tax
basis: realized investment gains/losses (securities transactions, impairments, and the impact of derivative and hedging activities), nonrecurring
items and other non-operating income (loss). We then exclude income taxes related to operations to arrive at pretax operating earnings. Information
regarding operations by segment for the years ended December 31 follows:
98
(In millions)
Revenues:
Aflac Japan:
Net earned premiums
Cancer
Medical and other health
Life insurance
Net investment income
Other income
Total Aflac Japan
Aflac U.S.:
Net earned premiums:
Accident/disability
Cancer
Other health
Life insurance
Net investment income
Other income
Total Aflac U.S.
Other business segments
Total business segment revenues
Realized investment gains (losses) (1)
Corporate
Intercompany eliminations
Other non-operating income (loss)
Total revenues
2016
2015
2014
$
5,639
3,429
4,469
2,554
40
$
4,933
3,092
4,021
2,436
31
$
5,596
3,770
4,495
2,662
32
16,131
14,513
16,555
2,469
1,299
1,415
271
703
10
6,167
275
22,573
(208)
284
(199)
109
2,391
1,293
1,395
268
678
8
6,033
225
20,771
55
282
(201)
(35) (2)
2,303
1,279
1,371
258
645
3
5,859
43
22,457
171
281
(248)
67
$
22,559
$
20,872
$
22,728
(1) Excluding a gain of $85 in both 2016 and 2015 and $44 in 2014 related to the interest rate component of the change in fair value of foreign currency swaps on
notes payable which is classified as an operating gain when analyzing segment operations
(2) Includes a loss of $20 related to the change in value of yen repatriation received in advance of settlement of certain foreign currency derivatives. The loss was
offset by derivative gains included in realized investment gains (losses).
99
(In millions)
Pretax earnings:
Aflac Japan
Aflac U.S.
Other business segments
Total business segment pretax operating earnings
Interest expense, noninsurance operations
Corporate and eliminations
Pretax operating earnings
Realized investment gains (losses) (1)
Other non-operating income (loss)
Total earnings before income taxes
Income taxes applicable to pretax operating earnings
Effect of foreign currency translation on after-tax operating
earnings
2016
2015
2014
$
3,334
1,208
18
4,560
(128)
(129)
4,303
(208)
$
3,175
1,101
14
4,290
(146)
(71)
4,073
55
(28) (3)
$
$
4,067
1,491
$
$
141
(266) (2),(3)
3,862
1,403
(198)
$
$
$
3,458
1,073
(2)
4,529
(198)
(78)
4,253
171
67
4,491
1,456
(117)
(1) Excluding a gain of $85 in both 2016 and 2015 and $44 in 2014 related to the interest rate component of the change in fair value of foreign currency swaps on
notes payable which is classified as an operating gain when analyzing segment operations
(2) Includes a loss of $20 related to the change in value of yen repatriation received in advance of settlement of certain foreign currency derivatives. This loss was
offset by derivative gains included in realized investment gains (losses).
(3) Includes expense of $137 in 2016 and $230 in 2015 for the payments associated with the early extinguishment of debt
Assets as of December 31 were as follows:
(In millions)
Assets:
Aflac Japan
Aflac U.S.
Other business segments
Total business segment assets
Corporate
Intercompany eliminations
Total assets
2016
2015
2014
$
107,858
$
97,646
$
98,525
19,453
270
127,581
26,476
(24,238)
18,537
188
116,371
23,375
(21,490)
18,383
128
117,036
24,596
(21,905)
$
129,819
$ 118,256
$ 119,727
Prior year amounts have been adjusted for the adoption of the accounting guidance on January 1, 2016 related to debt issuance costs.
Yen-Translation Effects: The following table shows the yen/dollar exchange rates used for or during the periods ended December 31 .
Exchange effects were calculated using the same yen/dollar exchange rate for the current year as for each respective prior year.
Statements of Earnings:
Weighted-average yen/dollar exchange rate
Yen percent strengthening (weakening)
2016
2015
2014
108.70
11.3%
120.99
(12.8)%
105.46
(7.5)%
Exchange effect on pretax operating earnings (in millions)
$
218
$
(288)
$
(180)
Balance Sheets:
Yen/dollar exchange rate at December 31
Yen percent strengthening (weakening)
Exchange effect on total assets (in millions)
Exchange effect on total liabilities (in millions)
2016
2015
116.49
3.54%
2,820
3,109
$
120.61
(.05)%
(36)
(41)
$
100
Transfers of funds from Aflac Japan: Aflac Japan makes payments to the Parent Company for management fees and to Aflac U.S. for
allocated expenses and profit repatriations. Information on transfers for each of the years ended December 31 is shown below. See Note 13 for
information concerning restrictions on transfers from Aflac Japan.
(In millions)
Management fees
Allocated expenses
Profit repatriation
Total transfers from Aflac Japan
$
2016
79
106
1,286
2015
$
53
101
2,139
2014
$
39
71
1,704
$
1,471
$ 2,293
$ 1,814
Property and Equipment: The costs of buildings, furniture and equipment are depreciated principally on a straight-line basis over their
estimated useful lives (maximum of 50 years for buildings and 20 years for furniture and equipment). Expenditures for maintenance and repairs are
expensed as incurred; expenditures for betterments are capitalized and depreciated. Classes of property and equipment as of December 31 were as
follows:
(In millions)
Property and equipment:
Land
Buildings
Equipment and furniture
Total property and equipment
Less accumulated depreciation
Net property and equipment
2016
$ 166
421
355
942
509
$ 433
2015
$ 166
400
329
895
468
$ 427
Receivables: Receivables consist primarily of monthly insurance premiums due from individual policyholders or their employers for payroll
deduction of premiums, net of an allowance for doubtful accounts. At December 31, 2016 , $207 million , or 30.9% of total receivables, were related
to Aflac Japan's operations, compared with $257 million , or 36.4% , at December 31, 2015 .
3. INVESTMENTS
Net Investment Income
The components of net investment income for the years ended December 31 were as follows:
(In millions)
Fixed-maturity securities
Perpetual securities
Equity securities
Other investments
Short-term investments and cash equivalents
Gross investment income
Less investment expenses
Net investment income
2016
2015
2014
$ 3,214
$ 3,094
$ 3,249
94
35
31
11
3,385
107
114
3
15
4
3,230
95
141
1
6
2
3,399
80
$ 3,278
$ 3,135
$ 3,319
101
Investment Holdings
The amortized cost for our investments in debt and perpetual securities, the cost for equity securities and the fair values of these investments at
December 31 are shown in the following tables.
(In millions)
Securities available for sale, carried at fair value:
Fixed maturities:
Yen-denominated:
2016
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Japan government and agencies
$
22,857
$ 3,359
$
160
$ 26,056
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total yen-denominated
Dollar-denominated:
U.S. government and agencies
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total dollar-denominated
Total fixed maturities
Perpetual securities:
Yen-denominated:
Banks/financial institutions
Other corporate
Dollar-denominated:
Banks/financial institutions
Total perpetual securities
Equity securities:
Yen-denominated
Dollar-denominated
Total equity securities
246
1,096
1,533
862
2,673
3,192
29
33
318
186
403
623
32,459
4,951
148
894
196
5,205
335
2,570
24,556
33,904
66,363
1,266
189
51
1,506
624
579
1,203
10
142
20
690
91
507
2,021
3,481
8,432
128
24
24
176
83
31
114
8
8
3
5
74
3
261
0
8
0
60
0
16
690
774
1,035
49
0
0
49
2
6
8
267
1,121
1,848
1,043
3,002
3,812
37,149
158
1,028
216
5,835
426
3,061
25,887
36,611
73,760
1,345
213
75
1,633
705
604
1,309
Total securities available for sale
$
69,072
$ 8,722
$ 1,092
$ 76,702
102
(In millions)
Securities held to maturity, carried at amortized cost:
Fixed maturities:
Yen-denominated:
2016
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Japan government and agencies
$ 20,702
$ 5,338
$
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total yen-denominated
350
30
3,201
2,602
3,731
2,734
107
2
358
283
195
452
33,350
6,735
Total securities held to maturity
$ 33,350
$ 6,735
$
0
0
0
23
8
26
7
64
64
$ 26,040
457
32
3,536
2,877
3,900
3,179
40,021
$ 40,021
103
(In millions)
Securities available for sale, carried at fair value:
Fixed maturities:
Yen-denominated:
2015
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Japan government and agencies
$ 17,293
$ 1,862
$
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total yen-denominated
Dollar-denominated:
U.S. government and agencies
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total dollar-denominated
Total fixed maturities
Perpetual securities:
Yen-denominated:
Banks/financial institutions
Other corporate
Dollar-denominated:
Banks/financial institutions
Total perpetual securities
Equity securities:
Yen-denominated
Dollar-denominated
Total equity securities
128
322
1,400
791
2,321
3,337
9
33
210
180
325
448
25,592
3,067
110
926
200
5,464
331
2,865
25,154
35,050
60,642
1,581
183
77
1,841
472
8
480
11
151
27
636
105
634
1,774
3,338
6,405
143
22
35
200
19
3
22
0
0
0
10
0
105
33
148
0
6
0
221
0
21
1,302
1,550
1,698
93
0
1
94
4
0
4
$ 19,155
137
355
1,600
971
2,541
3,752
28,511
121
1,071
227
5,879
436
3,478
25,626
36,838
65,349
1,631
205
111
1,947
487
11
498
Total securities available for sale
$ 62,963
$ 6,627
$ 1,796
$ 67,794
104
(In millions)
Securities held to maturity, carried at amortized cost:
Fixed maturities:
Yen-denominated:
2015
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Japan government and agencies
$ 20,004
$ 3,387
$
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total yen-denominated
341
36
3,092
2,555
4,431
3,000
74
2
205
182
168
260
33,459
4,278
Total securities held to maturity
$ 33,459
$ 4,278
$
0
0
0
94
26
53
44
217
217
$ 23,391
415
38
3,203
2,711
4,546
3,216
37,520
$ 37,520
The methods of determining the fair values of our investments in fixed-maturity securities, perpetual securities and equity securities are
described in Note 5.
Beginning in 2015 and continuing into 2016, we increased our investment in yen-denominated publicly traded equity securities. In 2016, we also
increased our investment in U.S. dollar-denominated publicly traded equity securities. These securities are classified as available for sale and
carried on our balance sheet at fair value.
During 2016 and 2015, we did not reclassify any investments from the held-to-maturity category to the available-for-sale category. During 2014,
we reclassified three investments from the held-to-maturity category to the available-for-sale category as a result of the issuers being downgraded to
below investment grade. At the time of the transfer, the securities had an aggregate amortized cost of $424 million and an aggregate unrealized loss
of $54 million .
Contractual and Economic Maturities
The contractual maturities of our investments in fixed maturities at December 31, 2016 , were as follows:
(In millions)
Available for sale:
Due in one year or less
Due after one year through five years
Due after five years through 10 years
Due after 10 years
Mortgage- and asset-backed securities
Aflac Japan
Aflac U.S.
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
$
180
$
204
$
3,441
9,374
39,461
1,144
3,696
9,694
45,125
1,184
103
617
2,860
8,545
43
$
105
668
3,018
9,411
48
Total fixed maturities available for sale
$ 53,600
$ 59,903
$ 12,168
$ 13,250
Held to maturity:
Due after one year through five years
Due after five years through 10 years
Due after 10 years
Mortgage- and asset-backed securities
2,009
1,584
29,727
30
2,112
1,737
36,140
32
Total fixed maturities held to maturity
$ 33,350
$ 40,021
$
0
0
0
0
0
0
0
0
0
0
$
At December 31, 2016 , the Parent Company and other business segments had portfolios of available-for-sale fixed-maturity securities totaling
$595 million at amortized cost and $607 million at fair value, which are not included in the table above.
105
Expected maturities may differ from contractual maturities because some issuers have the right to call or prepay obligations with or without call
or prepayment penalties.
The majority of our perpetual securities are subordinated to other debt obligations of the issuer, but rank higher than the issuer's equity
securities. Perpetual securities have characteristics of both debt and equity investments, along with unique features that create economic maturity
dates for the securities. Although perpetual securities have no contractual maturity date, they have stated interest coupons that were fixed at their
issuance and subsequently change to a floating short-term interest rate after some period of time. The instruments are generally callable by the
issuer at the time of changing from a fixed coupon rate to a new variable rate of interest, which is determined by the combination of some market
index plus a fixed amount of basis points. The net effect is to create an expected maturity date for the instrument. The economic maturities of our
investments in perpetual securities, which were all reported as available for sale at December 31, 2016 , were as follows:
Aflac Japan
Aflac U.S.
(In millions)
Due in one year or less
Due after one year through five years
Due after 10 years
Amortized
Cost
$
87
189
1,191
Fair
Value
Amortized
Cost
$
82
$
213
1,282
0
0
39
39
Fair
Value
$
0
0
56
$ 56
Total perpetual securities available for sale
$ 1,467
$ 1,577
$
Investment Concentrations
Our process for investing in credit-related investments begins with an independent approach to underwriting each issuer's fundamental credit
quality. We evaluate independently those factors which we believe could influence an issuer's ability to make payments under the contractual terms
of our instruments. This includes a thorough analysis of a variety of items including the issuer's country of domicile (including political, legal, and
financial considerations); the industry in which the issuer competes (with an analysis of industry structure, end-market dynamics, and regulation);
company specific issues (such as management, assets, earnings, cash generation, and capital needs); and contractual provisions of the instrument
(such as financial covenants and position in the capital structure). We further evaluate the investment considering broad business and portfolio
management objectives, including asset/liability needs, portfolio diversification, and expected income.
Investment exposures that individually exceeded 10% of shareholders' equity as of December 31 were as follows:
(In millions)
Japan National Government (1)
Credit
Rating
A
2016
Amortized
Cost
$42,931
Fair
Value
$51,345
Credit
Rating
A
2015
Amortized
Cost
$36,859
Fair
Value
$42,025
(1) Japan Government Bonds (JGBs) or JGB-backed securities
Realized Investment Gains and Losses
Information regarding pretax realized gains and losses from investments for the years ended December 31 follows:
106
$
(In millions)
Realized investment gains (losses):
Fixed maturities:
Available for sale:
Gross gains from sales
Gross losses from sales
Net gains (losses) from redemptions (1)
Other-than-temporary impairment losses
Held to maturity:
Net gains (losses) from redemptions
Total fixed maturities
Perpetual securities:
Available for sale:
Net gains (losses) from redemptions
Other-than-temporary impairment losses
Total perpetual securities
Equity securities:
Net gains (losses) from redemptions
Other-than-temporary impairment losses
Total equity securities
Derivatives and other:
Derivative gains (losses)
Total derivatives and other
Total realized investment gains (losses)
$
(1) Primarily driven by foreign exchange
2016
2015
2014
77
(134) (1)
186
(24) (1)
0
105
64
(2)
62
22
(57)
(35)
(255)
(255)
(123)
$
$
224
(8)
52
(152)
0
116
35
0
35
0
(1)
(1)
(10)
(10)
140
$
192
(12)
34
(31)
1
184
0
0
0
0
0
0
31
31
$
215
In 2016, the impairments we recorded related to fixed maturity securities were due to a change in intent to sell securities. In 2016, the
impairments we recorded related to equity securities were a result of significant and/or prolonged declines in fair value, as well as expected portfolio
rebalancing where we were not able to assert our ability and intent to hold certain securities until recovery.
Unrealized Investment Gains and Losses
Information regarding changes in unrealized gains and losses from investments for the years ended December 31 follows:
(In millions)
Changes in unrealized gains (losses):
Fixed maturities:
Available for sale
Transferred to held to maturity
Perpetual securities:
Available for sale
Equity securities
2016
2015
2014
$
2,690
$
(2,481)
$
5,629
0
21
88
0
(123)
9
(10)
269
5
Total change in unrealized gains (losses)
$
2,799
$
(2,595)
$
5,893
Effect on Shareholders' Equity
The net effect on shareholders' equity of unrealized gains and losses from investment securities at December 31 was as follows:
107
(In millions)
Unrealized gains (losses) on securities available for sale
Deferred income taxes
Shareholders’ equity, unrealized gains (losses) on investment securities
Gross Unrealized Loss Aging
2016
2015
$ 7,630
$ 4,831
(2,825)
(1,845)
$ 4,805
$ 2,986
The following tables show the fair values and gross unrealized losses of our available-for-sale and held-to-maturity investments that were in an
unrealized loss position, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss
position at December 31 .
Total
Less than 12 months
12 months or longer
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
2016
(In millions)
Fixed Maturities:
Japan government and
agencies:
Yen-denominated
$
3,958
$
160
$
3,958
$
160
$
0
$
0
Municipalities:
Dollar-denominated
Yen-denominated
Mortgage- and asset-
backed securities:
Yen-denominated
Public utilities:
Dollar-denominated
Yen-denominated
Sovereign and supranational:
Yen-denominated
Banks/financial institutions:
Dollar-denominated
Yen-denominated
Other corporate:
Dollar-denominated
Yen-denominated
44
105
713
1,265
635
244
268
1,521
10,462
321
8
8
8
60
26
13
16
100
690
10
0
105
713
790
347
38
238
636
7,252
321
Total fixed maturities
19,536
1,099
14,398
Perpetual securities:
Yen-denominated
Total perpetual securities
Equity securities:
Dollar-denominated
Yen-denominated
Total equity securities
479
479
211
49
260
49
49
6
2
8
85
85
211
49
260
0
8
8
32
14
5
10
19
346
10
612
1
1
6
2
8
44
0
0
475
288
206
30
885
3,210
0
5,138
394
394
0
0
0
8
0
0
28
12
8
6
81
344
0
487
48
48
0
0
0
Total
$ 20,275
$ 1,156
$ 14,743
$
621
$
5,532
$
535
108
Total
Less than 12 months
12 months or longer
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
2015
(In millions)
Fixed Maturities:
Municipalities:
Dollar-denominated
$
80 $
6
$
80
$
6
$
0
$
0
Public utilities:
Dollar-denominated
Yen-denominated
Sovereign and supranational:
Yen-denominated
Banks/financial institutions:
Dollar-denominated
Yen-denominated
Other corporate:
Dollar-denominated
Yen-denominated
2,127
1,487
221
104
1,689
1,062
580
26
385
366
2,350
21
158
13,430
1,302
1,151
77
348
1,147
11,068
343
132
73
13
11
14
770
5
Total fixed maturities
21,571
1,915
16,122
1,024
Perpetual securities:
Dollar-denominated
Yen-denominated
Total perpetual securities
Equity securities:
Yen-denominated
Total equity securities
6
645
651
191
191
1
93
94
4
4
0
216
216
191
191
0
12
12
4
4
438
425
195
18
1,203
2,362
808
5,449
6
429
435
0
0
89
31
13
10
144
532
72
891
1
81
82
0
0
Total
$ 22,413 $ 2,013
$ 16,529
$ 1,040
$
5,884
$
973
Analysis of Securities in Unrealized Loss Positions
The unrealized losses on our fixed income or perpetual securities investments have been primarily related to general market changes in interest
rates, foreign exchange rates, and/or the levels of credit spreads rather than specific concerns with the issuer's ability to pay interest and repay
principal. The unrealized losses on our investments in equity securities are primarily related to foreign exchange rates, general market conditions
which reflect prospects for the economy as a whole, or specific information pertaining to an industry or an individual company.
For any significant declines in fair value of our fixed income or perpetual securities, we perform a more focused review of the related issuers'
credit profile. For corporate issuers, we evaluate their assets, business profile including industry dynamics and competitive positioning, financial
statements and other available financial data. For non-corporate issuers, we analyze all sources of credit support, including issuer-specific factors.
We utilize information available in the public domain and, for certain private placement issuers, from consultations with the issuers directly. We also
consider ratings from Nationally Recognized Statistical Rating Organizations (NRSROs), as well as the specific characteristics of the security we
own including seniority in the issuer's capital structure, covenant predictions, or other relevant features. From these reviews, we evaluate the
issuers' continued ability to service our investment through payment of interest and principal.
For any significant declines in fair value of our equity securities, we review the severity of the security’s decline in fair value coupled with the
length of time the fair value of the security has been below cost. We also perform a more focused review of the financial condition and near-term
prospects of the issuer as well as general market conditions reflecting the prospects for the economy as a whole, and determine whether we have
the intent to hold the securities until they recover in value.
109
Assuming no credit-related factors develop, unrealized gains and losses on fixed maturities and perpetual securities are expected to diminish as
investments near maturity. Based on our credit analysis, we believe that the issuers of our fixed maturity and perpetual security investments in the
sectors shown in the table above have the ability to service their obligations to us.
Variable Interest Entities (VIEs)
As a condition to our involvement or investment in a VIE, we enter into certain protective rights and covenants that preclude changes in the
structure of the VIE that would alter the creditworthiness of our investment or our beneficial interest in the VIE.
For those VIEs other than certain unit trust structures, our involvement is passive in nature. We are not, nor have we been, required to purchase
any securities issued in the future by these VIEs.
Our ownership interest in VIEs is limited to holding the obligations issued by them. We have no direct or contingent obligations to fund the
limited activities of these VIEs, nor do we have any direct or indirect financial guarantees related to the limited activities of these VIEs. We have not
provided any assistance or any other type of financing support to any of the VIEs we invest in, nor do we have any intention to do so in the future.
For those VIEs in which we hold debt obligations, the weighted-average lives of our notes are very similar to the underlying collateral held by these
VIEs where applicable.
We also utilize unit trust structures in our Aflac Japan segment to invest in various asset classes. As the sole investor of these VIEs, we are
required to consolidate these entities under U.S. GAAP.
Our risk of loss related to our interests in any of our VIEs is limited to the carrying value of the related investments held in the VIE.
VIEs - Consolidated
The following table presents the cost or amortized cost, fair value and balance sheet caption in which the assets and liabilities of consolidated
VIEs are reported as of December 31.
Investments in Consolidated Variable Interest Entities
(In millions)
Assets:
Fixed maturities, available for sale
Perpetual securities, available for sale
Equity securities
Other investments
Other assets
2016
2015
Cost or
Amortized
Cost
Fair
Value
Cost or
Amortized
Cost
Fair
Value
$ 4,168
$ 4,982
$ 3,739
$ 4,554
237
972
819
127
208
1,044
789
127
255
363
0
102
228
363
0
102
Total assets of consolidated VIEs
$ 6,323
$ 7,150
$ 4,459
$ 5,247
Liabilities:
Other liabilities
Total liabilities of consolidated VIEs
$
$
146
146
$
$
146
146
$
$
293
293
$
$
293
293
We are substantively the only investor in the consolidated VIEs listed in the table above. As the sole investor in these VIEs, we have the power
to direct the activities of the variable interest entity that most significantly impact the entity's economic performance and are therefore considered to
be the primary beneficiary of the VIEs that we consolidate. We also participate in substantially all of the variability created by these VIEs. The
activities of these VIEs are limited to holding invested assets and foreign currency, and/or CDS, as appropriate, and utilizing the cash flows from
these securities to service our investment. Neither we nor any of our creditors are able to obtain the underlying collateral of the VIEs unless there is
an event of default or other specified event. For those VIEs that contain a swap, we are not a direct counterparty to the swap contracts and have no
control over them. Our loss exposure to these VIEs is limited to our
110
original investment. Our consolidated VIEs do not rely on outside or ongoing sources of funding to support their activities beyond the underlying
collateral and swap contracts, if applicable. With the exception of our investments in unit trust structures, the underlying collateral assets and funding
of our consolidated VIEs are generally static in nature and the underlying collateral and the reference corporate entities covered by any CDS
contracts were all investment grade at the time of issuance.
Investments in Unit Trust Structures
We invest through unit trust structures in yen-denominated public equity securities, U.S. dollar-denominated public equity securities, bank loans,
commercial mortgage loans, and middle market loans in which we are the only investor, requiring us to consolidate these trusts under U.S. GAAP.
The yen-denominated and U.S. dollar-denominated equity securities are classified as available-for-sale in the financial statements. As of
December 31, 2016 , the amortized cost and fair value of these equity securities was $972 million and $1.0 billion , compared with amortized cost
and fair value of $363 million as of December 31, 2015. The bank loans are classified as available-for-sale fixed-maturity securities in the financial
statements. As of December 31, 2016 , the amortized cost and fair value of our bank loan investments was $2.0 billion and $1.9 billion ,
respectively, compared with an amortized cost and fair value of $1.4 billion as of December 31, 2015. The commercial mortgage loans, all of which
were purchased in 2016, are classified as held for investment and reflected in other investments on the consolidated balance sheets. As of
December 31, 2016 , the amortized cost of these loans, net of loan loss reserves, was $745 million . The middle market loans, which were
purchased in 2016, are classified as held for investment and reflected in other investments on the consolidated balance sheets. As of December 31,
2016 , the amortized cost of these loans, net of loan loss reserves, was $74 million .
VIEs - Not Consolidated
The table below reflects the amortized cost, fair value and balance sheet caption in which our investment in VIEs not consolidated are reported
as of December 31.
Investments in Variable Interest Entities Not Consolidated
(In millions)
Assets:
Fixed maturities, available for sale
Perpetual securities, available for sale
Fixed maturities, held to maturity
Other investments
2016
2015
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
$
4,729
$
5,261
$
4,731
$
5,093
172
2,563
1
200
2,948
1
249
2,477
0
253
2,636
0
Total investments in VIEs not consolidated
$
7,465
$
8,410
$
7,457
$
7,982
Prior year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to consolidations.
The VIEs that we are not required to consolidate are investments that are in the form of debt obligations from the VIEs that are irrevocably and
unconditionally guaranteed by their corporate parents or sponsors. These VIEs are the primary financing vehicles used by their corporate sponsors
to raise financing in the capital markets. The variable interests created by these VIEs are principally or solely a result of the debt instruments issued
by them. We do not have the power to direct the activities that most significantly impact the entity's economic performance, nor do we have the
obligation to absorb losses of the entity or the right to receive benefits from the entity. As such, we are not the primary beneficiary of these VIEs and
are therefore not required to consolidate them. These VIE investments comprise securities from 145 separate issuers with an average credit rating
of BBB as of December 31, 2016, compared with 169 separate issuers with an average credit rating of BBB as of December 31, 2015.
Loans and Loan Receivables
We classify our loans and loan receivables as held-for-investment and include them in the other investments line on the consolidated balance
sheets. We carry them on the balance sheet at amortized cost less an estimated allowance for loan losses. Our loan allowance for losses is
established using both specific and general allowances. The specific allowance is used on an individual loan basis for those impaired loans where
we expect to incur a loss. The general allowance is used for loans grouped by similar risk characteristics where a loan-specific or market-specific
risk has not been identified, but for which we anticipate to incur a loss.
111
Middle Market Loans
As of December 31, 2016 and 2015, our investment in middle market loan receivables, net of loan loss reserves and inclusive of those loans
held in unit trust structures as discussed above, was $319 million and $118 million , respectively. These balances include an unfunded amount of
$91 million and $53 million as of December 31, 2016 and 2015, respectively, that was reflected in other liabilities on the consolidated balance
sheets. As of December 31, 2016 and 2015, we had no loans that were past due in regards to principal and/or interest payments. Additionally, we
held no loans that were on nonaccrual status or considered impaired as of December 31, 2016 and 2015. Our middle market loan allowance for
losses was immaterial as of December 31, 2016 and 2015. Our middle market loan allowance for losses is established using a general allowance
methodology by applying industry average long term historical loss rates to our outstanding middle market loan balances. We had no troubled debt
restructurings during December 31, 2016 and 2015.
As of December 31, 2016 , we had commitments of $779 million to fund potential future loan originations related to this investment program,
inclusive of loans held in unit trust structures. These commitments are contingent upon the availability of middle market loans that meet our
underwriting criteria.
Commercial Mortgage Loans
In 2016, we began funding investments in commercial mortgage loans. As of December 31, 2016 , the amortized cost of these investments, net
of loan loss reserves and inclusive of those loans held in unit trust structures as discussed above, was $855 million . We had no loans that were
past due in regards to principal and/or interest payments, and we held no loans that were on nonaccrual status or considered impaired as of
December 31, 2016 . Our commercial mortgage loan allowance for losses was immaterial as of December 31, 2016 . We had no troubled debt
restructurings during the year ended December 31, 2016 .
As of December 31, 2016 , we had $19 million in outstanding commitments to fund commercial mortgage loans, inclusive of loans held in unit
trust structures. These commitments are contingent on the final underwriting and due diligence to be performed.
Securities Lending and Pledged Securities
We lend fixed-maturity securities to financial institutions in short-term security-lending transactions. These short-term security-lending
arrangements increase investment income with minimal risk. Our security lending policy requires that the fair value of the securities and/or
unrestricted cash received as collateral be 102% or more of the fair value of the loaned securities. These securities continue to be carried as
investment assets on our balance sheet during the terms of the loans and are not reported as sales. We receive cash or other securities as
collateral for such loans. For loans involving unrestricted cash or securities as collateral, the collateral is reported as an asset with a corresponding
liability for the return of the collateral.
Details of our securities lending activities as of December 31 were as follows:
Securities Lending Transactions Accounted for as Secured Borrowings
Remaining Contractual Maturity of the Agreements
2016
(In millions)
Securities lending transactions:
Public utilities
Banks/financial institutions
Other corporate
Total borrowings
Gross amount of recognized liabilities for securities lending transactions
Amounts related to agreements not included in offsetting disclosure in Note 4
Overnight
and
Continuous (1)
Up to 30
days
Total
$
$
62 $
34
430
526 $
0 $
0
0
0 $
$
$
62
34
430
526
526
0
(1) These securities are pledged as collateral under our U.S. securities lending program and can be called at our discretion; therefore, they are classified as
Overnight and Continuous.
112
Securities Lending Transactions Accounted for as Secured Borrowings
Remaining Contractual Maturity of the Agreements
2015
(In millions)
Securities lending transactions:
Japan government and agencies
Public utilities
Banks/financial institutions
Other corporate
Total borrowings
Gross amount of recognized liabilities for securities lending transactions
Amounts related to agreements not included in offsetting disclosure in Note 4
Overnight
and
Continuous (1)
Up to 30
days
Total
$
$
0 $
499 $
108
13
321
0
0
0
442 $
499 $
$
$
499
108
13
321
941
941
0
(1) These securities are pledged as collateral under our U.S. securities lending program and can be called at our discretion; therefore, they are classified as
Overnight and Continuous.
We did not have any repurchase agreements or repurchase-to-maturity transactions outstanding as of December 31, 2016 and 2015,
respectively.
Certain fixed-maturity securities can be pledged as collateral as part of derivative transactions, or pledged to support state deposit requirements
on certain investment programs. For additional information regarding pledged securities related to derivative transactions, see Note 4.
At December 31, 2016 , debt securities with a fair value of $17 million were on deposit with regulatory authorities in the United States (including
U.S. territories) and Japan. We retain ownership of all securities on deposit and receive the related investment income.
For general information regarding our investment accounting policies, see Note 1.
4. DERIVATIVE INSTRUMENTS
Our freestanding derivative financial instruments have historically consisted of: (1) foreign currency swaps and credit default swaps that are
associated with investments in special-purpose entities, including VIEs where we are the primary beneficiary; (2) foreign currency forwards and
options used in hedging foreign exchange risk on U.S. dollar-denominated investments in Aflac Japan's portfolio; (3) foreign currency forwards and
options used to hedge foreign exchange risk from our net investment in Aflac Japan and economically hedge certain portions of forecasted cash
flows denominated in yen; (4) swaps associated with our notes payable, consisting of cross-currency interest rate swaps, also referred to as foreign
currency swaps, associated with certain senior notes and our subordinated debentures; and (5) options on interest rate swaps (or interest rate
swaptions) and futures used to hedge interest rate risk for certain available-for-sale securities. We do not use derivative financial instruments for
trading purposes, nor do we engage in leveraged derivative transactions. Some of our derivatives are designated as cash flow hedges, fair value
hedges or net investment hedges; however, other derivatives do not qualify for hedge accounting or we elect not to designate them as an
accounting hedge. We utilize a net investment hedge to mitigate foreign exchange exposure resulting from our net investment in Aflac Japan. In
addition to designating derivatives as hedging instruments, we have designated the majority of the Parent Company's yen-denominated liabilities
(notes payable and loans) as non-derivative hedging instruments for this net investment hedge.
Derivative Types
We enter into foreign currency swaps pursuant to which we exchange an initial principal amount in one currency for an initial principal amount of
another currency, with an agreement to re-exchange the currencies at a future date at an agreed upon exchange rate. There may also be periodic
exchanges of payments at specified intervals based on the agreed upon rates and notional amounts. Foreign currency swaps are used primarily in
the consolidated VIEs in our Aflac Japan portfolio to convert foreign-denominated cash flows to yen, the functional currency of Aflac Japan, in order
to
113
minimize cash flow fluctuations. We also use foreign currency swaps to economically convert certain of our dollar-denominated senior note and
subordinated debenture principal and interest obligations into yen-denominated obligations.
Foreign currency forwards and options are executed for the Aflac Japan segment in order to hedge the currency risk on the carrying value of
certain U.S. dollar-denominated investments. The maturities of these forwards and options are typically two years or less. In forward transactions,
Aflac Japan agrees with another party to buy a fixed amount of yen and sell a corresponding amount of U.S. dollars at a specified future date. Aflac
Japan also executes foreign currency option transactions in a collar strategy, where Aflac Japan agrees with another party to simultaneously
purchase a fixed amount of U.S. dollar put options and sell U.S. dollar call options. The combination of these two actions results in no net premium
being paid (i.e. a costless or zero-cost collar). The foreign currency forwards and options are used in fair value hedging relationships to mitigate the
foreign exchange risk associated with U.S. dollar-denominated investments supporting yen-denominated liabilities.
Foreign currency forwards and options are also used to hedge the currency risk associated with the net investment in Aflac Japan. In these
forward transactions, Aflac agrees with another party to buy a fixed amount of U.S. dollars and sell a corresponding amount of yen at a specified
future date. In the option transactions, we use a combination of foreign currency options to protect expected future cash flows by simultaneously
purchasing yen put options (options that protect against a weakening yen) and selling yen call options (options that limit participation in a
strengthening yen). The combination of these two actions results in no net premium being paid (i.e. a costless or zero-cost collar).
The only CDS that we currently hold relates to components of an investment in a VIE and is used to assume credit risk related to an individual
security. This CDS contract entitles the consolidated VIE to receive periodic fees in exchange for an obligation to compensate the derivative
counterparties should the referenced security issuer experience a credit event, as defined in the contract.
Interest rate swaps involve the periodic exchange of cash flows with other parties, at specified intervals, calculated using agreed upon rates or
other financial variables and notional principal amounts. Typically, at the time a swap is entered into, the cash flow streams exchanged by the
counterparties are equal in value. No cash or principal payments are exchanged at the inception of the contract. Interest rate swaps are primarily
used to convert interest receipts on floating-rate fixed-maturity securities contracts to fixed rates. These derivatives are predominantly used to better
match cash receipts from assets with cash disbursements required to fund liabilities.
Interest rate swaptions are options on interest rate swaps. Interest rate collars are combinations of two swaption positions and are executed in
order to hedge certain U.S. dollar-denominated available-for-sale securities that are held in the Aflac Japan segment. We use collars to protect
against significant changes in the fair value associated with our U.S. dollar-denominated available-for-sale securities due to interest rates. In order to
maximize the efficiency of the collars while minimizing cost, we set the strike price on each collar so that the premium paid for the ‘payer leg’ is
offset by the premium received for having sold the ‘receiver leg’.
Periodically, we may enter into other derivative transactions depending on general economic conditions.
Derivative Balance Sheet Classification
The tables below summarize the balance sheet classification of our derivative fair value amounts, as well as the gross asset and liability fair
value amounts, at December 31. The fair value amounts presented do not include income accruals. The notional amount of derivative contracts
represents the basis upon which pay or receive amounts are calculated and are not reflective of exposure or credit risk.
114
(In millions)
Net Derivatives
2016
Asset
Derivatives
Liability
Derivatives
Hedge Designation/ Derivative Type
Cash flow hedges:
Foreign currency swaps
Total cash flow hedges
Fair value hedges:
Foreign currency forwards
Foreign currency options
Total fair value hedges
Net investment hedge:
Foreign currency forwards
Foreign currency options
Total net investment hedge
Non-qualifying strategies:
Foreign currency swaps
Foreign currency forwards
Foreign currency options
Credit default swaps
Total non-qualifying strategies
Total derivatives
Balance Sheet Location
Other assets
Other liabilities
Total derivatives
Notional
Amount
$
75
75
10,965
4,224
15,189
209
843
1,052
6,266
21,218
41
86
27,611
$ 43,927
$ 18,329
25,598
$ 43,927
115
Fair Value
Fair Value
Fair Value
$
(10)
(10)
(759)
(30)
(789)
3
24
27
270
(289)
(2)
2
(19)
$
(791)
$ 1,207
(1,998)
$
(791)
$
$
$
$
0
0
0
2
2
5
41
46
490
667
0
2
1,159
1,207
1,207
0
1,207
$
(10)
(10)
(759)
(32)
(791)
(2)
(17)
(19)
(220)
(956)
(2)
0
(1,178)
$
(1,998)
$
0
(1,998)
$
(1,998)
(In millions)
Net Derivatives
Hedge Designation/ Derivative Type
Cash flow hedges:
Foreign currency swaps
Total cash flow hedges
Fair value hedges:
Foreign currency forwards
Foreign currency options
Total fair value hedges
Net investment hedge:
Foreign currency forwards
Foreign currency options
Total net investment hedge
Non-qualifying strategies:
Foreign currency swaps
Foreign currency forwards
Credit default swaps
Total non-qualifying strategies
Total derivatives
Balance Sheet Location
Other assets
Other liabilities
Total derivatives
Notional
Amount
$
75
75
13,080
1,250
14,330
763
266
1,029
6,599
11
83
6,693
$ 22,127
$ 11,413
10,714
$ 22,127
2015
Asset
Derivatives
Liability
Derivatives
Fair Value
Fair Value
Fair Value
$
(15)
(15)
$
0
0
88
0
88
19
5
24
563
0
1
564
$
676
$
$
676
0
676
$
$
$
$
(15)
(15)
(43)
0
(43)
(6)
(8)
(14)
(299)
0
0
(299)
(371)
0
(371)
(371)
45
0
45
13
(3)
10
264
0
1
265
305
676
(371)
305
$
$
$
The derivative notional amount increased from 2015 to 2016 primarily due to an increase in non-qualifying strategies. The increase in non-
qualifying strategies related to entering into longer duration foreign currency forwards designated as fair value hedges that resulted in the
dedesignation of existing foreign currency forwards. We also entered into offsetting foreign currency forwards for the remaining term of the foreign
currency forwards that were dedesignated, both of which are included in the notional amounts presented for non-qualifying strategies.
Cash Flow Hedges
Certain of our consolidated VIEs have foreign currency swaps that qualify for hedge accounting treatment. For those that have qualified, we
have designated the derivative as a hedge of the variability in cash flows of a forecasted transaction or of amounts to be received or paid related to
a recognized asset (“cash flow” hedge). We expect to continue this hedging activity for a weighted-average period of approximately nine years. The
remaining derivatives in our consolidated VIEs that have not qualified for hedge accounting are included in "non-qualifying strategies."
Fair Value Hedges
We designate and account for certain foreign currency forwards and options as fair value hedges when they meet the requirements for hedge
accounting. These foreign currency forwards and options hedge the foreign currency exposure of certain U.S. dollar-denominated investments. We
recognize gains and losses on these derivatives and the related hedged items in current earnings within derivative and other gains (losses). The
change in the fair value of the foreign currency forwards related to the changes in the difference between the spot rate and the forward price is
excluded from the assessment of hedge effectiveness. The change in fair value of the foreign currency option related to the time value of the option
is excluded from the assessment of hedge effectiveness.
We designate and account for interest rate swaptions as fair value hedges when they meet the requirements for hedge accounting. These
interest rate swaptions hedge the interest rate exposure of certain U.S. dollar-denominated fixed maturity securities within the investment portfolio of
our Aflac Japan segment. We recognize gains and losses on
116
these derivatives and the related hedged items in current earnings within derivative and other gains (losses). The change in the fair value of the
interest rate swaptions related to the time value of the option is excluded from the assessment of hedge effectiveness.
The following table presents the gains and losses on derivatives and the related hedged items in fair value hedges for the years ended
December 31.
(In millions)
Hedging Derivatives
Fair Value Hedging Relationships
Total
Gains
(Losses)
Gains (Losses)
Excluded from
Effectiveness
Testing
Gains (Losses)
Included in
Effectiveness
Testing
Hedged
Items
Gains
(Losses)
Ineffectiveness
Recognized for Fair
Value Hedge
Hedging
Derivatives
2016:
Hedged Items
Foreign currency
forwards
Fixed-maturity
securities and
equity securities
Foreign currency
options
Fixed-maturity
securities
2015:
Foreign currency
forwards
Foreign currency
options
Interest rate
swaptions
2014:
Foreign currency
forwards
Foreign currency
options
Interest rate
swaptions
Fixed-maturity
securities
Fixed-maturity
securities
Fixed-maturity
securities
Fixed-maturity
securities
Fixed-maturity
securities
Fixed-maturity
securities
Net Investment Hedge
$
207 $
(338)
$
545 $
(566) $
(95)
(18)
(77)
70
$
(133) $
(136)
$
3 $
(5) $
(4)
(95)
3
19
(7)
(114)
7
99
$
(1,835) $
(38)
$
(1,797)
$
1,819 $
(41)
(318)
(4)
(36)
(37)
(282)
38
316
(21)
(7)
(2)
0
(15)
22
1
34
Our primary exposure to be hedged is our net investment in Aflac Japan, which is affected by changes in the yen/dollar exchange rate. To
mitigate this exposure, we have designated the Parent Company's yen-denominated liabilities (see Note 9) as non-derivative hedges and
designated foreign currency forwards and options as derivative hedges of the foreign currency exposure of our net investment in Aflac Japan.
We used foreign exchange forwards and options to hedge foreign exchange risk on 114.0 billion yen of profit repatriation received from Aflac
Japan in 2016. As of December 31, 2016 , we had entered into foreign exchange forwards and options as part of a hedge on 122.6 billion yen of
future profit repatriation.
Our net investment hedge was effective for the years ended December 31, 2016 , 2015 and 2014 .
Non-qualifying Strategies
For our derivative instruments in consolidated VIEs that do not qualify for hedge accounting treatment, all changes in their fair value are
reported in current period earnings within derivative and other gains (losses). The amount of gain or loss recognized in earnings for our VIEs is
attributable to the derivatives in those investment structures. While the change in value of the swaps is recorded through current period earnings,
the change in value of the available-for-sale fixed-maturity or perpetual securities associated with these swaps is recorded through other
comprehensive income.
117
We have cross-currency interest rate swap agreements related to our $400 million senior notes due February 2017, $550 million senior notes
due March 2020, $350 million senior notes due February 2022, $700 million senior notes due June 2023, $750 million senior notes due November
2024, $450 million senior notes due March 2025, and $500 million subordinated debentures due September 2052. Changes in the values of these
swaps are recorded through current period earnings. For additional information regarding these swaps, see Note 9.
In the fourth quarter of 2016, we began using foreign exchange forwards to mitigate the currency risk of our U.S. dollar-denominated middle
market loan portfolio held within the Aflac Japan segment. As of December 31, 2016 , the outstanding derivative notional amounts associated with
these U.S. dollar-denominated middle market loans was approximately $109 million . In the third quarter of 2016, we began using foreign exchange
forwards to mitigate the currency risk of our U.S. dollar-denominated commercial loan portfolio held within the Aflac Japan segment. As of
December 31, 2016 , the outstanding derivative notional amounts associated with these U.S. dollar-denominated commercial mortgage loans was
approximately $710 million . We have not elected to apply hedge accounting for these middle market loans and commercial mortgage loans. The
change in fair value of the foreign exchange forwards and the foreign currency remeasurement of the middle market loans and commercial
mortgage loans are each recorded through current period earnings, and generally offset each other.
Impact of Derivatives and Hedging Instruments
The following table summarizes the impact to realized investment gains (losses) and other comprehensive income (loss) from all derivatives and
hedging instruments for the years ended December 31.
2016
2015
2014
Realized
Investment
Gains (Losses)
Other
Comprehensive
Income (Loss) (1)
Realized Investment
Gains (Losses)
Other
Comprehensive
Income (Loss) (1)
Realized
Investment
Gains (Losses)
Other
Comprehensive
Income (Loss) (1)
(In millions)
Qualifying hedges:
Cash flow hedges:
Foreign currency swaps
$
Total cash flow hedges
Fair value hedges:
Foreign currency forwards (2)
Foreign currency options ( 2)
Interest rate swaptions (2)
Total fair value hedges
Net investment hedge:
Non-derivative hedging
instruments
Foreign currency forwards
Foreign currency options
Total net investment hedge
Non-qualifying strategies:
Foreign currency swaps
Foreign currency forwards
Credit default swaps
Interest rate swaps
Interest rate swaptions
Futures
Total non- qualifying
strategies
1
1
(359)
(25)
0
(384)
0
0
0
0
117
9
2
0
0
0
128
$ (255)
$
3
3
0
0
0
0
0
(118)
73
(45)
0
0
0
0
0
0
0
$
0
0
$
(138)
3
4
(131)
0
0
0
0
16
100
1
5
0
(1)
0
0
0
0
0
0
3
4
0
7
0
0
0
0
0
0
$
(2)
(2)
(16)
(3)
(2)
(21)
0
0
0
0
151
(11)
3
(1)
1
(89)
$
(17)
(17)
0
0
0
0
39
89
(3)
125
0
0
0
0
0
0
121
$ (10)
0
7
54
31
0
108
Total
(1) Cash flow hedge items are recorded as unrealized gains (losses) on derivatives and net investment hedge items are recorded in the unrealized foreign currency translation
(42)
$
$
$
$
gains (losses) line in the consolidated statement of comprehensive income (loss).
(2) Impact shown net of effect of hedged items (see Fair Value Hedges section of this Note 4 for further detail)
We reclassified a de minimus amount from accumulated other comprehensive income (loss) into earnings related to our designated cash flow
hedges for the years ended December 31, 2016, 2015 and 2014, respectively. There was no gain or loss reclassified from accumulated other
comprehensive income (loss) into earnings related to the net investment hedge for the years ended December 31, 2016 , 2015 and 2014 . As of
December 31, 2016 , deferred gains and losses on
118
derivative instruments recorded in accumulated other comprehensive income that are expected to be reclassified to earnings during the next twelve
months were immaterial.
Credit Risk Assumed through Derivatives
For the foreign currency and credit default swaps associated with our VIE investments for which we are the primary beneficiary, we bear the risk
of foreign exchange loss due to counterparty default even though we are not a direct counterparty to those contracts. We are a direct counterparty to
the foreign currency swaps that we have entered into in connection with certain of our senior notes, subordinated debentures, and Samurai notes;
foreign currency forwards; foreign currency options; and interest rate swaptions, and therefore we are exposed to credit risk in the event of
nonperformance by the counterparties in those contracts. The risk of counterparty default for our VIE swaps, foreign currency swaps, certain foreign
currency forwards, foreign currency options and interest rate swaptions is mitigated by collateral posting requirements that counterparties to those
transactions must meet. As of December 31, 2016 , there were 16 counterparties to our derivative agreements, with five comprising 63% of the
aggregate notional amount. The counterparties to these derivatives are financial institutions with the following credit ratings as of December 31:
2016
2015
Notional Amount
of Derivatives
Asset Derivatives
Fair Value
Liability
Derivatives
Fair Value
Notional Amount
of Derivatives
Asset Derivatives
Fair Value
Liability
Derivatives
Fair Value
(In millions)
Counterparties' credit rating:
AA
A
BBB
$
6,844
$
247
$
(308)
$
2,187
$
166
$
36,019
1,064
900
60
(1,621)
(69)
19,940
0
510
0
(35)
(336)
0
Total
$
43,927
$
1,207
$
(1,998)
$
22,127
$
676
$
(371)
We engage in derivative transactions directly with unaffiliated third parties under International Swaps and Derivatives Association, Inc. (ISDA)
agreements and other documentation. Most of the ISDA agreements also include Credit Support Annexes (CSAs) provisions, which generally
provide for two-way collateral postings at the first dollar of exposure. We mitigate the risk that counterparties to transactions might be unable to fulfill
their contractual obligations by monitoring counterparty credit exposure and collateral value while generally requiring that collateral be posted at the
outset of the transaction. In addition, a significant portion of the derivative transactions have provisions that give the counterparty the right to
terminate the transaction upon a downgrade of Aflac’s financial strength rating. The actual amount of payments that we could be required to make,
depends on market conditions, the fair value of outstanding affected transactions, and other factors prevailing at and after the time of the
downgrade.
Collateral posted by us to third parties for derivative transactions can generally be repledged or resold by the counterparties. The aggregate fair
value of all derivative instruments with credit-risk-related contingent features that were in a net liability position by counterparty was approximately
$1.2 billion and $26 million as of December 31, 2016 and 2015 , respectively. We are generally allowed to sell or repledge collateral obtained from
our derivative counterparties, although we do not typically exercise such rights. (See the Offsetting tables below for collateral posted or received as
of the reported balance sheet dates.)
Offsetting of Financial Instruments and Derivatives
Some of the Company's derivative instruments are subject to enforceable master netting arrangements that provide for the net settlement of all
derivative contracts between the Parent Company or Aflac and its respective counterparty in the event of default or upon the occurrence of certain
termination events. Collateral support agreements with the master netting arrangements generally provide that the Company will receive or pledge
financial collateral at the first dollar of exposure.
We have securities lending agreements with unaffiliated financial institutions that post collateral to us in return for the use of our fixed maturity
securities (see Note 3). When we have entered into securities lending agreements with the same counterparty, the agreements generally provide for
net settlement in the event of default by the counterparty. This right of set-off allows us to keep and apply collateral received if the counterparty
failed to return the securities borrowed from us as contractually agreed. For additional information on the Company's accounting policy for securities
lending, see
Note 1.
119
(In millions)
Derivative
assets:
Derivative
assets subject to a
master netting
agreement or
offsetting
arrangement
Derivative
assets not subject
to a master netting
agreement or
offsetting
arrangement
Total derivative
assets
Securities lending
and similar
arrangements
The tables below summarize our derivatives and securities lending transactions as of December 31, and as reflected in the tables, in
accordance with U.S. GAAP, our policy is to not offset these financial instruments in the Consolidated Balance Sheets.
Offsetting of Financial Assets and Derivative Assets
2016
Gross Amounts Not Offset
in Balance Sheet
Gross Amount
of Recognized
Assets
Gross
Amount
Offset in
Balance Sheet
Net Amount of
Assets
Presented
in Balance
Sheet
Financial
Instruments
Securities
Collateral
Cash Collateral
Received
Net Amount
$
1,080
$
0
$ 1,080
$
(698)
$
0
$
(382)
$
0
127
1,207
513
127
1,207
(698)
0
(382)
127
127
513
0
$ 1,720
$
(698)
$
0
0
(513)
0
$
(895)
$ 127
0
0
0
Total
$
1,720
$
(In millions)
Derivative
assets:
Derivative
assets subject to a
master netting
agreement or
offsetting
arrangement
Derivative
assets not subject
to a master netting
agreement or
offsetting
arrangement
Total derivative
assets
Securities lending
and similar
arrangements
Total
2015
Gross Amounts Not Offset
in Balance Sheet
Gross Amount
of Recognized
Assets
Gross Amount
Offset in
Balance Sheet
Net Amount of
Assets
Presented in
Balance Sheet
Financial
Instruments
Securities
Collateral
Cash Collateral
Received
Net Amount
$
574
$
0
$
574
$
(51)
$
(190)
$
(326)
$
7
102
676
921
$
1,597
$
0
0
0
102
676
921
$ 1,597
$
120
(51)
(190)
(326)
102
109
0
(51)
0
(921)
0
$
(190)
$ (1,247)
$ 109
Offsetting of Financial Liabilities and Derivative Liabilities
2016
Gross Amounts Not Offset
in Balance Sheet
Gross Amount
of Recognized
Liabilities
Gross Amount
Offset in
Balance Sheet
Net Amount of
Liabilities
Presented in
Balance Sheet
Financial
Instruments
Securities
Collateral
Cash Collateral
Pledged
Net Amount
$ (1,852)
$
0
$ (1,852)
$
698
$
1,130
$
21
$
(3)
(146)
(1,998)
(526)
$ (2,524)
$
0
0
0
(146)
(146)
(1,998)
698
1,130
21
(149)
(526)
513
0
0
(13)
$ (2,524)
$
1,211
$
1,130
$
21
$
(162)
2015
Gross Amounts Not Offset
in Balance Sheet
Gross Amount
of Recognized
Liabilities
Gross
Amount
Offset in
Balance Sheet
Net Amount of
Liabilities
Presented in
Balance Sheet
Financial
Instruments
Securities
Collateral
Cash Collateral
Pledged
Net Amount
$
(78)
$
0
$
(78)
$
51
$
18
$
3
$
(6)
(In millions)
Derivative
liabilities:
Derivative
liabilities subject
to a master netting
agreement or
offsetting
arrangement
Derivative
liabilities not
subject to a
master netting
agreement or
offsetting
arrangement
Total derivative
liabilities
Securities lending
and similar
arrangements
Total
(In millions)
Derivative
liabilities:
Derivative
liabilities subject
to a master netting
agreement or
offsetting
arrangement
Derivative
liabilities not
subject to a
master netting
agreement or
offsetting
arrangement
Total derivative
liabilities
Securities lending
and similar
arrangements
(293)
(371)
(941)
(293)
(371)
51
(941)
921
$ (1,312)
$
972
$
0
0
0
18
0
18
$
3
0
3
$ (293)
(299)
(20)
$ (319)
Total
$ (1,312)
$
For additional information on our financial instruments, see the accompanying Notes 1, 3 and 5.
121
5. FAIR VALUE MEASUREMENTS
Fair Value Hierarchy
U.S. GAAP specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or
unobservable. These two types of inputs create three valuation hierarchy levels. Level 1 valuations reflect quoted market prices for identical assets
or liabilities in active markets. Level 2 valuations reflect quoted market prices for similar assets or liabilities in an active market, quoted market prices
for identical or similar assets or liabilities in non-active markets or model-derived valuations in which all significant valuation inputs are observable in
active markets. Level 3 valuations reflect valuations in which one or more of the significant inputs are not observable in an active market.
The following tables present the fair value hierarchy levels of the Company's assets and liabilities that are measured and carried at fair value on
a recurring basis as of December 31.
(In millions)
Assets:
Securities available for sale, carried at
fair value:
Fixed maturities:
Government and agencies
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total fixed maturities
Perpetual securities:
Banks/financial institutions
Other corporate
Total perpetual securities
Equity securities
Other assets:
Foreign currency swaps
Foreign currency forwards
Foreign currency options
Credit default swaps
Total other assets
Other investments
Cash and cash equivalents
Total assets
Liabilities:
Foreign currency swaps
Foreign currency forwards
Foreign currency options
Total liabilities
2016
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Total
Fair
Value
$
25,387
$
827
$
1,295
1,139
7,667
1,469
6,038
29,699
48,134
1,420
213
1,633
6
365
672
43
0
1,080
0
0
0
0
198
16
0
25
0
239
0
0
0
3
125
0
0
2
127
0
0
$ 26,214
1,295
1,337
7,683
1,469
6,063
29,699
73,760
1,420
213
1,633
1,309
490
672
43
2
1,207
276
4,859
$ 50,853
$
84
1,717
51
$
1,852
$
$
$
369
$ 83,044
146
$
230
0
0
1,717
51
146
$
1,998
0
0
0
0
0
0
25,387
0
0
0
1,300
0
0
0
0
0
276
4,859
31,822
0
0
0
0
122
$
$
$
(In millions)
Assets:
Securities available for sale, carried at
fair value:
Fixed maturities:
Government and agencies
Municipalities
Mortgage- and asset-backed securities
Public utilities
Sovereign and supranational
Banks/financial institutions
Other corporate
Total fixed maturities
Perpetual securities:
Banks/financial institutions
Other corporate
Total perpetual securities
Equity securities
Other assets:
Foreign currency swaps
Foreign currency forwards
Foreign currency options
Credit default swaps
Total other assets
Other investments
Cash and cash equivalents
Total assets
Liabilities:
Foreign currency swaps
Foreign currency forwards
Foreign currency options
Total liabilities
2015
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Total
Fair
Value
$ 18,669
$
607
$
0
0
0
0
0
0
18,669
0
0
0
489
0
0
0
0
0
176
4,350
1,208
362
7,479
1,407
5,993
29,378
46,434
1,742
205
1,947
6
462
107
5
0
574
0
0
0
0
220
0
0
26
0
246
0
0
0
3
101
0
0
1
102
0
0
$ 19,276
1,208
582
7,479
1,407
6,019
29,378
65,349
1,742
205
1,947
498
563
107
5
1
676
176
4,350
$ 23,684
$ 48,961
$
$
21
49
8
78
$
$
0
0
0
0
123
$
$
$
351
$ 72,996
293
0
0
293
$
$
314
49
8
371
The following tables present the carrying amount and fair value categorized by fair value hierarchy level for the Company's financial instruments
that are not carried at fair value as of December 31.
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Carrying
Value
2016
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Total
Fair
Value
(In millions)
Assets:
Securities held to maturity,
carried at amortized cost:
Fixed maturities:
Government and agencies
$
20,702
$
26,040
$
0
$
Municipalities
Mortgage and asset-backed
securities
Public utilities
Sovereign and
supranational
Banks/financial institutions
Other corporate
Other investments
Total assets
Liabilities:
350
30
3,201
2,602
3,731
2,734
1,174
$
34,524
Other policyholders’ funds
$
6,659
Notes payable
(excluding capital leases)
5,339
$
$
Total liabilities
$
11,998
$
0
0
0
0
0
0
0
26,040
0
0
0
124
457
10
3,536
2,877
3,900
3,179
0
0
0
22
0
0
0
0
1,142
$
26,040
457
32
3,536
2,877
3,900
3,179
1,142
$
$
$
13,959
$
1,164
$
41,163
0
$
6,540
$
6,540
0
0
5,530
5,530
$
12,070
$
12,070
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Carrying
Value
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Total
Fair
Value
2015
(In millions)
Assets:
Securities held to maturity,
carried at amortized cost:
Fixed maturities:
Government and agencies
$
20,004
$ 23,391
$
Municipalities
Mortgage and asset-backed
securities
Public utilities
Sovereign and
supranational
Banks/financial institutions
Other corporate
Other investments
Total assets
Liabilities:
Other policyholders’ funds
Notes payable
(excluding capital leases)
$
$
341
36
3,092
2,555
4,431
3,000
118
0
0
0
0
0
0
0
0
415
12
3,203
2,711
4,546
3,216
0
33,577
$ 23,391
$ 14,103
6,285
4,951
$
$
0
0
0
$
$
0
0
0
$
$
$
0
0
26
0
0
0
0
118
144
$ 23,391
415
38
3,203
2,711
4,546
3,216
118
$ 37,638
6,160
$
6,160
5,256
5,256
$ 11,416
$ 11,416
Total liabilities
$
11,236
Amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
Fair Value of Financial Instruments
U.S. GAAP requires disclosure of the fair value of certain financial instruments including those that are not carried at fair value. The carrying
amounts for cash and cash equivalents, other investments (excluding loan receivables), receivables, accrued investment income, accounts payable,
cash collateral and payables for security transactions approximated their fair values due to the nature of these instruments. Liabilities for future
policy benefits and unpaid policy claims are not financial instruments as defined by U.S. GAAP.
Fixed maturities, perpetual securities, and equity securities
We determine the fair values of our fixed maturity securities, perpetual securities, and public and privately issued equity securities using the
following approaches or techniques: price quotes and valuations from third party pricing vendors (including quoted market prices readily available
from public exchange markets) and non-binding price quotes we obtain from outside brokers.
A third party pricing vendor has developed valuation models to determine fair values of privately issued securities to reflect the impact of the
persistent economic environment and the changing regulatory framework. These models are discounted cash flow (DCF) valuation models, but also
use information from related markets, specifically the CDS market to estimate expected cash flows. These models take into consideration any
unique characteristics of the securities and make various adjustments to arrive at an appropriate issuer-specific loss adjusted credit curve. This
credit curve is then used with the relevant recovery rates to estimate expected cash flows and modeling of additional features, including illiquidity
adjustments, if necessary, to price the security by discounting those loss adjusted cash flows. In cases where a credit curve cannot be developed
from the specific security features, the valuation methodology takes into consideration other market observable inputs, including: 1) the most
appropriate comparable security(ies) of the issuer; 2) issuer-specific CDS spreads; 3) bonds or CDS spreads of comparable issuers with similar
characteristics such as rating, geography, or sector; or 4) bond indices that are comparative in rating, industry, maturity and region.
125
The pricing data and market quotes we obtain from outside sources, including third party pricing services, are reviewed internally for
reasonableness. If a fair value appears unreasonable, we will re-examine the inputs and assess the reasonableness of the pricing data with the
vendor. Additionally, we may compare the inputs to relevant market indices and other performance measurements. The output of this analysis is
presented to the Company's Valuation and Classifications Subcommittee, or VCS. Based on the analysis provided to the VCS, the valuation is
confirmed or may be revised if there is evidence of a more appropriate estimate of fair value based on available market data. We have performed
verification of the inputs and calculations in any valuation models to confirm that the valuations represent reasonable estimates of fair value.
The fixed maturities classified as Level 3 consist of securities for which there are limited or no observable valuation inputs. For Level 3 securities
that are investment grade, we estimate the fair value of these securities by obtaining non-binding broker quotes from a limited number of brokers.
These brokers base their quotes on a combination of their knowledge of the current pricing environment and market conditions. We consider these
inputs to be unobservable. For Level 3 investments that are below-investment-grade securities, we consider a variety of significant valuation inputs
in the valuation process, including forward exchange rates, yen swap rates, dollar swap rates, interest rate volatilities, credit spread data on specific
issuers, assumed default and default recovery rates, and certain probability assumptions. In obtaining these valuation inputs, we have determined
that certain pricing assumptions and data used by our pricing sources are difficult to validate or corroborate by the market and/or appear to be
internally developed rather than observed in or corroborated by the market. The use of these unobservable valuation inputs causes more subjectivity
in the valuation process for these securities.
For the periods presented, we have not adjusted the quotes or prices we obtain from the pricing services and brokers we use.
The following tables present the pricing sources for the fair values of our fixed maturities, perpetual securities, and equity securities as of
December 31.
126
(In millions)
Securities available for sale, carried at fair value:
Fixed maturities:
Government and agencies:
Third party pricing vendor
Total government and agencies
Municipalities:
Third party pricing vendor
Total municipalities
Mortgage- and asset-backed securities:
Third party pricing vendor
Broker/other
Total mortgage- and asset-backed securities
Public utilities:
Third party pricing vendor
Broker/other
Total public utilities
Sovereign and supranational:
Third party pricing vendor
Total sovereign and supranational
Banks/financial institutions:
Third party pricing vendor
Broker/other
Total banks/financial institutions
Other corporate:
Third party pricing vendor
Total other corporate
Total fixed maturities
Perpetual securities:
Banks/financial institutions:
Third party pricing vendor
Total banks/financial institutions
Other corporate:
Third party pricing vendor
Total other corporate
Total perpetual securities
Equity securities:
Third party pricing vendor
Broker/other
Total equity securities
Total securities available for sale
$
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
Significant
Observable Inputs
(Level 2)
Significant
Unobservable Inputs
(Level 3)
Total
Fair
Value
2016
$
25,387
25,387
$
827
827
$
1,295
1,295
1,139
0
1,139
7,667
0
7,667
1,469
1,469
6,038
0
6,038
29,699
29,699
48,134
1,420
1,420
213
213
1,633
6
0
6
49,773
$
$
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
25,387
0
0
0
0
0
1,300
0
1,300
26,687
127
0
0
0
0
0
198
198
0
16
16
0
0
0
25
25
0
0
239
0
0
0
0
0
0
3
3
242
$
26,214
26,214
1,295
1,295
1,139
198
1,337
7,667
16
7,683
1,469
1,469
6,038
25
6,063
29,699
29,699
73,760
1,420
1,420
213
213
1,633
1,306
3
1,309
76,702
$
(In millions)
Securities held to maturity, carried at amortized cost:
Fixed maturities:
Government and agencies:
Third party pricing vendor
Total government and agencies
Municipalities:
Third party pricing vendor
Total municipalities
Mortgage- and asset-backed securities:
Third party pricing vendor
Broker/other
Total mortgage- and asset-backed securities
Public utilities:
Third party pricing vendor
Total public utilities
Sovereign and supranational:
Third party pricing vendor
Total sovereign and supranational
Banks/financial institutions:
Third party pricing vendor
Total banks/financial institutions
Other corporate:
Third party pricing vendor
Total other corporate
Total securities held to maturity
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
Significant
Observable Inputs
(Level 2)
Significant
Unobservable Inputs
(Level 3)
Total
Fair
Value
2016
$
26,040
26,040
$
0
0
0
0
0
0
0
0
0
0
0
0
0
457
457
10
0
10
3,536
3,536
2,877
2,877
3,900
3,900
0
0
26,040
$
3,179
3,179
13,959
$
128
$
$
0
0
0
0
0
22
22
0
0
0
0
0
0
0
0
22
$
26,040
26,040
457
457
10
22
32
3,536
3,536
2,877
2,877
3,900
3,900
3,179
3,179
40,021
$
(In millions)
Securities available for sale, carried at fair value:
Fixed maturities:
Government and agencies:
Third party pricing vendor
Total government and agencies
Municipalities:
Third party pricing vendor
Total municipalities
Mortgage- and asset-backed securities:
Third party pricing vendor
Broker/other
Total mortgage- and asset-backed securities
Public utilities:
Third party pricing vendor
Total public utilities
Sovereign and supranational:
Third party pricing vendor
Total sovereign and supranational
Banks/financial institutions:
Third party pricing vendor
Broker/other
Total banks/financial institutions
Other corporate:
Third party pricing vendor
Total other corporate
Total fixed maturities
Perpetual securities:
Banks/financial institutions:
Third party pricing vendor
Total banks/financial institutions
Other corporate:
Third party pricing vendor
Total other corporate
Total perpetual securities
Equity securities:
Third party pricing vendor
Broker/other
Total equity securities
Total securities available for sale
$
Quoted Prices in
Active Markets
for Identical Assets
(Level 1)
Significant Observable
Inputs
(Level 2)
Significant
Unobservable Inputs
(Level 3)
Total
Fair
Value
2015
$
18,669
18,669
$
607
607
$
0
0
0
0
0
0
0
0
0
0
0
0
0
0
18,669
0
0
0
0
0
489
0
489
19,158
129
1,208
1,208
362
0
362
7,479
7,479
1,407
1,407
5,993
0
5,993
29,378
29,378
46,434
1,742
1,742
205
205
1,947
6
0
6
48,387
$
$
0
0
0
0
0
220
220
0
0
0
0
0
26
26
0
0
246
0
0
0
0
0
0
3
3
249
$
19,276
19,276
1,208
1,208
362
220
582
7,479
7,479
1,407
1,407
5,993
26
6,019
29,378
29,378
65,349
1,742
1,742
205
205
1,947
495
3
498
67,794
$
(In millions)
Securities held to maturity, carried at amortized cost:
Fixed maturities:
Government and agencies:
Third party pricing vendor
Total government and agencies
Municipalities:
Third party pricing vendor
Total municipalities
Mortgage- and asset-backed securities:
Third party pricing vendor
Broker/other
Total mortgage- and asset-backed securities
Public utilities:
Third party pricing vendor
Total public utilities
Sovereign and supranational:
Third party pricing vendor
Total sovereign and supranational
Banks/financial institutions:
Third party pricing vendor
Total banks/financial institutions
Other corporate:
Third party pricing vendor
Broker/other
Total other corporate
Quoted Prices in
Active Markets
for Identical Assets
(Level 1)
Significant Observable
Inputs
(Level 2)
Significant
Unobservable Inputs
(Level 3)
Total
Fair
Value
2015
$
23,391
23,391
$
0
0
0
0
0
0
0
0
0
0
0
0
0
415
415
12
0
12
3,203
3,203
2,711
2,711
4,546
4,546
0
0
0
23,391
3,189
27
3,216
14,103
$
$
$
0
0
0
0
0
26
26
0
0
0
0
0
0
0
0
0
26
$
23,391
23,391
415
415
12
26
38
3,203
3,203
2,711
2,711
4,546
4,546
3,189
27
3,216
37,520
$
Total securities held to maturity
$
The following is a discussion of the determination of fair value of our remaining financial instruments.
Derivatives
We use derivative instruments to manage the risk associated with certain assets. However, the derivative instrument may not be classified in the
same fair value hierarchy level as the associated asset. Inputs used to value derivatives include, but are not limited to, interest rates, credit spreads,
foreign currency forward and spot rates, and interest volatility.
The fair values of the foreign currency forwards, options, and interest rate swaptions associated with certain investments; the foreign currency
forwards and options used to hedge foreign exchange risk from our net investment in Aflac Japan and economically hedge certain portions of
forecasted cash flows denominated in yen; and the foreign currency swaps associated with certain senior notes and our subordinated debentures
are based on the amounts we would expect to receive or pay. The determination of the fair value of these derivatives is based on observable market
inputs, therefore they are classified as Level 2.
For derivatives associated with VIEs where we are the primary beneficiary, we are not the direct counterparty to the swap contracts. As a result,
the fair value measurements incorporate the credit risk of the collateral associated with the VIE. We receive valuations from a third party pricing
vendor for these derivatives. Based on an analysis of these derivatives and a review of the methodology employed by the pricing vendor, we
determined that due to the long duration of these swaps and the need to extrapolate from short-term observable data to derive and measure long-
term inputs, certain inputs, assumptions and judgments are required to value future cash flows that cannot be corroborated by current
130
inputs or current observable market data. As a result, the derivatives associated with our consolidated VIEs are classified as Level 3 of the fair value
hierarchy.
Loan Receivables
Our loan receivables do not have readily determinable market prices and generally lack market liquidity. Fair values for loan receivables are
determined based on the present value of expected future cash flows discounted at the applicable U.S. Treasury or London Interbank Offered Rate
(LIBOR) yield plus an appropriate spread that considers other risk factors, such as credit and liquidity risk. These spreads are provided by the
applicable asset managers based on their knowledge of the current loan pricing environment and market conditions. The spreads are a significant
component of the pricing inputs and are generally considered unobservable. Therefore, these investments have been assigned a Level 3 within the
fair value hierarchy. Loan receivables are included in other investments on the consolidated balance sheets.
Other policyholders' funds
The largest component of the other policyholders' funds liability is our annuity line of business in Aflac Japan. Our annuities have fixed benefits
and premiums. For this product, we estimated the fair value to be equal to the cash surrender value. This is analogous to the value paid to
policyholders on the valuation date if they were to surrender their policy. We periodically check the cash value against discounted cash flow
projections for reasonableness. We consider our inputs for this valuation to be unobservable and have accordingly classified this valuation as Level
3.
Notes payable
The fair values of our publicly issued notes payable classified as Level 3 were obtained from a limited number of independent brokers. These
brokers base their quotes on a combination of their knowledge of the current pricing environment and market conditions. We consider these inputs
to be unobservable. The fair values of our yen-denominated loans approximate their carrying values.
Transfers between Hierarchy Levels and Level 3 Rollforward
There were no transfers between Level 1 and 2 for the years ended December 31, 2016 and 2015 , respectively.
The following tables present the changes in fair value of our available-for-sale investments and derivatives classified as Level 3 as of December
31.
(In millions)
Balance, beginning of period
Realized investment gains (losses) included
in earnings
Unrealized gains (losses) included in other
comprehensive income (loss)
Purchases, issuances, sales and settlements:
Purchases
Issuances
Sales
Settlements
Transfers into Level 3
Transfers out of Level 3
Balance, end of period
Changes in unrealized gains (losses) relating
to Level 3 assets and liabilities still held at
the end of the period included in realized
investment gains (losses)
(1) Derivative assets and liabilities are presented net
$
$
2016
Fixed Maturities
Mortgage-
and
Asset-
Backed
Securities
Public
Utilities
Banks/
Financial
Institutions
Equity
Securities
Derivatives (1)
Foreign
Currency
Swaps
Credit
Default
Swaps
Total
$
220 $
0 $
$
3 $
(192) $
1 $
0
38
0
0
0
(60)
0
0
198 $
0
0
16
0
0
0
0
0
16 $
26
0
(1)
0
0
0
0
0
0
0
0
0
0
0
0
0
0
194
(22)
0
0
0
(1)
0
0
(21) $
58
195
15
16
0
0
(61)
0
0
1
0
0
0
0
0
0
0
25
$
3 $
2 $
223
0 $
0 $
0
$
0 $
194 $
1 $
195
131
(In millions)
Balance, beginning of period
Realized investment gains (losses) included in
earnings
Unrealized gains (losses) included in other
comprehensive income (loss)
Purchases, issuances, sales and settlements:
Purchases
Issuances
Sales
Settlements
Transfers into Level 3
Transfers out of Level 3
Balance, end of period
Changes in unrealized gains (losses) relating
to Level 3 assets and liabilities still held at
the end of the period included in realized
investment gains (losses)
(1) Derivative assets and liabilities are presented net
2015
Fixed Maturities
Perpetual
Securities
Equity
Securities
Derivatives (1)
Mortgage-
and
Asset-
Backed
Securities
Banks/
Financial
Institutions
Banks/
Financial
Institutions
Foreign
Currency
Swaps
Credit
Default
Swaps
Total
$
223 $
26 $
149
$
3 $
(212) $
0 $
189
0
(1)
0
0
0
(2)
0
0
220 $
0
0
0
0
0
0
0
0
26 $
0
(2)
0
0
(147)
0
0
0
0
0
0
0
0
0
0
0
0
$
3 $
(15)
(1)
0
0
0
36
0
0
(192) $
1
0
0
0
0
0
0
0
1 $
(14)
(4)
0
0
(147)
34
0
0
58
0 $
0 $
0
$
0 $
(15) $
1 $
(14)
$
$
132
Fair Value Sensitivity
Level 3 Significant Unobservable Input Sensitivity
The following tables summarize the significant unobservable inputs used in the valuation of our Level 3 available-for-sale investments and
derivatives as of December 31. Included in the tables are the inputs or range of possible inputs that have an effect on the overall valuation of the
financial instruments.
2016
Fair Value
Valuation
Technique(s)
Unobservable Input
Range
(Weighted
Average)
(In millions)
Assets:
Securities available for sale, carried at fair value:
Fixed maturities:
Mortgage- and asset-backed securities
$ 198
Consensus pricing
Offered quotes
Public utilities
Banks/financial institutions
Equity securities
Other assets:
16
25
3
Discounted cash flow
Historical volatility
Consensus pricing
Offered quotes
Net asset value
Offered quotes
$1 - $701 ($8)
N/A
N/A
N/A
Foreign currency swaps
16
Discounted cash flow
Interest rates (USD)
2.34% - 2.59%
Interest rates (JPY)
.22% - .80%
CDS spreads
17 - 172 bps
Foreign exchange
rates
21.47%
29
Discounted cash flow
Interest rates (USD)
2.34% - 2.59%
80
Discounted cash flow
Interest rates (USD)
2.34% - 2.59%
Interest rates (JPY)
.22% - .80%
CDS spreads
16 - 88 bps
Interest rates (JPY)
.22% - .80%
Foreign exchange
rates
21.47%
Credit default swaps
2
Discounted cash flow
Base correlation
52.18% - 56.07%
CDS spreads
Recovery rate
54 bps
36.69%
Total assets
$ 369
(a) Inputs derived from U.S. long-term rates to accommodate long maturity nature of our swaps
(b) Inputs derived from Japan long-term rates to accommodate long maturity nature of our swaps
(c) Based on 10 year volatility of JPY/USD exchange rate
(d) N/A represents securities where we receive unadjusted broker quotes and for which there is no transparency into the providers' valuation techniques or unobservable
inputs.
(e) Range of base correlation for our bespoke tranche for attachment and detachment points corresponding to market indices
133
(d)
(d)
(d)
(a)
(b)
(c)
(a)
(b)
(a)
(b)
(c)
(e)
(In millions)
Liabilities:
2016
Fair Value
Valuation
Technique(s)
Unobservable Input
Range
(Weighted
Average)
Foreign currency swaps
$ 113
Discounted cash flow
Interest rates (USD)
2.34% - 2.59%
Interest rates (JPY)
.22% - .80%
CDS spreads
17 - 172 bps
Foreign exchange
rates
21.47%
23
Discounted cash flow
Interest rates (USD)
2.34% - 2.59%
10
Discounted cash flow
Interest rates (USD)
2.34% - 2.59%
Interest rates (JPY)
.22% - .80%
CDS spreads
24 - 216 bps
Interest rates (JPY)
.22% - .80%
Foreign exchange
rates
21.47%
(a)
(b)
(c)
(a)
(b)
(a)
(b)
(c)
Total liabilities
$ 146
(a) Inputs derived from U.S. long-term rates to accommodate long maturity nature of our swaps
(b) Inputs derived from Japan long-term rates to accommodate long maturity nature of our swaps
(c) Based on 10 year volatility of JPY/USD exchange rate
134
2015
Fair Value
Valuation
Technique(s)
Unobservable Input
(In millions)
Assets:
Securities available for sale, carried at fair value:
Fixed maturities:
Mortgage- and asset-backed securities
$ 220
Consensus pricing
Offered quotes
Range
(Weighted
Average)
N/A
N/A
Banks/financial institutions
Equity securities
Other assets:
26
3
Consensus pricing
Offered quotes
Net asset value
Offered quotes
$1-$677 ($7)
Foreign currency swaps
7
Discounted cash flow
Interest rates (USD)
2.20% - 2.62%
Interest rates (JPY)
.42% - 1.22%
CDS spreads
32 - 147 bps
Foreign exchange
rates
20.05%
94
Discounted cash flow
Interest rates (USD)
2.20% - 2.62%
Interest rates (JPY)
.42% - 1.22%
Foreign exchange
rates
20.05%
Credit default swaps
1
Discounted cash flow
Base correlation
53.26% - 58.40%
Total assets
$ 351
(a) Inputs derived from U.S. long-term rates to accommodate long maturity nature of our swaps
(b) Inputs derived from Japan long-term rates to accommodate long maturity nature of our swaps
(c) Based on 10 year volatility of JPY/USD exchange rate
(d) N/A represents securities where we receive unadjusted broker quotes and for which there is no transparency into the providers' valuation techniques or unobservable
inputs.
(e) Range of base correlation for our bespoke tranche for attachment and detachment points corresponding to market indices
CDS spreads
Recovery rate
123 bps
36.87%
135
(d)
(d)
(a)
(b)
(c)
(a)
(b)
(c)
(e)
(In millions)
Liabilities:
2015
Fair Value
Valuation
Technique(s)
Unobservable Input
Range
(Weighted
Average)
Foreign currency swaps
$ 158
Discounted cash flow
Interest rates (USD)
2.20% - 2.62%
Interest rates (JPY)
.42% - 1.22%
CDS spreads
32 - 147 bps
Foreign exchange
rates
20.05%
120
Discounted cash flow
Interest rates (USD)
2.20% - 2.62%
15
Discounted cash flow
Interest rates (USD)
2.20% - 2.62%
Interest rates (JPY)
.42% - 1.22%
CDS spreads
35 - 213 bps
Interest rates (JPY)
.42% - 1.22%
Foreign exchange
rates
20.05%
(a)
(b)
(c)
(a)
(b)
(a)
(b)
(c)
Total liabilities
$ 293
(a) Inputs derived from U.S. long-term rates to accommodate long maturity nature of our swaps
(b) Inputs derived from Japan long-term rates to accommodate long maturity nature of our swaps
(c) Based on 10 year volatility of JPY/USD exchange rate
136
The following is a discussion of the significant unobservable inputs or valuation technique used in determining the fair value of securities and
derivatives classified as Level 3.
Net Asset Value
We hold certain unlisted equity securities whose fair value is derived based on the financial statements published by the investee. These
securities do not trade on an active market and the valuations derived are dependent on the availability of timely financial reporting of the investee.
Net asset value is an unobservable input in the determination of fair value of equity securities.
Offered Quotes
In circumstances where our valuation model price is overridden because it implies a value that is not consistent with current market conditions,
we will solicit bids from a limited number of brokers. We also receive unadjusted prices from brokers for our mortgage and asset-backed securities.
These quotes are non-binding but are reflective of valuation best estimates at that particular point in time. Offered quotes are an unobservable input
in the determination of fair value of mortgage- and asset-backed securities, certain banks/financial institutions, certain other corporate, and equity
securities investments.
Interest Rates, CDS Spreads, Foreign Exchange Rates
The significant drivers of the valuation of the interest and foreign exchange swaps are interest rates, foreign exchange rates and CDS spreads.
Our swaps have long maturities that increase the sensitivity of the swaps to interest rate fluctuations. Since most of our yen-denominated cross
currency swaps are in a net liability position, an increase in interest rates will decrease the liabilities and increase the value of the swap.
Foreign exchange swaps also have a lump-sum final settlement of foreign exchange principal receivables at the termination of the swap. An
increase in yen interest rates will decrease the value of the final settlement foreign exchange receivables and decrease the value of the swap, and
an increase in U.S. dollar interest rates increase the swap value.
A similar sensitivity pattern is observed for the foreign exchange rates. When the spot U.S. dollar/Japanese yen (USD/JPY) foreign exchange
rate decreases and the swap is receiving a final exchange payment in JPY, the swap value will increase due to the appreciation of the JPY. Most of
our swaps are designed to receive payments in JPY at the termination and will thus be impacted by the USD/JPY foreign exchange rate in this way.
In cases where there is no final foreign exchange receivable in JPY and we are paying JPY as interest payments and receiving USD, a decrease in
the foreign exchange rate will lead to a decrease in the swap value.
The extinguisher feature in most of our swaps results in a cessation of cash flows and no further payments between the parties to the swap in
the event of a default on the referenced or underlying collateral. To price this feature, we apply the survival probability of the referenced entity to the
projected cash flows. The survival probability uses the CDS spreads and recovery rates to adjust the present value of the cash flows. For
extinguisher swaps with positive values, an increase in CDS spreads decreases the likelihood of receiving the final exchange payments and reduces
the value of the swap.
Due to the long duration of these swaps and the need to extrapolate from short-term observable data to derive and measure long-term inputs,
certain inputs, assumptions and judgments are required to value future cash flows that cannot be corroborated by current inputs or current
observable market data.
Interest rates, CDS spreads, and foreign exchange rates are unobservable inputs in the determination of fair value of foreign currency swaps.
Base Correlations, CDS Spreads, Recovery Rates
Our remaining CDO is a tranche on a basket of single-name credit default swaps. The risk in this synthetic CDO comes from the single-name
CDS risk and the correlations between the single names. The valuation of synthetic CDOs is dependent on the calibration of market prices for
interest rates, single name CDS default probabilities and base correlation using financial modeling tools. Since there is limited or no observable data
available for this tranche, the base correlations must be obtained from commonly traded market tranches such as the CDX and iTraxx indices. From
the historical prices of these indices, base correlations can be obtained to develop a pricing curve of CDOs with different seniorities. Since the
reference entities of the market indices do not match those in the portfolio underlying the synthetic CDO to be valued, several processing steps are
taken to map the CDO in our portfolio to the indices. With the base
137
correlation determined and the appropriate spreads selected, a valuation is calculated. An increase in the CDS spreads in the underlying portfolio
leads to a decrease in the value due to higher probability of defaults and losses. The impact on the valuation due to base correlation depends on a
number of factors, including the riskiness between market tranches and the modeled tranche based on our portfolio and the equivalence between
detachment points in these tranches. Generally speaking, an increase in base correlation will decrease the value of the senior tranches while
increasing the value of junior tranches. This may result in a positive or negative value change.
The CDO tranche in our portfolio is a senior mezzanine tranche and, due to the low level of credit support for this type of tranche, exhibits
equity-like behavior. As a result, an increase in recovery rates tends to cause its value to decrease.
Base correlations, CDS spreads, and recovery rates are unobservable inputs in the determination of fair value of credit default swaps.
For additional information on our investments and financial instruments, see the accompanying Notes 1, 3 and 4.
6. DEFERRED POLICY ACQUISITION COSTS AND INSURANCE EXPENSES
Consolidated policy acquisition costs deferred were $1.4 billion in 2016 , compared with $1.3 billion in 2015 and 2014 . The following table
presents a rollforward of deferred policy acquisition costs by segment for the years ended December 31.
(In millions)
Deferred policy acquisition costs:
Balance, beginning of year
Capitalization
Amortization
Foreign currency translation and other
Balance, end of year
2016
2015
Japan
U.S.
Japan
U.S.
$ 5,370
$ 3,141
$ 5,211
$ 3,062
864
(644)
175
583
(497)
1
738
(578)
(1)
578
(488)
(11)
$ 5,765
$ 3,228
$ 5,370
$ 3,141
Commissions deferred as a percentage of total acquisition costs deferred were 74% in 2016 and 2015 , compared with 77% in 2014 .
Personnel, compensation and benefit expenses as a percentage of insurance expenses were 53% in 2016 , compared with 52% in 2015 and
2014 . Advertising expense, which is included in insurance expenses in the consolidated statements of earnings, was as follows for the years ended
December 31:
(In millions)
Advertising expense:
Aflac Japan
Aflac U.S.
Total advertising expense
2016
2015
2014
$ 100
$
82
$ 103
124
129
126
$ 224
$ 211
$ 229
Depreciation and other amortization expenses, which are included in insurance expenses in the consolidated statements of earnings, were as
follows for the years ended December 31:
(In millions)
Depreciation expense
Other amortization expense
2016
2015
2014
$
48
$
44
$
47
6
6
8
Total depreciation and other amortization expense
$
54
$
50
$
55
138
Lease and rental expense, which are included in insurance expenses in the consolidated statements of earnings, were as follows for the years
ended December 31:
(In millions)
Lease and rental expense:
Aflac Japan
Aflac U.S.
Other
Total lease and rental expense
7. POLICY LIABILITIES
2016
2015
2014
$
53
21
1
$
46
18
1
$
52
15
1
$
75
$
65
$
68
Policy liabilities consist of future policy benefits, unpaid policy claims, unearned premiums, and other policyholders' funds, which accounted for
81% , 4% , 8% and 7% of total policy liabilities at December 31, 2016 , respectively. We regularly review the adequacy of our policy liabilities in total
and by component.
The liability for future policy benefits as of December 31 consisted of the following:
139
(In millions)
Health insurance:
Japan:
U.S.:
Policy
Issue Year
2016
2015
Year of
Issue
In 20
Years
Liability Amounts
Interest Rates
1992 - 2016
1974 - 2013
1998 - 2016
1997 - 1999
1994 - 1996
1987 - 1994
1985 - 1991
1978 - 1984
2013 - 2016
2012 - 2016
2011
2005 - 2010
1988 - 2004
1986 - 2004
1981 - 1986
1998 - 2004
Other
$
8,912
$
1,118
11,687
2,485
3,069
14,372
1,871
2,134
75
1,062
319
3,004
669
1,265
166
1,295
19
7,633
1,078
11,008
2,435
2,998
14,161
1,868
2,163
57
794
300
2,986
687
1,276
174
1,279
21
1.0 - 2.5 %
1.0 - 2.5 %
2.7 - 2.75
2.25 - 2.75
3.0
3.5
4.0 - 4.5
5.5
5.25 - 6.75
6.5
3.0
3.5
4.0 - 4.5
5.5
5.25 - 5.5
5.5
3.0 - 3.5
3.0 - 3.5
3.75
4.75
5.5
8.0
6.0
6.5 - 7.0
7.0
3.75
4.75
5.5
6.0
6.0
5.5 - 6.5
7.0
Intercompany eliminations:
2015
(630) (1)
(646) (1)
2.0
2.0
Life insurance:
Japan:
2001 - 2016
2011 - 2016
2009 - 2011
1992 - 2006
2005 - 2011
1985 - 2006
2007 - 2011
1999 - 2011
1996 - 2009
1994 - 1996
7,255
4,151
2,861
5
1,488
2,007
1,220
2,102
657
897
5,441
3,226
2,332
5
1,330
1,962
1,105
1,988
635
877
1.0 - 1.85
1.0 - 1.85
2.0
2.25
2.19
2.5
2.7
2.75
3.0
3.5
2.0
2.25
1.55
2.5
2.25
2.75
3.0
3.5
4.0 - 4.5
4.0 - 4.5
U.S.:
Total
1956 - 2016
571
514
3.5 - 6.0
3.5 - 6.0
$ 76,106
$
69,687
(1) Elimination entry necessary due to recapture of a portion of policy liabilities ceded externally, as a result of the reinsurance retrocession transaction as
described in Note 8 of the Notes to the Consolidated Financial Statements
The weighted-average interest rates reflected in the consolidated statements of earnings for future policy benefits for Japanese policies were
3.5% in 2016 , compared with 3.6% in 2015 and 3.8% in 2014 ; and for U.S. policies, 5.5% in 2016 , compared with 5.6% in 2015 and 5.7% in 2014 .
140
Changes in the liability for unpaid policy claims were as follows for the years ended December 31:
(In millions)
2016
2015
2014
Unpaid supplemental health claims, beginning of year
$ 3,548
$ 3,412
$ 3,537
Less reinsurance recoverables
Net balance, beginning of year
Add claims incurred during the year related to:
Current year
Prior years
Total incurred
Less claims paid during the year on claims incurred during:
Current year
Prior years
Total paid
Effect of foreign exchange rate changes on unpaid claims
Net balance, end of year
Add reinsurance recoverables
Unpaid supplemental health claims, end of year
Unpaid life claims, end of year
Total liability for unpaid policy claims
26
3,522
7,037
(465)
6,572
4,613
1,865
6,478
64
3,680
27
3,707
338
7
3,405
6,416
(353)
6,063
4,227
1,718
5,945
(1)
3,522
26
3,548
254
9
3,528
6,866
(301)
6,565
4,532
1,873
6,405
(283)
3,405
7
3,412
218
$ 4,045
$ 3,802
$ 3,630
Total incurred claims increased from 2015 to 2016 partially due to the impact of foreign exchange rates as well as normal increases in inforce
and policyholder aging. The incurred claims development related to prior years reflects favorable claims experience compared to previous
estimates, primarily in our lines of business in Japan.
As of December 31, 2016 and 2015 , unearned premiums consisted primarily of discounted advance premiums on deposit. Discounted advance
premiums are premiums on deposit from policyholders in conjunction with their purchase of certain Aflac Japan limited-pay insurance products.
These advanced premiums are deferred upon collection and recognized as premium revenue over the contractual premium payment period. These
advanced premiums represented 76% of the December 31, 2016 and 77% of the December 31, 2015 unearned premiums balances.
As of December 31, 2016 and 2015 , the largest component of the other policyholders' funds liability is our annuity line of business in Aflac
Japan. Our annuities have fixed benefits and premiums. These annuities represented 98% of both the December 31, 2016 and 2015 other
policyholders' funds liability.
141
8. REINSURANCE
We enter into fixed quota-share coinsurance agreements with other companies in the normal course of business. For each of our reinsurance
agreements, we determine whether the agreement provides indemnification against loss or liability relating to insurance risk in accordance with
applicable accounting standards. Reinsurance premiums and benefits paid or provided are accounted for on bases consistent with those used in
accounting for the original policies issued and the terms of the reinsurance contracts. Premiums and benefits are reported net of insurance ceded.
Effective March 31, 2015, we entered into a coinsurance transaction whereby we ceded 30.0% of the sickness hospital benefit of one of Aflac
Japan’s closed in-force blocks of business. We have an agreement for a $90 million letter of credit as collateral for this reinsurance transaction (see
Note 13 for additional information). Effective April 1, 2015, we entered into a retrocession coinsurance transaction whereby we assumed 27.0% of
the sickness hospital benefit of one of Aflac Japan’s closed in-force blocks of business through our subsidiary CAIC.
Effective October 1, 2014 and September 30, 2013, we entered into coinsurance reinsurance transactions whereby we ceded 16.7% and 33.3%
, respectively, of the hospital benefit of one of Aflac Japan’s closed medical in-force blocks of business. Effective December 31, 2014, we entered
into a retrocession coinsurance reinsurance transaction whereby we assumed 8.35% of the reinsured hospital benefit of one of Aflac Japan’s closed
medical in-force blocks of business through our subsidiary CAIC.
For our reinsurance transactions to date, we have recorded a deferred profit liability related to the reinsurance transactions. The remaining
deferred profit liability of $870 million , as of December 31, 2016 , included in future policy benefits in the consolidated balance sheet, is being
amortized into income over the expected lives of the policies. We also have recorded a reinsurance recoverable for reinsurance transactions, which
is included in other assets in the consolidated balance sheet and had a remaining balance of $860 million and $805 million as of December 31, 2016
and 2015, respectively. The increase in the reinsurance recoverable balance was driven by two aggregating factors: yen strengthening and the
growth in reserves related to the business that has been reinsured as the policies age. The spot yen/dollar exchange rate strengthened by
approximately 4% and ceded reserves increased approximately 3% from December 31, 2015 to December 31, 2016.
The following table reconciles direct premium income and direct benefits and claims to net amounts after the effect of reinsurance for the years
ended December 31.
(In millions)
Direct premium income
Ceded to other companies:
Ceded Aflac Japan closed blocks
Other
Assumed from other companies:
Retrocession activities
Other
Net premium income
Direct benefits and claims
Ceded benefits and change in reserves for future benefits:
Ceded Aflac Japan closed blocks
Eliminations
Other
Assumed from other companies:
Retrocession activities
Eliminations
Other
Benefits and claims, net
2016
2015
$
19,592
$
17,904
$
$
(560)
(48)
234
7
19,225
13,240
(509)
58
(38)
222
(58)
4
$
$
(481)
(39)
178
8
17,570
12,041
(437)
46
(30)
167
(46)
5
$
12,919
$
11,746
142
These reinsurance transactions are indemnity reinsurance that do not relieve us from our obligations to policyholders. In the event that the
reinsurer is unable to meet their obligations, we remain liable for the reinsured claims.
As a part of our capital contingency plan, we entered into a committed reinsurance facility agreement on December 1, 2015 in the amount of
approximately 110 billion yen. This reinsurance facility agreement was renewed in 2016 and is effective until December 31, 2017. There are also
additional commitment periods of a one-year duration each which are automatically extended unless notification is received from the reinsurer within
60 days prior to the expiration. The reinsurer can withdraw from the committed facility if Aflac‘s Standard and Poor's (S&P) rating drops below BBB-.
As of December 31, 2016 , we have not executed a reinsurance treaty under this committed reinsurance facility.
9. NOTES PAYABLE
A summary of notes payable as of December 31 follows:
(In millions)
2.65% senior notes due February 2017
2.40% senior notes due March 2020
4.00% senior notes due February 2022
3.625% senior notes due June 2023
3.625% senior notes due November 2024
3.25% senior notes due March 2025
2.875% senior notes due October 2026
6.90% senior notes due December 2039
6.45% senior notes due August 2040
4.00% senior notes due October 2046
5.50% subordinated debentures due September 2052
Yen-denominated Uridashi notes:
2.26% notes paid September 2016 (principal amount 8 billion yen)
Yen-denominated Samurai notes:
1.84% notes paid July 2016 (principal amount 15.8 billion yen)
Yen-denominated loans:
Variable interest rate loan due September 2021 (.31% in 2016, principal amount 5.0 billion yen)
Variable interest rate loan due September 2023 (.46% in 2016, principal amount 25.0 billion yen)
Capitalized lease obligations payable through 2023
Total notes payable
2016
2015
$
649
547
348
696
745
445
298
220
254
394
486
0
0
43
214
21
$
651
546
348
696
744
445
0
393
445
0
486
66
131
0
0
20
$ 5,360
$ 4,971
Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
Amounts in the table above are reported net of debt issuance costs and issuance premiums or discounts, if applicable, that are being amortized over the life of
the notes.
In September 2016, the Parent Company issued two series of senior notes totaling $700 million through a U.S. public debt offering. The first
series, which totaled $300 million , bears interest at a fixed rate of 2.875% per annum, payable semi-annually and has a 10 -year maturity. The
second series, which totaled $400 million , bears interest at a fixed rate of 4.00% per annum, payable semi-annually, and has a 30 -year maturity.
In September 2016, the Parent Company entered into two series of senior unsecured term loan facilities totaling 30.0 billion yen. The first series,
which totaled 5.0 billion yen, bears an interest rate per annum equal to the Tokyo interbank market rate (TIBOR), or alternate TIBOR, if applicable,
plus the applicable TIBOR margin and has a five-year maturity. The applicable margin ranges between .20% and .60%, depending on the Parent
Company's debt ratings as of the date of determination. The second series, which totaled 25.0 billion yen, bears an interest rate per annum equal to
TIBOR, or alternate TIBOR, if applicable, plus the applicable TIBOR margin and has a seven-year maturity. The applicable margin ranges between
.35% and .75%, depending on the Parent Company's debt ratings as of the date of determination.
In March 2015, the Parent Company issued two series of senior notes totaling $1.0 billion through a U.S. public debt offering. The first series,
which totaled $550 million , bears interest at a fixed rate of 2.40% per annum, payable semi-
143
annually, and has a five -year maturity. The second series, which totaled $450 million , bears interest at a fixed rate of 3.25% per annum, payable
semi-annually, and has a 10 -year maturity. We have entered into cross-currency swaps that convert the U.S. dollar-denominated principal and
interest on the senior notes into yen-denominated obligations which results in lower nominal net interest rates on the debt. By entering into these
cross-currency swaps, we economically converted our $550 million liability into a 67.0 billion yen liability and reduced the interest rate on this debt
from 2.40% in dollars to .24% in yen, and we economically converted our $450 million liability into a 55.0 billion yen liability and reduced the interest
rate on this debt from 3.25% in dollars to .82% in yen.
In November 2014, the Parent Company issued $750 million of senior notes through a U.S. public debt offering. The notes bear interest at a
fixed rate of 3.625% per annum, payable semi-annually, and have a 10 -year maturity. These notes are redeemable at our option in whole at any
time or in part from time to time at a redemption price equal to the greater of: (i) the aggregate principal amount of the notes to be redeemed or (ii)
the amount equal to the sum of the present values of the remaining scheduled payments for principal of and interest on the notes to be redeemed,
not including any portion of the payments of interest accrued as of such redemption date, discounted to such redemption date on a semiannual
basis at the treasury rate plus 20 basis points, plus in each case, accrued and unpaid interest on the principal amount of the notes to be redeemed
to, but excluding, such redemption date. We entered into cross-currency interest rate swaps to reduce interest expense by converting the U.S.
dollar-denominated principal and interest on the senior notes we issued into yen-denominated obligations. By entering into the swaps, we
economically converted our $750 million liability into an 85.3 billion yen liability and reduced the interest rate on this debt from 3.625% in dollars to
1.00% in yen.
In June 2013, the Parent Company issued $700 million of senior notes through a U.S. public debt offering. The notes bear interest at a fixed rate
of 3.625% per annum, payable semi-annually, and have a 10 -year maturity. These notes are redeemable at our option in whole at any time or in
part from time to time at a redemption price equal to the greater of: (i) the aggregate principal amount of the notes to be redeemed or (ii) the amount
equal to the sum of the present values of the remaining scheduled payments for principal of and interest on the notes to be redeemed, not including
any portion of the payments of interest accrued as of such redemption date, discounted to such redemption date on a semiannual basis at the
treasury rate plus 20 basis points, plus in each case, accrued and unpaid interest on the principal amount of the notes to be redeemed to, but
excluding, such redemption date. We entered into cross-currency interest rate swaps to reduce interest expense by converting the U.S. dollar-
denominated principal and interest on the senior notes we issued into yen-denominated obligations. By entering into these swaps, we economically
converted our $700 million liability into a 69.8 billion yen liability and reduced the interest rate on this debt from 3.625% in dollars to 1.50% in yen.
In September 2012, the Parent Company issued $450 million of subordinated debentures through a U.S. public debt offering. The debentures
bear interest at a fixed rate of 5.50% per annum, payable quarterly, and have a 40 -year maturity. In five years, on or after September 26, 2017 , we
may redeem the debentures, in whole or in part, at their principal amount plus accrued and unpaid interest to, but excluding, the date of redemption;
provided that if the debentures are not redeemed in whole, at least $25 million aggregate principal amount of the debentures must remain
outstanding after giving effect to such redemption. The debentures may only be redeemed prior to September 26, 2017 , in whole but not in part,
upon the occurrence of certain tax events or certain rating agency events, as specified in the indenture governing the terms of the debentures. We
entered into cross-currency interest rate swaps to convert the U.S. dollar-denominated principal and interest on the subordinated debentures we
issued into yen-denominated obligations. By entering into these swaps, we economically converted our $450 million liability into a 35.3 billion yen
liability and reduced the interest rate on this debt from 5.50% in dollars to 4.41% in yen. The swaps will expire after the initial five -year non-callable
period for the debentures. In October 2012 , the underwriters exercised their option, pursuant to the underwriting agreement, to purchase an
additional $50 million principal amount of the debentures discussed above. We entered into a cross-currency interest rate swap to economically
convert this $50 million liability into a 3.9 billion yen liability and reduce the interest rate from 5.50% in dollars to 4.42% in yen. The swap will expire
after the initial five -year non-callable period for the debentures.
In February 2012, the Parent Company issued two series of senior notes totaling $750 million through a U.S. public debt offering. The first
series, which totaled $400 million , bears interest at a fixed rate of 2.65% per annum, payable semiannually, and has a five -year maturity. The
second series, which totaled $350 million , bears interest at a fixed rate of 4.00% per annum, payable semiannually, and has a 10 -year maturity.
These notes are redeemable at our option in whole at any time or in part from time to time at a redemption price equal to the greater of: (i) the
principal amount of the notes or (ii) the present value of the remaining scheduled payments of principal and interest to be redeemed, discounted to
the redemption date, plus accrued and unpaid interest. We entered into cross-currency interest rate swaps to reduce interest expense by converting
the U.S. dollar-denominated principal and interest on the senior notes we issued into yen-denominated obligations. By entering into these swaps, we
economically converted our $400 million liability into a 30.9 billion yen liability and reduced the interest rate on this debt from 2.65% in dollars to
1.22% in yen. We also economically converted our $350 million liability into a 27.0 billion yen liability and reduced the interest rate on this debt from
4.00% in
144
dollars to 2.07% in yen. In July 2012, the Parent Company issued $250 million of senior notes that are an addition to the original first series of senior
notes issued in February 2012. These notes have a five -year maturity and a fixed rate of 2.65% per annum, payable semiannually.
In 2010 and 2009, we issued senior notes through U.S. public debt offerings; the details of these notes are as follows. In August 2010, we
issued $450 million of senior notes that have a 30 -year maturity. In December 2009, we issued $400 million of senior notes that have a 30 -year
maturity. These senior notes pay interest semiannually and are redeemable at our option in whole at any time or in part from time to time at a
redemption price equal to the greater of: (i) the principal amount of the notes or (ii) the present value of the remaining scheduled payments of
principal and interest to be redeemed, discounted to the redemption date, plus accrued and unpaid interest.
In December 2016, the Parent Company completed a tender offer in which it extinguished $176 million principal of its 6.90% senior notes due
2039 and $193 million principal of its 6.45% senior notes due 2040. The pretax loss due to the early redemption of these notes was $137 million .
In September 2016, we extinguished 8.0 billion yen of 2.26% fixed rate Uridashi notes upon their maturity and in July 2016, we extinguished
15.8 billion yen of 1.84% fixed rate Samurai notes upon their maturity.
For our yen-denominated notes and loans, the principal amount as stated in dollar terms will fluctuate from period to period due to changes in
the yen/dollar exchange rate. We have designated the majority of our yen-denominated notes payable as a nonderivative hedge of the foreign
currency exposure of our investment in Aflac Japan.
The aggregate contractual maturities of notes payable during each of the years after December 31, 2016 , are as follows:
(In millions)
2017
2018
2019
2020
2021
Thereafter
Total
Long-term
Debt
$
650
0
0
550
43
4,145
Capitalized
Lease
Obligations
$
6
6
5
2
1
1
Total
Notes
Payable
$
656
6
5
552
44
4,146
$ 5,388
$
21
$ 5,409
In October 2016, the Parent Company and Aflac renewed a 364 -day uncommitted bilateral line of credit that provides for borrowings in the
amount of $100 million . Borrowings will bear interest at the rate quoted by the bank and agreed upon at the time of making such loan and will have
up to a three-month maturity period. There are no related facility fees, upfront expenses or financial covenant requirements. Borrowings under this
credit agreement may be used for general corporate purposes. Borrowings under the financing agreement will mature no later than three months
after the last drawdown date of October 14, 2017. As of December 31, 2016 , we did not have any borrowings outstanding under our $100 million
credit agreement.
In March 2016, the Parent Company entered into a three -year senior unsecured revolving credit facility agreement with a syndicate of financial
institutions that provides for borrowings of up to 100.0 billion yen on a revolving basis. Borrowings bear interest at a rate per annum equal to TIBOR
plus, at our option, either (a) the applicable TIBOR margin during the period from the closing date to the commitment termination date or (b) the
applicable TIBOR margin during the term out period. The applicable margin ranges between .35% and .75% during the period from the closing date
to the commitment termination date and .70% and 1.50% during the term out period, depending on the Parent Company’s debt ratings as of the date
of determination. In addition, the Parent Company is required to pay a facility fee on the commitments ranging between .30% and .50% , also based
on the Parent Company’s debt ratings as of the date of determination. Borrowings under this credit agreement may be used for general corporate
purposes, including a capital contingency plan for the operations of the Parent Company, and will expire on the earlier of (a) March 31, 2019, or (b)
the date the commitments are terminated pursuant to an event of default, as such term is defined in the credit agreement. The credit facility requires
compliance with certain financial covenants on a quarterly basis. As of December 31, 2016 , we did not have any borrowings outstanding under our
100.0 billion yen revolving credit agreement.
145
The Parent Company and Aflac have a five -year senior unsecured revolving credit facility agreement with a syndicate of financial institutions
that provides for borrowings of up to 55.0 billion yen or the equivalent of yen in U.S. dollars on a revolving basis. This credit agreement provides for
borrowings in Japanese yen or the equivalent of Japanese yen in U.S. dollars on a revolving basis. Borrowings bear interest at a rate per annum
equal to, at our option, either (a) a eurocurrency rate determined by reference to the LIBOR for the interest period relevant to such borrowing
adjusted for certain additional costs or (b) a base rate determined by reference to the highest of (1) the federal funds effective rate plus ½ of 1%, (2)
the rate of interest for such day announced by Mizuho Bank, Ltd. as its prime rate and (3) the eurocurrency rate for an interest period of one month
plus 1.00%, in each case plus an applicable margin. The applicable margin ranges between .79% and 1.275% for eurocurrency rate borrowings and
0.0% and .275% for base rate borrowings, depending on the Parent Company’s debt ratings as of the date of determination. In addition, the Parent
Company and Aflac are required to pay a facility fee on the commitments ranging between .085% and .225% , also based on the Parent Company’s
debt ratings as of the date of determination. Borrowings under the amended and restated credit facility may be used for general corporate purposes,
including a capital contingency plan for the operations of the Parent Company and Aflac. The amended and restated credit facility requires
compliance with certain financial covenants on a quarterly basis and will expire on the earlier of (a) September 18, 2020, or (b) the date the
commitments are terminated pursuant to an event of default, as such term is defined in the credit agreement. As of December 31, 2016 , we did not
have any borrowings outstanding under our 55.0 billion yen revolving credit agreement.
The Parent Company and Aflac have an uncommitted bilateral line of credit with a third party that provides for borrowings in the amount of $50
million . Borrowings will bear interest at the rate quoted by the bank and agreed upon at the time of making such loan and will have up to a three-
month maturity period. There are no related facility fees, upfront expenses or financial covenant requirements. Borrowings under this credit
agreement may be used for general corporate purposes. As of December 31, 2016 , we did not have any borrowings outstanding under our $50
million credit agreement.
We were in compliance with all of the covenants of our notes payable and lines of credit at December 31, 2016 . No events of default or defaults
occurred during 2016 and 2015 .
10. INCOME TAXES
The components of income tax expense (benefit) applicable to pretax earnings for the years ended December 31 were as follows:
(In millions)
Current
Deferred
Foreign
U.S.
Total
2016:
$
650
136
$
234
$
388
884
524
Total income tax expense
$
786
$
622
$ 1,408
2015:
Current
Deferred
Total income tax expense
2014:
Current
Deferred
Total income tax expense
$ 1,063
$
225
$ 1,288
42
(1)
41
$ 1,105
$
224
$ 1,329
$
995
125
$
84
$ 1,079
336
461
$ 1,120
$
420
$ 1,540
The Japan income tax rate for the fiscal year 2014 was 33.3% . The rate was reduced to 30.8% for the fiscal year 2015 and reduced to 28.8%
for the fiscal year 2016.
Income tax expense in the accompanying statements of earnings varies from the amount computed by applying the expected U.S. tax rate of
35% to pretax earnings. The principal reasons for the differences and the related tax effects for
146
the years ended December 31 were as follows:
(In millions)
Income taxes based on U.S. statutory rates
Utilization of foreign tax credit
Nondeductible expenses
Other, net
Income tax expense
2016
2015
2014
$ 1,424
$ 1,352
$ 1,572
(30)
8
6
(27)
3
1
(32)
5
(5)
$ 1,408
$ 1,329
$ 1,540
Total income tax expense for the years ended December 31 was allocated as follows:
(In millions)
Statements of earnings
Other comprehensive income (loss):
2016
2015
2014
$ 1,408
$ 1,329
$ 1,540
Unrealized foreign currency translation gains (losses) during period
70
16
(419)
Unrealized gains (losses) on investment securities:
Unrealized holding gains (losses) on investment
securities during period
Reclassification adjustment for realized (gains) losses
on investment securities included in net earnings
Unrealized gains (losses) on derivatives during period
Pension liability adjustment during period
Total income tax expense (benefit) related to items of
other comprehensive income (loss)
Additional paid-in capital (exercise of stock options)
962
18
1
(16)
1,035
(10)
(931)
2,237
21
0
(7)
(901)
4
19
(3)
(31)
1,803
(7)
Total income taxes
$ 2,433
$
432
$ 3,336
The income tax effects of the temporary differences that gave rise to deferred income tax assets and liabilities as of December 31 were as
follows:
(In millions)
Deferred income tax liabilities:
Deferred policy acquisition costs
Unrealized gains on investment securities
Premiums receivable
Policy benefit reserves
Depreciation
Other
Total deferred income tax liabilities
Deferred income tax assets:
Other basis differences in investment securities
Unfunded retirement benefits
Other accrued expenses
Policy and contract claims
Foreign currency loss on Japan branch
Deferred compensation
Capital loss carryforwards
Other
Total deferred income tax assets
Net deferred income tax liability
Current income tax liability
Total income tax liability
147
2016
2015
$ 2,439
$ 2,282
2,636
111
1,638
70
0
6,894
1,684
139
1,313
61
0
5,479
1,167
1,422
13
11
146
185
210
3
103
1,838
5,056
331
15
7
113
208
181
0
95
2,041
3,438
902
$ 5,387
$ 4,340
Based upon a review of the Company's anticipated future taxable income, and including all other available evidence, both positive and negative,
the Company's management has concluded that it is more likely than not that the net deferred tax assets will be realized.
Under U.S. income tax rules, only 35% of non-life operating losses can be offset against life insurance taxable income each year . For current
U.S. income tax purposes, there were no unused operating loss carryforwards available to offset against future taxable income. The Company has
capital loss carryforwards of $9 million available to offset capital gains which expire in 2021.
The Company files federal income tax returns in the United States and Japan as well as state or prefecture income tax returns in various
jurisdictions in the two countries. The Company is currently under audit by the State of Illinois for tax years 2006-2012. There are currently no other
open Federal, State, or local U.S. income tax audits. U.S. federal income tax returns for years before 2011 are no longer subject to examination.
The Company is currently under a corporate income tax audit in Japan by the National Tax Agency (NTA) for tax years 2012-2015. Japan corporate
income tax returns for years before 2012 are no longer subject to examination. Management believes it has established adequate tax liabilities and
final resolution of all open audits is not expected to have a material impact on the Company's consolidated financial statements.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows for the years ended December 31:
(In millions)
Balance, beginning of year
Additions for tax positions of prior years
Reductions for tax positions of prior years
Balance, end of year
2016
$ 264
33
(3)
2015
$ 309
0
(45)
$ 294
$ 264
Included in the balance of the liability for unrecognized tax benefits at December 31, 2016 , are $293 million of tax positions for which the
ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductibility, compared with $261 million at
December 31, 2015 . Because of the impact of deferred tax accounting, other than interest and penalties, the disallowance of the shorter
deductibility period would not affect the annual effective tax rate, but would accelerate the payment of cash to the taxing authority to an earlier
period. The Company has accrued approximately $1 million as of December 31, 2016 , for permanent uncertainties, which if reversed would not
have a material effect on the annual effective rate.
The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. We recognized
approximately $13 million in interest and penalties in 2016 , compared with $11 million in 2015 and 2014 . The Company has accrued approximately
$26 million for the payment of interest and penalties as of December 31, 2016 , compared with $22 million a year ago.
As of December 31, 2016 , there were no material uncertain tax positions for which the total amounts of unrecognized tax benefits will
significantly increase or decrease within the next 12 months.
11. SHAREHOLDERS' EQUITY
148
The following table is a reconciliation of the number of shares of the Company's common stock for the years ended December 31.
(In thousands of shares)
Common stock - issued:
Balance, beginning of period
Exercise of stock options and issuance of restricted shares
Balance, end of period
Treasury stock:
Balance, beginning of period
Purchases of treasury stock:
Open market
Other
Dispositions of treasury stock:
Shares issued to AFL Stock Plan
Exercise of stock options
Other
Balance, end of period
Shares outstanding, end of period
2016
2015
2014
669,723
1,526
671,249
668,132
1,591
669,723
667,046
1,086
668,132
245,343
225,687
207,633
21,618
330
(1,064)
(683)
(105)
265,439
405,810
21,179
247
(1,209)
(465)
(96)
245,343
424,380
19,660
157
(1,251)
(391)
(121)
225,687
442,445
Outstanding share-based awards are excluded from the calculation of weighted-average shares used in the computation of basic EPS. The
following table presents the approximate number of share-based awards to purchase shares, on a weighted-average basis, that were considered to
be anti-dilutive and were excluded from the calculation of diluted earnings per share at December 31:
(In thousands)
Anti-dilutive share-based awards
2016
2015
2014
911
1,862
1,215
The weighted-average shares used in calculating earnings per share for the years ended December 31 were as follows:
(In thousands of shares)
Weighted-average outstanding shares used for calculating basic EPS
Dilutive effect of share-based awards
Weighted-average outstanding shares used for calculating diluted EPS
2016
411,471
2,450
413,921
2015
430,654
2,518
433,172
2014
451,204
2,796
454,000
Share Repurchase Program: During 2016 , we purchased 21.6 million shares of our common stock in the open market, compared with 21.2
million shares in 2015 and 19.7 million shares in 2014 . As of December 31, 2016 , a remaining balance of 26.8 million shares of our common stock
was available for purchase under share repurchase authorizations by our board of directors.
Voting Rights: In accordance with the Parent Company's articles of incorporation, shares of common stock are generally entitled to one vote
per share until they have been held by the same beneficial owner for a continuous period of 48 months , at which time they become entitled to 10
votes per share.
Reclassifications from Accumulated Other Comprehensive Income
The table below is a reconciliation of accumulated other comprehensive income by component for the years ended December 31.
149
Changes in Accumulated Other Comprehensive Income
Unrealized
Foreign
Currency
Translation
Gains (Losses)
2016
Unrealized
Gains (Losses)
on Investment
Securities
Unrealized
Gains (Losses)
on Derivatives
Pension
Liability
Adjustment
Total
(In millions)
Balance, beginning of period
$
(2,196)
$
2,986
$
(26)
$
(139)
$
625
Other comprehensive
income (loss) before
reclassification
Amounts reclassified from
accumulated other
comprehensive income
(loss)
Net current-period other
comprehensive
income (loss)
213
1,854
0
(35)
213
1,819
Balance, end of period
$
(1,983)
$
4,805
$
All amounts in the table above are net of tax.
2
0
(32)
2,037
3
(32)
2
(24)
(29)
2,005
$
(168)
$
2,630
Unrealized
Foreign
Currency
Translation
Gains (Losses)
2015
Unrealized
Gains (Losses)
on Investment
Securities
Unrealized
Gains (Losses)
on Derivatives
Pension Liability
Adjustment
Total
(In millions)
Balance, beginning of period
$
(2,541)
$
4,672
$
(26)
$
(126)
$
1,979
Other comprehensive
income (loss) before
reclassification
Amounts reclassified from
accumulated other
comprehensive income
(loss)
Net current-period other
comprehensive
income (loss)
345
(1,646)
0
(40)
345
(1,686)
Balance, end of period
$
(2,196)
$
2,986
$
All amounts in the table above are net of tax.
0
0
(13)
(1,314)
0
(40)
0
(26)
(13)
(1,354)
$
(139)
$
625
150
Unrealized
Foreign
Currency
Translation
Gains (Losses)
2014
Unrealized
Gains (Losses)
on Investment
Securities
Unrealized
Gains (Losses)
on Derivatives
Pension Liability
Adjustment
Total
(In millions)
Balance, beginning of period
$
(1,505)
$
1,035
$
(12)
$
(81)
$
(563)
(1,036)
3,672
(14)
(44)
2,578
0
(35)
0
(1)
(36)
Other comprehensive
income (loss) before
reclassification
Amounts reclassified from
accumulated other
comprehensive income
(loss)
Net current-period other
comprehensive
income (loss)
Balance, end of period
$
(2,541)
$
4,672
$
All amounts in the table above are net of tax.
(1,036)
3,637
(14)
(26)
(45)
2,542
$
(126)
$
1,979
The table below summarizes the amounts reclassified from each component of accumulated other comprehensive income based on source for
the years ended December 31.
Reclassifications Out of Accumulated Other Comprehensive Income
(In millions)
Details about Accumulated Other Comprehensive
Income Components
Unrealized gains (losses) on available-for-sale
securities
2016
Amount Reclassified from
Accumulated Other
Comprehensive Income
Affected Line Item in the
Statements of Earnings
$
136
Sales and redemptions
Amortization of defined benefit pension items:
Actuarial gains (losses)
Prior service (cost) credit
Total reclassifications for the period
(83)
53
(18)
35
(15)
11
1
(3)
32
$
$
$
$
Other-than-temporary impairment
losses realized
Total before tax
Tax (expense) or benefit (1)
Net of tax
Acquisition and operating expenses (2)
Acquisition and operating expenses (2)
Tax (expense) or benefit (1)
Net of tax
Net of tax
(1) Based on 35% tax rate
(2) These accumulated other comprehensive income components are included in the computation of net periodic pension cost (see
Note 14 for additional details).
151
(In millions)
Details about Accumulated Other Comprehensive
Income Components
Unrealized gains (losses) on available-for-sale
securities
2015
Amount Reclassified from
Accumulated Other
Comprehensive Income
Affected Line Item in the
Statements of Earnings
$
214
Sales and redemptions
Amortization of defined benefit pension items:
Actuarial gains (losses)
Prior service (cost) credit
Total reclassifications for the period
(153)
61
(21)
40
(17)
17
0
0
40
$
$
$
$
Other-than-temporary impairment
losses realized
Total before tax
Tax (expense) or benefit (1)
Net of tax
Acquisition and operating expenses (2)
Acquisition and operating expenses (2)
Tax (expense) or benefit (1)
Net of tax
Net of tax
(1) Based on 35% tax rate
(2) These accumulated other comprehensive income components are included in the computation of net periodic pension cost (see Note 14 for additional
details).
(In millions)
Details about Accumulated Other Comprehensive
Income Components
Unrealized gains (losses) on available-for-sale
securities
Amortization of defined benefit pension items:
Actuarial gains (losses)
Prior service (cost) credit
Total reclassifications for the period
2014
Amount Reclassified from
Accumulated Other
Comprehensive Income
Affected Line Item in the
Statements of Earnings
$
57
Sales and redemptions
(3)
54
(19)
35
(15)
17
(1)
1
36
$
$
$
$
Other-than-temporary impairment
losses realized
Total before tax
Tax (expense) or benefit (1)
Net of tax
Acquisition and operating expenses (2)
Acquisition and operating expenses (2)
Tax (expense) or benefit (1)
Net of tax
Net of tax
(1) Based on 35% tax rate
(2) These accumulated other comprehensive income components are included in the computation of net periodic pension cost (see Note 14 for additional
details).
12. SHARE-BASED COMPENSATION
As of December 31, 2016 , the Company has outstanding share-based awards under two long-term incentive compensation plans.
The first plan, which expired in February 2007, is a stock option plan which allowed grants for incentive stock options (ISOs) to employees and
non-qualifying stock options (NQSOs) to employees and non-employee directors. The options have a term of 10 years. The exercise price of options
granted under this plan is equal to the fair market value of a share of the Company's common stock at the date of grant. Options granted before the
plan's expiration date remain outstanding in accordance with their terms.
The second long-term incentive compensation plan allows awards to Company employees for ISOs, NQSOs, restricted stock, restricted stock
units, and stock appreciation rights. Non-employee directors are eligible for grants of
152
NQSOs, restricted stock, and stock appreciation rights. The ISOs and NQSOs have a term of 10 years, and the share-based awards generally vest
upon time-based conditions or time- and performance-based conditions. Time-based vesting generally occurs after three years. Performance-based
vesting conditions generally include the attainment of goals related to Company financial performance. As of December 31, 2016 , approximately 8.8
million shares were available for future grants under this plan, and the only performance-based awards issued and outstanding were restricted stock
awards.
Share-based awards granted to U.S.-based grantees are settled with authorized but unissued Company stock, while those issued to Japan-
based grantees are settled with treasury shares.
The following table presents the impact of the expense recognized in connection with share-based awards for the periods ended December 31.
(In millions, except for per-share amounts)
Impact on earnings from continuing operations
Impact on earnings before income taxes
Impact on net earnings
Impact on net earnings per share:
Basic
Diluted
2016
2015
2014
$
68
68
46
$
.11
.11
$
39
39
27
$
.06
.06
$
41
41
28
$
.06
.06
We estimate the fair value of each stock option granted using the Black-Scholes-Merton multiple option approach. Expected volatility is based
on historical periods generally commensurate with the estimated terms of the options. We use historical data to estimate option exercise and
termination patterns within the model. Separate groups of employees that have similar historical exercise patterns are stratified and considered
separately for valuation purposes. The expected term of options granted is derived from the output of our option model and represents the weighted-
average period of time that options granted are expected to be outstanding. We base the risk-free interest rate on the Treasury note rate with a term
comparable to that of the estimated term of the options. The weighted-average fair value of options at their grant date was $12.70 per share for
2016 , compared with $9.46 for 2015 and $16.24 in 2014 . The following table presents the assumptions used in valuing options granted during the
years ended December 31.
Expected term (years)
Expected volatility
Annual forfeiture rate
Risk-free interest rate
Dividend yield
2016
6.4
2015
6.3
27.0 %
20.0 %
3.2
2.2
2.9
2.8
2.0
2.7
2014
6.3
30.0 %
2.7
2.8
2.3
153
The following table summarizes stock option activity.
(In thousands of shares)
Outstanding at December 31, 2013
Granted in 2014
Canceled in 2014
Exercised in 2014
Outstanding at December 31, 2014
Granted in 2015
Canceled in 2015
Exercised in 2015
Outstanding at December 31, 2015
Granted in 2016
Canceled in 2016
Exercised in 2016
Outstanding at December 31, 2016
(In thousands of shares)
Shares exercisable, end of year
Stock
Option
Shares
9,980
678
(115)
(1,236)
9,307
855
(231)
(2,013)
7,918
664
(181)
(2,061)
6,340
Weighted-Average
Exercise Price
Per Share
$ 47.03
61.81
52.01
41.04
48.84
61.47
55.70
45.15
50.94
61.39
55.63
48.91
$ 52.56
2016
4,493
2015
6,085
2014
7,497
The following table summarizes information about stock options outstanding and exercisable at December 31, 2016 .
(In thousands of shares)
Options Outstanding
Options Exercisable
Range of
Exercise Prices
Per Share
Stock Option
Shares
Outstanding
$
14.99 - $
47.06
47.23 -
56.24 -
61.81 -
63.34 -
55.72
61.45
63.16
72.42
$
14.99 - $
72.42
1,639
1,348
1,706
1,322
325
6,340
Wgtd.-Avg.
Remaining
Contractual
Life (Yrs.)
3.0
3.8
7.0
4.1
8.5
4.8
Wgtd.-Avg.
Exercise
Price
Per Share
$
36.38
51.11
59.05
62.10
67.36
Stock Option
Shares
Exercisable
1,639
1,348
632
802
72
Wgtd.-Avg.
Exercise
Price
Per Share
$
36.38
51.11
57.92
61.87
67.50
$
52.56
4,493
$
48.88
The aggregate intrinsic value represents the difference between the exercise price of the stock options and the quoted closing common stock
price of $69.60 as of December 31, 2016 , for those awards that have an exercise price currently below the closing price. As of December 31, 2016 ,
the aggregate intrinsic value of stock options outstanding was $108 million , with a weighted-average remaining term of 4.8 years. The aggregate
intrinsic value of stock options exercisable at that same date was $93 million , with a weighted-average remaining term of 3.3 years.
The following table summarizes stock option activity during the years ended December 31.
(In millions)
Total intrinsic value of options exercised
Cash received from options exercised
Tax benefit realized as a result of options exercised and
restricted stock releases
2016
2015
2014
$
41
68
45
$
36
68
25
$
25
39
17
The value of restricted stock awards is based on the fair market value of our common stock at the date of grant. The following table summarizes
restricted stock activity during the years ended December 31.
154
(In thousands of shares)
Restricted stock at December 31, 2013
Granted in 2014
Canceled in 2014
Vested in 2014
Restricted stock at December 31, 2014
Granted in 2015
Canceled in 2015
Vested in 2015
Restricted stock at December 31, 2015
Granted in 2016
Canceled in 2016
Vested in 2016
Restricted stock at December 31, 2016
Shares
1,671
584
(27)
(348)
1,880
638
(145)
(558)
1,815
878
(76)
(749)
1,868
Weighted-Average
Grant-Date
Fair Value
Per Share
$ 52.12
62.12
52.66
56.95
54.33
61.51
57.52
48.41
58.42
61.68
60.65
53.68
$ 61.76
As of December 31, 2016 , total compensation cost not yet recognized in our financial statements related to restricted stock awards was $33
million , of which $10 million ( 953 thousand shares) was related to restricted stock awards with a performance-based vesting condition. We expect
to recognize these amounts over a weighted-average period of approximately 1.0 years. There are no other contractual terms covering restricted
stock awards once vested.
13. STATUTORY ACCOUNTING AND DIVIDEND RESTRICTIONS
Our insurance subsidiaries are required to report their results of operations and financial position to state insurance regulatory authorities on the
basis of statutory accounting practices prescribed or permitted by such authorities. Statutory accounting practices primarily differ from U.S. GAAP by
charging policy acquisition costs to expense as incurred, establishing future policy benefit liabilities using different actuarial assumptions as well as
valuing investments and certain assets and accounting for deferred taxes on a different basis.
Aflac, the Company's most significant insurance subsidiary, reports statutory financial statements that are prepared on the basis of accounting
practices prescribed or permitted by the Nebraska Department of Insurance (NDOI). The NDOI recognizes statutory accounting principles and
practices prescribed or permitted by the state of Nebraska for determining and reporting the financial condition and results of operations of an
insurance company, and for determining a company's solvency under Nebraska insurance law. The National Association of Insurance
Commissioners' (NAIC) Accounting Practices and Procedures Manual (SAP) has been adopted by the state of Nebraska as a component of those
prescribed or permitted practices. Additionally, the Director of the NDOI has the right to permit other specific practices which deviate from prescribed
practices. Aflac has been given explicit permission by the Director of the NDOI for two such permitted practices. These permitted practices, which do
not impact the calculation of net income on a statutory basis or prevent the triggering of a regulatory event in the Company's risk-based capital
calculation, are as follows:
•
•
Aflac has reported as admitted assets the refundable lease deposits on the leases of commercial office space which house Aflac Japan's
sales operations. These lease deposits are unique and part of the ordinary course of doing business in the country of Japan; these assets
would be non-admitted under SAP.
Aflac entered into a reinsurance agreement effective March 31, 2015 with a then unauthorized reinsurer. The effective date of this
agreement predated the effective date of Nebraska's Amended Credit for Reinsurance statute (44-416) allowing certified reinsurers and also
predated the subsequent approval of the agreement's assuming reinsurer as a Certified Reinsurer, which occurred on August 30, 2015 and
December 24, 2015, respectively. Aflac has obtained a permitted practice to recognize this treaty and counterparty as Certified Reinsurer
for the purpose of determining the collateral required to receive reinsurance reserve credit.
155
A reconciliation of Aflac's capital and surplus between SAP and practices permitted by the state of Nebraska is shown below:
(In millions)
Capital and surplus, Nebraska state basis
State Permitted Practice:
Refundable lease deposits – Japan
Reinsurance - Japan
Capital and surplus, NAIC basis
2016
$ 11,221
(40)
(764)
2015
$ 11,298
(38)
(707)
$ 10,417
$ 10,553
As of December 31, 2016 , Aflac's capital and surplus significantly exceeded the required company action level capital and surplus of $1.3 billion
. As determined on a U.S. statutory accounting basis, Aflac's net income was $2.8 billion in 2016 , $2.3 billion in 2015 and $2.4 billion in 2014 .
Aflac Japan must report its results of operations and financial position to the Japanese Financial Services Agency (FSA) on a Japanese
regulatory accounting basis as prescribed by the FSA. Capital and surplus of the Japan branch, based on Japanese regulatory accounting practices,
was $5.6 billion at December 31, 2016 , compared with $4.7 billion at December 31, 2015 . Japanese regulatory accounting practices differ in many
respects from U.S. GAAP. Under Japanese regulatory accounting practices, policy acquisition costs are expensed immediately; policy benefit and
claim reserving methods and assumptions are different; premium income is recognized on a cash basis; different consolidation criteria apply to
VIEs; reinsurance is recognized on a different basis; and investments can have a separate accounting classification and treatment referred to as
policy reserve matching bonds (PRM).
The Parent Company depends on its subsidiaries for cash flow, primarily in the form of dividends and management fees. Consolidated retained
earnings in the accompanying financial statements largely represent the undistributed earnings of our insurance subsidiary. Amounts available for
dividends, management fees and other payments to the Parent Company by its insurance subsidiary may fluctuate due to different accounting
methods required by regulatory authorities. These payments are also subject to various regulatory restrictions and approvals related to safeguarding
the interests of insurance policyholders. Our insurance subsidiary must maintain adequate risk-based capital for U.S. regulatory authorities and our
Japan branch must maintain adequate solvency margins for Japanese regulatory authorities. Additionally, the maximum amount of dividends that
can be paid to the Parent Company by Aflac without prior approval of Nebraska's director of insurance is the greater of the net income from
operations, which excludes net realized investment gains, for the previous year determined under statutory accounting principles, or 10% of
statutory capital and surplus as of the previous year-end. Dividends declared by Aflac during 2017 in excess of $2.8 billion would require such
approval. Aflac declared dividends of $2.0 billion during 2016 .
A portion of Aflac Japan earnings, as determined on a Japanese regulatory accounting basis, can be repatriated each year to Aflac U.S. after
complying with solvency margin provisions and satisfying various conditions imposed by Japanese regulatory authorities for protecting policyholders.
Profit repatriations to the United States can fluctuate due to changes in the amounts of Japanese regulatory earnings. Among other items, factors
affecting regulatory earnings include Japanese regulatory accounting practices and fluctuations in currency translation of Aflac Japan's U.S. dollar-
denominated investments and related investment income into yen. Profits repatriated by Aflac Japan to Aflac U.S. were as follows for the years
ended December 31:
(In millions of dollars and billions of yen)
2016
In Dollars
2015
2014
Profit repatriation
$ 1,286 $ 2,139
$ 1,704
2016
138.5
In Yen
2015
259.0
2014
181.4
We entered into foreign exchange forwards and options as part of an economic hedge on foreign exchange risk on 114.0 billion yen of profit
repatriation received in 2016 , resulting in $64 million less funds received when the yen were exchanged into dollars. As of December 31, 2016 , we
had foreign exchange forwards and options as part of a hedging strategy on 122.6 billion yen of future profit repatriation.
14. BENEFIT PLANS
Pension and Other Postretirement Plans
We have funded defined benefit plans in Japan and the United States, however the U.S. plan was frozen to new participants effective October
1, 2013. We also maintain non-qualified, unfunded supplemental retirement plans that
156
provide defined pension benefits in excess of limits imposed by federal tax law for certain Japanese, U.S. and former employees, however the U.S.
plan was frozen to new participants effective January 1, 2015. U.S. employees who are not participants in the defined benefit plan receive a
nonelective 401(k) employer contribution.
We provide certain health care benefits for eligible U.S. retired employees, their beneficiaries and covered dependents ("other postretirement
benefits"). The health care plan is contributory and unfunded. On October 1, 2013, a change was made to postretirement medical benefits to limit
the eligibility for the benefits beginning January 1, 2014 to include the following: (1) active employees whose age plus service, in years, equaled or
exceeded 80 (rule of 80 ); (2) active employees who were age 55 or older and had met the 15 years of service requirement; (3) active employees
who would meet the rule of 80 in the next five years ; (4) active employees who were age 55 or older and who would meet the 15 years of service
requirement within the next five years ; and (5) current retirees. Effective October 1, 2013, this change was accounted for as a negative plan
amendment and resulted in a reduction to the postretirement benefit obligation of approximately $51 million , with an offset to accumulated other
comprehensive income (AOCI). Starting in the fourth quarter of 2013, this reduction is being amortized as a reduction to net periodic benefit cost
over three years. The postretirement plan obligation was remeasured using a discount rate of 4.75% as of October 1, 2013. For certain employees
and former employees, additional coverage is provided for all medical expenses for life.
Information with respect to our benefit plans' assets and obligations as of December 31 was as follows:
(In millions)
Projected benefit obligation:
Pension Benefits
Other
Japan
U.S.
Postretirement Benefits
2016
2015
2016
2015
2016
2015
Benefit obligation, beginning of year
$ 276
$ 267
$ 735
$ 717
$ 40
$ 44
Service cost
Interest cost
Actuarial (gain) loss
Benefits and expenses paid
Effect of foreign exchange
rate changes
Benefit obligation, end of year
Plan assets:
Fair value of plan assets,
beginning of year
Actual return on plan assets
Employer contributions
Benefits and expenses paid
Effect of foreign exchange
rate changes
Fair value of plan assets, end of year
16
9
29
(8)
7
329
198
9
25
(8)
5
229
15
1
0
(7)
0
276
183
1
21
(7)
0
198
23
29
29
(18)
0
798
336
24
17
(18)
0
359
23
18
(6)
(17)
0
735
341
(6)
18
(17)
0
336
1
2
(4)
(2)
0
37
0
0
2
(2)
0
0
1
2
(5)
(2)
0
40
0
0
2
(2)
0
0
Funded status of the plans (1)
$ (100)
$
(78)
$ (439)
$ (399)
$ (37)
$ (40)
Amounts recognized in accumulated other
comprehensive income:
Net actuarial (gain) loss
Prior service (credit) cost
Total included in accumulated
other comprehensive income
$
67
$
42
$ 189
$ 175
$
(2)
(2)
(4)
(4)
7
0
$ 12
(11)
$
65
$
40
$ 185
$ 171
$
7
$
1
Accumulated benefit obligation
$ 288
$ 244
$ 670
$ 621
N/A (2)
N/A (2)
(1) Recognized in other liabilities in the consolidated balance sheets
(2) Not applicable
157
2016
Japan
2015
Pension Benefits
2014
2016
U.S.
2015
Other
Postretirement Benefits
2014
2016
2015
2014
Weighted-average
actuarial
assumptions:
Discount rate - net
periodic benefit cost
Discount rate - benefit
obligations
Expected long-term
return on plan assets
Rate of compensation
increase
Health care cost trend
rates
1.75%
1.75%
2.25%
4.50%
4.50%
4.75%
4.50%
4.50%
4.75%
1.25
2.00
1.75
2.00
1.75
2.00
4.25
7.00
N/A
(1)
N/A
(1)
N/A
(1)
4.00
4.50
7.25
4.00
4.50
7.50
4.00
4.25
4.50
4.50
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
N/A
(1)
5.20
(2)
5.30
(2)
5.70
(2)
(1) Not applicable
(2) For the years 2016 , 2015 and 2014 , the health care cost trend rates are expected to trend down to 4.5% in 74 years , 4.5% in 78 years , and 4.6% in 78
years , respectively.
We determine our discount rate assumption for our pension retirement obligations based on indices for AA corporate bonds with an average
duration of approximately 20 years for the Japan pension plans and 17 years for the U.S. pension plans, and determination of the U.S. pension
plans discount rate utilizes the 85 -year extrapolated yield curve. In Japan, participant salary and future salary increases are not factors in
determining pension benefit cost or the related pension benefit obligation.
We base our assumption for the long-term rate of return on assets on historical trends ( 10 -year or longer historical rates of return for the
Japanese plan assets and 15 -year historical rates of return for the U.S. plan assets), expected future market movement, as well as the portfolio mix
of securities in the asset portfolio including, but not limited to, style, class and equity and fixed income allocations. In addition, our consulting
actuaries evaluate our assumptions for long-term rates of return under Actuarial Standards of Practice (ASOP). Under the ASOP, the actual portfolio
type, mix and class is modeled to determine a best estimate of the long-term rate of return. We in turn use those results to further validate our own
assumptions.
Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plan. A one-percentage point
increase and decrease in assumed health care cost trend rates would have the following effects as of December 31, 2016 :
(In millions)
One percentage point increase:
Increase in total service and interest costs
Increase in postretirement benefit obligation
One percentage point decrease:
Decrease in total service and interest costs
Decrease in postretirement benefit obligation
Components of Net Periodic Benefit Cost
$
$
0
2
0
2
Pension and other postretirement benefit expenses, included in acquisition and operating expenses in the consolidated statements of earnings
for the years ended December 31, included the following components:
158
(In millions)
Service cost
Interest cost
Expected return on plan
assets
Amortization of net actuarial
loss
Amortization of prior service
cost (credit)
Net periodic (benefit) cost
Pension Benefits
Other
Japan
U.S.
Postretirement Benefits
2016
2015 2014 2016 2015
2014
2016
2015
2014
$ 16 $ 15 $ 15 $ 23 $ 23 $ 20 $
1 $
1 $
9
1
9
29
18
38
2
2
1
2
(4)
(4)
(4)
(23)
(22)
(20)
0
0
0
1
1
1
13
14
11
1
2
3
0
0
0
0
0
0
(11)
(17)
(17)
$ 22 $ 13 $ 21 $ 42 $ 33 $ 49 $ (7) $ (12) $ (11)
Changes in Accumulated Other Comprehensive Income
The following table summarizes the amounts recognized in other comprehensive loss (income) for the years ended December 31:
(In millions)
2016
Japan
2015
Pension Benefits
2014
2016
U.S.
2015
Other
Postretirement Benefits
2014
2016
2015
2014
Net actuarial loss (gain)
$ 26 $
3 $ 12 $ 27 $ 22 $ 67 $ (4) $ (5) $ (3)
Amortization of net actuarial loss
(1)
(1)
(1)
(13)
(14)
(11)
(1)
(2)
(3)
Amortization of prior
service cost
Total
0
0
0
0
0
0
11
17
17
$ 25 $
2 $ 11 $ 14 $
8 $ 56 $
6 $ 10 $ 11
Prior service credits of $51 million were incurred in 2013 for the plan amendment related to the change in eligibility for postretirement medical
benefits, all of which had been amortized as of December 31, 2016. No transition obligations arose during 2016 , and the transition obligations
amortized to expense were immaterial for the years ended December 31, 2016 , 2015 and 2014 . Amortization of actuarial losses to expense in
2017 is estimated to be $2 million for the Japanese plans, $14 million for the U.S. plans and $1 million for the other postretirement benefits plan.
Amortization of prior service costs and credits and transition obligations for all plans is expected to be negligible in 2017 .
Benefit Payments
The following table provides expected benefit payments, which reflect expected future service, as appropriate.
(In millions)
2017
2018
2019
2020
2021
2022-2026
Funding
Japan
$ 13
8
9
10
10
74
Pension Benefits
Other
U.S.
Postretirement Benefits
$
22
23
24
25
27
180
$
2
2
3
3
3
18
We plan to make contributions of $21 million to the Japanese funded defined benefit plan and $10 million to the U.S. funded defined benefit plan
in 2017 . The funding policy for our non-qualified supplemental defined benefit pension plans and other postretirement benefits plan is to contribute
the amount of the benefit payments made during the year.
159
Plan Assets
The investment objective of our Japanese and U.S. funded defined benefit plans is to preserve the purchasing power of the plan's assets and
earn a reasonable inflation-adjusted rate of return over the long term. Furthermore, we seek to accomplish these objectives in a manner that allows
for the adequate funding of plan benefits and expenses. In order to achieve these objectives, our goal is to maintain a conservative, well-diversified
and balanced portfolio of high-quality equity, fixed-income and money market securities. As a part of our strategy, we have established strict policies
covering quality, type and concentration of investment securities. For our Japanese plan, these policies include limitations on investments in
derivatives including futures, options and swaps, and low-liquidity investments such as real estate, venture capital investments, and privately issued
securities. For our U.S. plan, these policies prohibit investments in precious metals, limited partnerships, venture capital, and direct investments in
real estate. We are also prohibited from trading on margin.
The plan fiduciaries for our funded defined benefit plans have developed guidelines for asset allocations reflecting a percentage of total assets
by asset class, which are reviewed on an annual basis. Asset allocation targets as of December 31, 2016 were as follows:
Domestic equities
International equities
Fixed income securities
Other
Total
Japan Pension
U.S. Pension
11%
15
59
15
100%
40%
20
40
0
100%
The following table presents the fair value of Aflac Japan's pension plan assets that are measured at fair value on a recurring basis as of
December 31. All of these assets are classified as Level 2 in the fair value hierarchy, except cash and cash equivalents which are classified as Level
1.
(In millions)
Japan pension plan assets:
Equities:
Japanese equity securities
International equity securities
Fixed income securities:
Japanese bonds
International bonds
Insurance contracts
Cash and cash equivalents
Total
2016
2015
$
28
40
79
55
27
0
$
22
33
71
48
23
1
$ 229
$ 198
The following table presents the fair value of Aflac U.S.'s pension plan assets that are measured at fair value on a recurring basis as of
December 31. All of these assets are classified as Level 1 in the fair value hierarchy.
160
(In millions)
U.S. pension plan assets:
Mutual funds:
Large cap equity funds
Mid cap equity funds
Real estate equity funds
International equity funds
Fixed income bond funds
Aflac Incorporated common stock
Cash and cash equivalents
Total
2016
2015
$ 104
$
19
10
85
136
4
1
94
16
10
77
134
4
1
$ 359
$ 336
The fair values of our pension plan investments categorized as Level 1, consisting of mutual funds and common stock, are based on quoted
market prices for identical securities traded in active markets that are readily and regularly available to us. The fair values of our pension plan
investments classified as Level 2 are based on quoted prices for similar assets in markets that are not active, other inputs that are observable, such
as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, and default rates, or other market-corroborated inputs.
401(k) Plan
The Company sponsors a 401(k) plan in which we match a portion of U.S. employees' contributions. The plan provides for salary reduction
contributions by employees and, in 2016 , 2015 , and 2014 , provided matching contributions by the Company of 50% of each employee's
contributions which were not in excess of 6% of the employee's annual cash compensation.
On January 1, 2014, the Company began providing a nonelective contribution to the 401(k) plan of 2% of annual cash compensation for
employees who elected to opt out of the future benefits of the U.S. defined benefit plan during the election period provided during the fourth quarter
of 2013 and for new U.S. employees who started working for the Company after September 30, 2013.
The 401(k) contributions by the Company, included in acquisition and operating expenses in the consolidated statements of earnings, were $11
million in 2016 , $9 million in 2015 and $7 million in 2014 . The plan trustee held approximately one million shares of our common stock for plan
participants at December 31, 2016 .
Stock Bonus Plan
Aflac U.S. maintains a stock bonus plan for eligible U.S. sales associates. Plan participants receive shares of Aflac Incorporated common stock
based on their new annualized premium sales and their first-year persistency of substantially all new insurance policies. The cost of this plan, which
was capitalized as deferred policy acquisition costs, amounted to $31 million in 2016 , compared with $34 million in 2015 and $36 million in 2014 .
15. COMMITMENTS AND CONTINGENT LIABILITIES
We have two outsourcing agreements with a technology and consulting corporation. The first agreement provides mainframe computer
operations, distributed mid-range server computer operations, and related support for Aflac Japan. It has a remaining term of four years and an
aggregate remaining cost of 36.7 billion yen ( $315 million using the December 31, 2016 , exchange rate). The second agreement provides
application maintenance and development services for Aflac Japan. It has a remaining term of five years and an aggregate remaining cost of 11.9
billion yen ( $102 million using the December 31, 2016 , exchange rate).
We have an outsourcing agreement with a management consulting and technology services company to provide application maintenance and
development services for our Japanese operation. The agreement has a remaining term of five years with an aggregate remaining cost of 15.4
billion yen ( $132 million using the December 31, 2016 , exchange rate).
161
We have two outsourcing agreements with information technology and data services companies to provide application maintenance and
development services for our Japanese operation. The first agreement has a remaining term of three years with an aggregate remaining cost of 6.1
billion yen ( $53 million using the December 31, 2016 , exchange rate). The second agreement has a remaining term of one year with an aggregate
remaining cost of 740 million yen ( $6 million using the December 31, 2016 , exchange rate).
As of December 31, 2016 , we have commitments of $779 million to fund potential future loan originations related to our investment in middle
market loans. These commitments are contingent upon the availability of middle market loans that meet our underwriting criteria. In addition, we had
commitments of $19 million to fund potential future loan originations related to our investment in commercial mortgage loans. These commitments
are contingent on the final underwriting and due diligence to be performed and may or may not be funded. See Note 3 of the Notes to the
Consolidated Financial Statements for more details on these investment programs.
We lease office space and equipment under agreements that expire in various years through 2026 . Future minimum lease payments due under
non-cancelable operating leases at December 31, 2016 , were as follows:
(In millions)
2017
2018
2019
2020
2021
Thereafter
Total future minimum lease payments
$ 62
41
18
13
11
0
$ 145
We are a defendant in various lawsuits considered to be in the normal course of business. Members of our senior legal and financial
management teams review litigation on a quarterly and annual basis. The final results of any litigation cannot be predicted with certainty. Although
some of this litigation is pending in states where large punitive damages,
bearing little relation to the actual damages sustained by plaintiffs, have been awarded in recent years, we believe the outcome of pending litigation
will not have a material adverse effect on our financial position, results of operations, or cash flows.
16. UNAUDITED CONSOLIDATED QUARTERLY FINANCIAL DATA
In management's opinion, the following quarterly financial information fairly presents the results of operations for such periods and is prepared
on a basis consistent with our annual audited financial statements.
162
(In millions, except for per-share amounts)
Net premium income
Net investment income
Realized investment gains (losses)
Other income (loss)
Total revenues
Total benefits and expenses
Earnings before income taxes
Total income tax
Net earnings
Net earnings per basic share
Net earnings per diluted share
March 31,
2016
$ 4,602
801
73
(25)
5,451
4,334
1,117
386
731
1.75
1.74
$
$
June 30,
2016
$ 4,823
822
(187)
(21)
5,437
4,603
834
286
548
1.33
1.32
$
$
Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding.
(In millions, except for per-share amounts)
Net premium income
Net investment income
Realized investment gains (losses)
Other income (loss)
Total revenues
Total benefits and expenses
Earnings before income taxes
Total income tax
Net earnings
Net earnings per basic share
Net earnings per diluted share
March 31,
2015
$ 4,432
782
13
(1)
5,226
4,213
1,013
350
663
1.52
1.51
$
$
June 30,
2015
$ 4,364
777
127
19
5,287
4,413
874
301
573
1.33
1.32
$
$
Quarterly amounts may not agree in total to the corresponding annual amounts due to rounding.
17. SUBSEQUENT EVENTS
September 30,
2016
$
5,022
December 31,
2016
$
4,778
842
(146)
(2)
5,716
4,753
963
334
629
1.54
1.53
$
$
813
137
227
5,955
4,802
1,153
402
751
1.85
1.84
$
$
September 30,
2015
$
4,380
December 31,
2015
$
4,394
784
(114)
(10)
5,040
4,176
864
297
567
1.32
1.32
$
$
792
114
19
5,319
4,209
1,110
380
730
1.72
1.71
$
$
In January 2017, the Parent Company issued 60.0 billion yen of senior notes through a U.S. public debt offering. The notes bear interest at a
fixed rate of .932% per annum, payable semi-annually, and have a 10 -year maturity. These notes may only be redeemed before maturity, in whole
but not in part, upon the occurrence of certain changes affecting U.S. taxation, as specified in the indenture governing the terms of the issuance.
163
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
There have been no changes in, or disagreements with, accountants on accounting and financial disclosure matters during the years ended
December 31, 2016 and 2015 .
ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The Company's management, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, has evaluated the
effectiveness of the Company's disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange
Act) as of the end of the period covered by this annual report (the “Evaluation Date”). Based on such evaluation, the Company's Chief Executive
Officer and Chief Financial Officer have concluded that, as of the Evaluation Date, the Company's disclosure controls and procedures are effective.
Internal Control Over Financial Reporting
(a) Management's Annual Report on Internal Control Over Financial Reporting
Management's Annual Report on Internal Control Over Financial Reporting is incorporated herein by reference from Part II, Item 8 of this report.
(b) Attestation Report of the Registered Public Accounting Firm
The Attestation Report of the Registered Public Accounting Firm on the Company's internal control over financial reporting is incorporated
herein by reference from Part II, Item 8 of this report.
(c) Changes in Internal Control Over Financial Reporting
There have not been any changes in the Company's internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-
15(f) under the Exchange Act) during the last fiscal quarter of 2016 that have materially affected, or are reasonably likely to materially affect, the
Company's internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
Not applicable.
164
Pursuant to General Instruction G to Form 10-K, Items 10 through 14 are incorporated by reference from the Company's definitive Notice and
Proxy Statement relating to the Company's 2017 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission
on or about March 17, 2017, pursuant to Regulation 14A under the Exchange Act. The Audit Committee Report and Compensation Committee
Report to be included in such proxy statement shall be deemed to be furnished in this report and shall not be incorporated by reference into any
filing under the Securities Act of 1933 as a result of such furnishing in Items 10 and 11, respectively.
PART III
ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE
Executive Officers -
see Part I, Item 1 herein
ITEM 11.
EXECUTIVE COMPENSATION
Refer to the Information Contained in the Proxy
Statement under Captions (filed electronically)
1. Election of Directors; Section 16(a) Beneficial Ownership Reporting
Compliance; Audit and Risk Committee; Audit and Risk Committee
Report; Director Nominating Process; and Code of Business Conduct
and Ethics
Director Compensation; Compensation Committee; Compensation
Committee Report; Compensation Discussion and Analysis; 2016
Summary Compensation Table; 2016 Grants of Plan-Based Awards;
2016 Outstanding Equity Awards at Fiscal Year-End; 2016 Option
Exercises and Stock Vested; Pension Benefits; Nonqualified Deferred
Compensation; Potential Payments Upon Termination or Change-In-
Control; and Compensation Committee Interlocks and Insider
Participation
ITEM 12.
SECURITY OWNERSHIP OF
CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
Principal Shareholders; Election of Directors (Proposal 1); Security
Ownership of Management; and Equity Compensation Plan
Information
ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Related Person Transactions; and Director Independence
ITEM 14.
PRINCIPAL ACCOUNTING FEES AND SERVICES
Ratification of Appointment of Independent Registered Public
Accounting Firm (Proposal 3); and Audit and Risk Committee
165
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
PART IV
(a)
1. FINANCIAL STATEMENTS
Page(s)
Included in Part II, Item 8, of this report:
Aflac Incorporated and Subsidiaries:
Report of Independent Registered Public Accounting Firm
Consolidated Statements of Earnings for each of the years in the three-
year period ended December 31, 2016
Consolidated Statements of Comprehensive Income for each of the
years in the three-year period ended December 31, 2016
Consolidated Balance Sheets as of December 31, 2016 and 2015
Consolidated Statements of Shareholders' Equity for each of the years
in the three-year period ended December 31, 2016
Consolidated Statements of Cash Flows for each of the years in the
three-year period ended December 31, 2016
Notes to the Consolidated Financial Statements
Unaudited Consolidated Quarterly Financial Data
2. FINANCIAL STATEMENT SCHEDULES
Included in Part IV of this report:
Report of Independent Registered Public Accounting Firm on Financial Statement Schedules
Schedule II -
Schedule III -
Condensed Financial Information of Registrant as of December 31, 2016 and 2015,
and for each of the years in the three-year period ended December 31, 2016
Supplementary Insurance Information as of December 31, 2016 and 2015, and for each
of the years in the three-year period ended December 31, 2016
Schedule IV -
Reinsurance for each of the years in the three-year period ended December 31, 2016
3. EXHIBIT INDEX
An “Exhibit Index” has been filed as part of this Report beginning on the following page and is incorporated herein by
this reference.
78
80
81
82
84
85
86
162
171
172
178
179
Schedules other than those listed above are omitted because they are not required, are not material, are not applicable, or the required
information is shown in the financial statements or notes thereto.
In reviewing the agreements included as exhibits to this annual report, please remember they are included to provide you with information
regarding their terms and are not intended to provide any other factual or disclosure information about the Company or the other parties to the
agreements. The agreements contain representations and warranties by each of the parties to the applicable agreement. These representations and
warranties have been made solely for the benefit of the other parties to the applicable agreement and:
•
•
should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those
statements prove to be inaccurate;
have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which
disclosures are not necessarily reflected in the agreement;
• may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
•
were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are
subject to more recent developments.
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other
time.
166
(b) EXHIBIT INDEX (1)
3.0
3.1
4.0
4.1
4.2
4.3
4.4
4.5
4.6
4.7
4.8
4.9
4.10
4.11
4.12
4.13
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Articles of Incorporation, as amended – incorporated by reference from Form 10-Q for June 30, 2008, Exhibit 3.0 (File
No. 001-07434).
Bylaws of the Corporation, as amended and restated – incorporated by reference from Form 8-K dated November 10,
2015, Exhibit 3.1 ( File No. 001-07434)
There are no instruments with respect to long-term debt not being registered in which the total amount of securities
authorized exceeds 10% of the total assets of Aflac Incorporated and its subsidiaries on a consolidated basis. We agree
to furnish a copy of any long-term debt instrument to the Securities and Exchange Commission upon request.
Indenture, dated as of May 21, 2009, between Aflac Incorporated and The Bank of New York Mellon Trust Company,
N.A., as trustee – incorporated by reference from Form 8-K dated May 21, 2009, Exhibit 4.1 (File No. 001-07434).
Second Supplemental Indenture, dated as of December 17, 2009, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 6.900% Senior Note due 2039) – incorporated by reference
from Form 8-K dated December 14, 2009, Exhibit 4.1 (File No. 001-07434).
Third Supplemental Indenture, dated as of August 9, 2010, between Aflac Incorporated and The Bank of New York Mellon
Trust Company, N.A., as trustee (including the form of 6.45% Senior Note due 2040) - incorporated by reference from
Form 8-K dated August 4, 2010, Exhibit 4.1 (File No. 001-07434).
Fifth Supplemental Indenture, dated as of February 10, 2012, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 2.65% Senior Note due 2017) - incorporated by reference
from Form 8-K dated February 8, 2012, Exhibit 4.1 (File No. 001-07434).
Sixth Supplemental Indenture, dated as of February 10, 2012, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 4.00% Senior Note due 2022) - incorporated by reference
from Form 8-K dated February 8, 2012, Exhibit 4.2 (File No. 001-07434).
Seventh Supplemental Indenture, dated as of July 31, 2012, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 2.65% Senior Note due 2017) - incorporated by reference
from Form 8-K dated July 27, 2012, Exhibit 4.1 (File No. 001-07434).
Eighth Supplemental Indenture, dated as of June 10, 2013, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 3.625% Senior Note due 2023) - incorporated by reference
from Form 8-K dated June 10, 2013, Exhibit 4.1 (File No. 001-07434).
Ninth Supplemental Indenture, dated as of November 7, 2014, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 3.625% Senior Note due 2024) - incorporated by reference
from Form 8-K dated November 4, 2014, Exhibit 4.1 (File No. 001-07434).
Tenth Supplemental Indenture, dated as of March 12, 2015, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 2.40% Senior Note due 2020) - incorporated by reference
from Form 8-K dated March 9, 2015, Exhibit 4.1 (File No. 001-07434).
Eleventh Supplemental Indenture, dated as of March 12, 2015, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 3.25% Senior Note due 2025) - incorporated by reference
from Form 8-K dated March 9, 2015, Exhibit 4.2 (File No. 001-07434).
Twelfth Supplemental Indenture, dated as of September 19, 2016, between Aflac Incorporated and The Bank of New
York Mellon Trust Company, N.A., as trustee (including the form of 2.875% Senior Note due 2026) - incorporated by
reference from Form 8-K dated September 19, 2016, Exhibit 4.1 (File No. 001-07434).
Thirteenth Supplemental Indenture, dated as of September 19, 2016, between Aflac Incorporated and The Bank of New
York Mellon Trust Company, N.A., as trustee (including the form of 4.000% Senior Note due 2046) – incorporated by
reference from Form 8-K dated September 19, 2016, Exhibit 4.2 (File No. 001-07434).
Fourteenth Supplemental Indenture, dated as of January 25, 2017, between Aflac Incorporated and The Bank of New
York Mellon Trust Company, N.A., as trustee (including the form of .932% Senior Note due 2027) – incorporated by
reference from Form 8-K dated January 25, 2017, Exhibit 4.1 (File No. 001-07434).
167
4.14
4.15
10.0*
10.1*
10.2*
10.3*
10.4*
10.5*
10.6*
10.7*
10.8*
10.9*
10.10*
10.11*
10.12*
10.13*
10.14*
10.15*
10.16*
10.17*
10.18*
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Subordinated Indenture, dated as of September 26, 2012, between Aflac Incorporated and The Bank of New York Mellon
Trust Company, N.A., as trustee – incorporated by reference from Form 8-K dated September 26, 2012, Exhibit 4.1 (File
No. 001-07434).
First Supplemental Indenture, dated as of September 26, 2012, between Aflac Incorporated and The Bank of New York
Mellon Trust Company, N.A., as trustee (including the form of 5.50% Subordinated Debenture due 2052) – incorporated
by reference from Form 8-K dated September 26, 2012, Exhibit 4.2 (File No. 001-07434).
American Family Corporation Retirement Plan for Senior Officers, as amended and restated October 1, 1989 –
incorporated by reference from 1993 Form 10-K, Exhibit 10.2 (File No. 001-07434).
Amendment to American Family Corporation Retirement Plan for Senior Officers, dated December 8, 2008 – incorporated
by reference from 2008 Form 10-K, Exhibit 10.1 (File No. 001-07434).
Second Amendment to the American Family Corporation Retirement Plan for Senior Officers, dated November 16, 2012 –
incorporated by reference from Form 10-Q for September 30, 2016, Exhibit 10.2 (File No. 001-07434).
Third Amendment to the American Family Corporation Retirement Plan for Senior Officers, dated October 18, 2016 –
incorporated by reference from Form 10-Q for September 30, 2016, Exhibit 10.3 (File No. 001-07434).
Aflac Incorporated Supplemental Executive Retirement Plan, as amended and restated January 1, 2009 – incorporated
by reference from 2008 Form 10-K, Exhibit 10.5 (File No. 001-07434).
First Amendment to the Aflac Incorporated Supplemental Executive Retirement Plan, as amended and restated January
1, 2009 – incorporated by reference from 2012 Form 10-K, Exhibit 10.3 (File No. 001-07434).
Second Amendment to the Aflac Incorporated Supplemental Executive Retirement Plan, as amended and restated
January 1, 2009 – incorporated by reference from 2014 Form 10-K, Exhibit 10.4 (File No. 001-07434).
Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective September 1, 2015 –
incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.5 (File No. 001-07434).
First Amendment to the Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective
September 1, 2015 – incorporated by reference from Form 10-Q for September 30, 2016, Exhibit 10.8 (File No. 001-
07434).
Aflac Incorporated 2013 Management Incentive Plan – incorporated by reference from the 2012 Proxy Statement,
Appendix B (File No. 001-07434).
1999 Aflac Associate Stock Bonus Plan, amended and restated as of January 1, 2013 – incorporated by reference from
Form 10-Q for March 31, 2013, Exhibit 10.10 (File No. 001-07434).
Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from the 1997 Shareholders’ Proxy Statement,
Appendix B (File No. 001-07434).
Form of Officer Stock Option Agreement (Non-Qualifying Stock Option) under the Aflac Incorporated 1997 Stock Option
Plan – incorporated by reference from Form 8-K dated January 28, 2005, Exhibit 10.5 (File No. 001-07434).
Form of Officer Stock Option Agreement (Incentive Stock Option) under the Aflac Incorporated 1997 Stock Option Plan –
incorporated by reference from Form 8-K dated January 28, 2005, Exhibit 10.6 (File No. 001-07434).
Notice of grant of stock options and stock option agreement to officers under the Aflac Incorporated 1997 Stock Option
Plan – incorporated by reference from Form 8-K dated January 28, 2005, Exhibit 10.7 (File No. 001-07434).
2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by
reference from the 2012 Proxy Statement, Appendix A (File No. 001-07434).
Form of Non-Employee Director Stock Option Agreement (NQSO) under the 2004 Aflac Incorporated Long-Term
Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31,
2016, Exhibit 10.13 (File No. 001-07434).
Notice of grant of stock options to non-employee director under the 2004 Aflac Incorporated Long-Term Incentive Plan, as
amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.14
(File No. 001-07434).
Form of Non-Employee Director Restricted Stock Award Agreement under the 2004 Aflac Incorporated Long-Term
Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31,
2016, Exhibit 10.15 (File No. 001-07434).
168
10.19*
10.20*
10.21*
10.22*
10.23*
10.24*
10.25*
10.26*
10.27*
10.28*
10.29*
10.30*
10.31*
10.32*
10.33*
10.34*
10.35*
10.36*
11
12
21
23
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Notice of restricted stock award to non-employee director under the 2004 Aflac Incorporated Long-Term Incentive Plan, as
amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.16
(File No. 001-07434).
U.S. Form of Employee Restricted Stock Award Agreement under the 2004 Aflac Incorporated Long-Term Incentive Plan,
as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.17
(File No. 001-07434).
Japan Form of Employee Restricted Stock Award Agreement under the 2004 Aflac Incorporated Long-Term Incentive
Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit
10.18 (File No. 001-07434).
Notice of time based restricted stock award under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended
and restated March 14, 2012 – incorporated by reference from Form 10-Q for June 30, 2013, Exhibit 10.22 (File No. 001-
07434).
Notice of performance based restricted stock award under the 2004 Aflac Incorporated Long-Term Incentive Plan, as
amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.20
(File No. 001-07434).
U.S. Form of Employee Stock Option Agreement (Non-Qualifying Stock Option) under the 2004 Aflac Incorporated Long-
Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March
31, 2016, Exhibit 10.21 (File No. 001-07434).
Japan Form of Employee Stock Option Agreement (Non-Qualifying Stock Option) under the 2004 Aflac Incorporated
Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for
March 31, 2016, Exhibit 10.22 (File No. 001-07434).
U.S. Form of Employee Stock Option Agreement (Incentive Stock Option) under the 2004 Aflac Incorporated Long-Term
Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31,
2016, Exhibit 10.23 (File No. 001-07434).
U.S. Notice of grant of stock options under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and
restated March 14, 2012 – incorporated by reference from Form 10-Q for June 30, 2013, Exhibit 10.28 (File No. 001-
07434).
Japan Notice of grant of stock options under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and
restated March 14, 2012 – incorporated by reference from Form 10-Q for June 30, 2013, Exhibit 10.29 (File No. 001-
07434).
Japan Form of Restricted Stock Unit Agreement under the 2004 Aflac Incorporated Long-Term Incentive Plan, as
amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.26
(File No. 001-07434).
Aflac Incorporated Retirement Plan for Directors Emeritus, as amended and restated, dated February 9, 2010 –
incorporated by reference from 2009 Form 10-K, Exhibit 10.26 (File No. 001-07434).
Amendment to Aflac Incorporated Retirement Plan for Directors Emeritus, as amended and restated, dated August 10,
2010 – incorporated by reference from Form 10-Q for September 30, 2010, Exhibit 10.27 (File No. 001-07434).
Aflac Incorporated Employment Agreement with Daniel P. Amos, as amended and restated, dated August 20, 2015 –
incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.29 (File No. 001-07434).
Aflac Incorporated Employment Agreement with Kriss Cloninger III, as amended and restated, dated August 20, 2015 –
incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.30 (File No. 001-07434).
Aflac Employment Agreement with Paul S. Amos II, as amended and restated, dated August 19, 2015 – incorporated by
reference from Form 10-Q for September 30, 2015, Exhibit 10.31 (File No. 001-07434).
Aflac Employment Agreement with Eric M. Kirsch, as amended and restated, dated December 1, 2015 – incorporated by
reference from Form 8-K dated December 1, 2015, Exhibit 10.1 (File No. 001-07434).
Aflac Incorporated Employment Agreement with Frederick J. Crawford, effective June 30, 2015 – incorporated by
reference from Form 8-K dated June 24, 2015, Exhibit 10.1 (File No. 001-07434).
- Statement regarding the computation of per-share earnings for the Registrant.
- Statement regarding the computation of ratio of earnings to fixed charges for the Registrant.
- Subsidiaries.
-
Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement No. 333-
158969 with respect to the Aflac Incorporated 401(k) Savings and Profit Sharing Plan.
169
-
-
-
-
-
-
-
-
-
Consent of independent registered public accounting firm KPMG LLP, to Form S-8 Registration Statement No. 333-27883
with respect to the Aflac Incorporated 1997 Stock Option Plan.
Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement Nos. 333-
135327, 333-161269, and 333-202781 with respect to the Aflac Incorporated Executive Deferred Compensation Plan.
Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement No. 333-
200570 with respect to the Aflac Incorporated Market Director Deferred Compensation Plan.
Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement No. 333-
115105 with respect to the 2004 Aflac Incorporated Long-Term Incentive Plan.
Consent of independent registered public accounting firm, KPMG LLP, to Form S-3 Registration Statement No. 333-
197984 with respect to the AFL Stock Plan.
Consent of independent registered public accounting firm, KPMG LLP, to Form S-3 Registration Statement No. 333-
203839 with respect to the Aflac Incorporated shelf registration statement.
Certification of CEO dated February 24, 2017, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
Act of 1934.
Certification of CFO dated February 24, 2017, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange
Act of 1934.
Certification of CEO and CFO dated February 24, 2017, pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
- XBRL Instance Document. (2)
- XBRL Taxonomy Extension Schema.
- XBRL Taxonomy Extension Calculation Linkbase.
- XBRL Taxonomy Extension Definition Linkbase.
- XBRL Taxonomy Extension Label Linkbase.
- XBRL Taxonomy Extension Presentation Linkbase.
31.1
31.2
32
101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE
(1) Copies of any exhibit are available upon request by calling our Investor Relations Department at 800.235.2667 - option 3
(2)
Includes the following materials contained in this Annual Report on Form 10-K for the year ended December 31, 2016, formatted in XBRL (eXtensible
Business Reporting Language): (i) Consolidated Statements of Earnings, (ii) Consolidated Statements of Comprehensive Income (Loss), (iii)
Consolidated Balance Sheets, (iv) Consolidated Statements of Shareholders' Equity, (v) Consolidated Statements of Cash Flows, (vi) Notes to
Consolidated Financial Statements, (vii) Financial Statement Schedules.
* Management contract or compensatory plan or arrangement required to be filed as an exhibit pursuant to Item 15(b) of this report.
170
(c) FINANCIAL STATEMENT SCHEDULES
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
Aflac Incorporated:
Under date of February 24, 2017 , we reported on the consolidated balance sheets of Aflac Incorporated and subsidiaries (the Company) as of
December 31, 2016 and 2015 , and the related consolidated statements of earnings, comprehensive income (loss), shareholders' equity, and cash
flows for each of the years in the three-year period ended December 31, 2016 , which are included herein. In connection with our audits of the
aforementioned consolidated financial statements, we also audited the related consolidated financial statement schedules as listed in Item 15.
These financial statement schedules are the responsibility of the Company's management. Our responsibility is to express an opinion on these
financial statement schedules based on our audits.
In our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole,
present fairly, in all material respects, the information set forth therein.
/s/ KPMG LLP
Atlanta, Georgia
February 24, 2017
171
SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Aflac Incorporated (Parent Only)
Condensed Statements of Earnings
(In millions)
Revenues:
Dividends from subsidiaries (1)
Management and service fees from subsidiaries (1)
Net investment income
Interest from subsidiaries (1)
Realized investment gains (losses)
Change in fair value of the cross-currency interest rate swaps
Other income (loss)
Total revenues
Operating expenses:
Interest expense
Other operating expenses
Total operating expenses
Years ended December 31,
2016
2015
2014
$ 2,020
$ 2,393
$ 1,483
265
18
5
84
(159)
0
2,233
213
277 (2)
490
260
22
6
86
(53)
0
272
13
6
45
314
(11)
2,714
2,122
231
321 (2)
552
243
88
331
Earnings before income taxes and equity in undistributed earnings of
subsidiaries
1,743
2,162
1,791
Income tax expense (benefit):
Current
Deferred
Total income taxes
Earnings before equity in undistributed earnings of subsidiaries
Equity in undistributed earnings of subsidiaries (1)
Net earnings
3
(105)
(102)
1,845
814
2
(82)
(80)
2,242
291
1
120
121
1,670
1,281
$ 2,659
$ 2,533
$ 2,951
(1) Eliminated in consolidation
(2) Includes expense of $137 in 2016 and $230 in 2015 for the payments associated with the early extinguishment of debt
See the accompanying Notes to Condensed Financial Statements.
See the accompanying Report of Independent Registered Public Accounting Firm.
172
SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Aflac Incorporated (Parent Only)
Condensed Statements of Comprehensive Income (Loss)
(In millions)
Net earnings
Other comprehensive income (loss) before income taxes:
Foreign currency translation adjustments:
Unrealized foreign currency translation gains (losses)
during period - parent only
Equity in unrealized foreign currency translation gains (losses) of
subsidiaries during period
Unrealized gains (losses) on investment securities:
Unrealized holding gains (losses) on investment securities
during period - parent only
Equity in unrealized holding gains (losses) on investment securities
held by subsidiaries during period
Equity in reclassification adjustment for realized (gains) losses of
subsidiaries included in net earnings
Unrealized gains (losses) on derivatives during period
Pension liability adjustment during period
Total other comprehensive income (loss) before
income taxes
Income tax expense (benefit) related to items of other comprehensive
income (loss)
Other comprehensive income (loss), net of income taxes
Total comprehensive income (loss)
See the accompanying Notes to Condensed Financial Statements.
See the accompanying Report of Independent Registered Public Accounting Firm.
173
Years ended December 31,
2016
2015
2014
$ 2,659
$ 2,533
$ 2,951
0
3
39
283
357
(1,494)
2
(8)
9
2,850
(2,526)
5,938
(53)
3
(45)
(61)
0
(20)
(54)
(17)
(76)
3,040
(2,255)
4,345
1,035
2,005
(901)
(1,354)
1,803
2,542
$ 4,664
$ 1,179
$ 5,493
SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Aflac Incorporated (Parent Only)
Condensed Balance Sheets
(In millions, except for share and per-share amounts)
Assets:
Investments and cash:
Fixed maturity securities available for sale, at fair value
(amortized cost $483 in 2016 and $481 in 2015)
Investments in subsidiaries (1)
Other investments
Cash and cash equivalents
Total investments and cash
Due from subsidiaries (1)
Income taxes receivable
Other assets
Total assets
Liabilities and shareholders' equity:
Liabilities:
Income taxes
Employee benefit plans
Notes payable
Other liabilities
Total liabilities
Shareholders' equity:
Common stock of $.10 par value. In thousands: authorized 1,900,000 shares in
2016 and 2015; issued 671,249 shares in 2016 and 669,723 shares in 2015
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income (loss):
Unrealized foreign currency translation gains
Unrealized gains (losses) on investment securities
Unrealized gains (losses) on derivatives
Pension liability adjustment
Treasury stock, at average cost
Total shareholders' equity
December 31,
2016
2015
$
496
$
493
23,353
3
2,037
25,889
75
103
497
20,500
9
1,721
22,723
113
0
542
$ 26,564
$ 23,378
$
0
293
5,339
450
6,082
$
8
274
4,968
420
5,670
67
1,976
25,981
(1,983)
4,805
(24)
(168)
(10,172)
20,482
67
1,828
24,007
(2,196)
2,986
(26)
(139)
(8,819)
17,708
Total liabilities and shareholders' equity
$ 26,564
$ 23,378
(1) Eliminated in consolidation
Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
See the accompanying Notes to Condensed Financial Statements.
See the accompanying Report of Independent Registered Public Accounting Firm.
174
SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Aflac Incorporated (Parent Only)
Condensed Statements of Cash Flows
Net cash provided (used) by operating activities
2,139
2,397
(In millions)
Cash flows from operating activities:
Net earnings
Adjustments to reconcile net earnings to net cash provided from
operating activities:
Equity in undistributed earnings of subsidiaries (1)
Change in income tax liabilities
Other, net
Cash flows from investing activities:
Fixed maturity securities sold
Fixed maturity securities purchased
Other investments sold (purchased)
Settlement of derivatives
Additional capitalization of subsidiaries (1)
Other, net
Net cash provided (used) by investing activities
Cash flows from financing activities:
Purchases of treasury stock
Proceeds from borrowings
Principal payments under debt obligations
Dividends paid to shareholders
Treasury stock reissued
Proceeds from exercise of stock options
Net change in amount due to/from subsidiaries (1)
Other, net
Net cash provided (used) by financing activities
Net change in cash and cash equivalents
Cash and cash equivalents, beginning of period
Cash and cash equivalents, end of period
Years ended December 31,
2016
2015
2014
$ 2,659
$ 2,533
$ 2,951
(814)
(112)
406 (2)
(291)
6
149 (2)
225
(229)
6
0
(36)
(25)
(59)
(1,422)
986
(621)
(658)
46
36
(6)
121
(202)
14
147
(43)
0
37
(1,315)
998
(1,272)
(656)
36
47
43
(125) (2)
(232) (2)
(1,764)
316
1,721
(2,351)
83
1,638
(1,281)
115
(72)
1,713
38
(105)
291
(1)
0
0
223
(1,210)
750
(335)
(654)
33
23
14
0
(1,379)
557
1,081
(1) Eliminated in consolidation
(2) Operating activities excludes and financing activities includes a cash outflow of $137 in 2016 and $230 in 2015 for the payments associated with the early
extinguishment of debt
See the accompanying Notes to Condensed Financial Statements.
See the accompanying Report of Independent Registered Public Accounting Firm.
175
$ 2,037
$ 1,721
$ 1,638
SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Aflac Incorporated (Parent Only)
Notes to Condensed Financial Statements
The accompanying condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto
of Aflac Incorporated and Subsidiaries included in Part II, Item 8 of this report.
(A) Notes Payable
A summary of notes payable as of December 31 follows:
(In millions)
2.65% senior notes due February 2017
2.40% senior notes due March 2020
4.00% senior notes due February 2022
3.625% senior notes due June 2023
3.625% senior notes due November 2024
3.25% senior notes due March 2025
2.875% senior notes due October 2026
6.90% senior notes due December 2039
6.45% senior notes due August 2040
4.00% senior notes due October 2046
5.50% subordinated debentures due September 2052
Yen-denominated Uridashi notes:
2.26% notes paid September 2016 (principal amount 10 billion yen)
Yen-denominated Samurai notes:
1.84% notes paid July 2016 (principal amount 15.8 billion yen)
Yen-denominated loans:
Variable interest rate loan due September 2021 (.31% in 2016, principal amount 5.0
billion yen)
Variable interest rate loan due September 2023 (.46% in 2016, principal amount 25.0
billion yen)
$
2016
2015
649
547
348
696
745
445
298
220
254
394
486
0
0
43
214
$
651
546
348
696
744
445
0
393
445
0
486
83
131
0
0
Total notes payable
$ 5,339
$ 4,968
Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2016 related to debt issuance costs.
Amounts in the table above are reported net of debt issuance costs and issuance premiums or discounts, if applicable, that are being amortized over the life of
the notes.
During 2009 , Aflac Japan bought on the open market 2.0 billion yen of yen-denominated Uridashi notes issued by the Parent Company. These
notes were redeemed in September 2016. In consolidation, those notes were extinguished; however, they remained an outstanding liability for the
Parent Company until their maturity date.
The aggregate contractual maturities of notes payable during each of the years after December 31, 2016 , are as follows:
(In millions)
2017
2018
2019
2020
2021
Thereafter
Total
$
650
0
0
550
43
4,145
$ 5,388
176
For further information regarding notes payable, see Note 9 of the Notes to the Consolidated Financial Statements.
(B) Derivatives
At December 31, 2016 , the Parent Company's outstanding freestanding derivative contracts were swaps associated with our notes payable,
consisting of cross-currency interest rate swaps, also referred to as foreign currency swaps, associated with our senior notes due in February 2017,
March 2020, February 2022, June 2023, November 2024 and March 2025, and subordinated debentures due in September 2052. We do not use
derivative financial instruments for trading purposes, nor do we engage in leveraged derivative transactions. For further information regarding these
derivatives, see Notes 1, 4 and 9 of the Notes to the Consolidated Financial Statements.
(C) Income Taxes
The Parent Company and its eligible U.S. subsidiaries file a consolidated U.S. federal income tax return. Income tax liabilities or benefits are
recorded by each principal subsidiary based upon separate return calculations, and any difference between the consolidated provision and the
aggregate amounts recorded by the subsidiaries is reflected in the Parent Company financial statements. For further information on income taxes,
see Note 10 of the Notes to the Consolidated Financial Statements.
(D) Dividend Restrictions
See Note 13 of the Notes to the Consolidated Financial Statements for information regarding dividend restrictions.
(E) Supplemental Disclosures of Cash Flow Information
(In millions)
Interest paid
Noncash financing activities:
2016
2015
2014
$
209
$
235
$
241
Treasury stock issued for shareholder dividend reinvestment
26
26
26
177
SCHEDULE III
SUPPLEMENTARY INSURANCE INFORMATION
Aflac Incorporated and Subsidiaries
Years ended December 31,
(In millions)
2016:
Aflac Japan
Aflac U.S.
All other
Intercompany eliminations
Total
2015:
Aflac Japan
Aflac U.S.
All other
Intercompany eliminations
Deferred Policy
Acquisition
Costs
Future Policy
Benefits & Unpaid
Policy Claims
Unearned
Premiums
Other
Policyholders'
Funds
$
$
$
5,765
3,228
0
0
8,993
5,370
3,141
0
0
$
$
$
70,684
10,094
91
(718)
80,151
64,437
9,696
43
(687)
$
6,798
$
6,659
$
$
118
0
0
6,916
7,739
118
0
0
$
$
0
0
0
6,659
6,285
0
0
0
Total
$
8,511
$
73,489
$
7,857
$
6,285
Segment amounts may not agree in total to the corresponding consolidated amounts due to rounding.
Years Ended December 31,
Net
Premium
Revenue
Net
Investment
Income
Benefits and
Claims, net
Amortization of
Deferred Policy
Acquisition Costs
Other
Operating
Expenses
Premiums
Written
(In millions)
2016:
Aflac Japan
$
13,537 $
2,554
$
Aflac U.S.
All other
Total
2015:
Aflac Japan
Aflac U.S.
All other
Total
2014:
Aflac Japan
Aflac U.S.
All other
Total
5,454
234
703
21
9,828
2,869
222
$
$
$
$
19,225 $
3,278
$
12,919
12,046 $
2,436
$
5,347
177
678
21
8,705
2,873
168
17,570 $
3,135
$
11,746
13,861 $
2,662
$
10,084
5,211
0
645
12
2,853
0
$
19,072 $
3,319
$
12,937
$
$
$
$
$
$
644
497
0
$
2,326 $
1,593
513
12,762
5,452
0
1,141
$
4,432 $
18,214
578
488
0
$
2,055 $
1,570
573
11,740
5,343
0
1,066
$
4,198 $
17,083
649
459
0
$
2,364 $
1,474
354
13,352
5,198
0
1,108
$
4,192 $
18,550
Segment amounts may not agree in total to the corresponding consolidated amounts due to rounding.
See the accompanying Report of Independent Registered Public Accounting Firm.
178
SCHEDULE IV
REINSURANCE
Aflac Incorporated and Subsidiaries
Years Ended December 31,
Gross
Amount
Ceded to
Other
Companies
Assumed
from Other
companies
Net
Amount
Percentage
of Amount
Assumed
to Net
151,093
$
3,741
$
0
$
147,352
0%
14,839
$
595
$
241
$
14,485
4,753
13
0
4,740
19,592
$
608
$
241
$
19,225
1%
0
1%
146,610
$
3,547
$
0
$
143,063
0%
13,604
$
509
$
186
$
13,281
4,300
11
0
4,289
17,904
$
520
$
186
$
17,570
1%
0
1%
144,374
$
3,298
$
0
$
141,076
0%
14,648
$
339
$
10
$
14,319
4,764
11
0
4,753
19,412
$
350
$
10
$
19,072
0%
0
0%
$
$
$
$
$
$
$
$
$
(In millions)
2016:
Life insurance in force
Premiums:
Health insurance
Life insurance
Total earned premiums
2015:
Life insurance in force
Premiums:
Health insurance
Life insurance
Total earned premiums
2014:
Life insurance in force
Premiums:
Health insurance
Life insurance
Total earned premiums
Premiums by type may not agree in total to the corresponding consolidated amounts due to rounding.
See the accompanying Report of Independent Registered Public Accounting Firm.
179
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
SIGNATURES
Aflac Incorporated
By:
/s/ Daniel P. Amos
(Daniel P. Amos)
Chief Executive Officer,
Chairman of the Board of Directors
February 24, 2017
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
/s/ Daniel P. Amos
(Daniel P. Amos)
/s/ Frederick J. Crawford
(Frederick J. Crawford)
/s/ June Howard
(June Howard)
Chief Executive Officer,
Chairman of the Board of Directors
Executive Vice President,
Chief Financial Officer
February 24, 2017
February 24, 2017
Senior Vice President, Financial Services;
February 24, 2017
Chief Accounting Officer
180
/s/ Paul S. Amos II
(Paul S. Amos II)
/s/ W. Paul Bowers
(W. Paul Bowers)
/s/ Kriss Cloninger III
(Kriss Cloninger III)
/s/ Toshihiko Fukuzawa
(Toshihiko Fukuzawa)
/s/ Elizabeth J. Hudson
(Elizabeth J. Hudson)
/s/ Douglas W. Johnson
(Douglas W. Johnson)
/s/ Robert B. Johnson
(Robert B. Johnson)
/s/ Thomas J. Kenny
(Thomas J. Kenny)
/s/ Charles B. Knapp
(Charles B. Knapp)
/s/ Karole F. Lloyd
(Karole F. Lloyd)
/s/ Joseph L. Moskowitz
(Joseph L. Moskowitz)
/s/ Barbara K. Rimer
(Barbara K. Rimer)
/s/ Melvin T. Stith
(Melvin T. Stith)
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
181
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
February 24, 2017
Aflac Incorporated 2016 Form 10-K
EXHIBIT 11
Aflac Incorporated and Subsidiaries
Computation of Earnings Per Share
Numerator (In millions):
Basic and diluted: net earnings applicable to common stock
$
2,659 $
2,533 $
2,951 $
3,158 $
2,866
2016
2015
2014
2013
2012
Denominator (In thousands):
Weighted-average outstanding shares used in the
computation of earnings per share - basic
Dilutive effect of share-based awards
Weighted-average outstanding shares used in the
computation of earnings per share - diluted
Earnings per share:
Basic
Diluted
411,471
430,654
451,204
464,502
466,868
2,450
2,518
2,796
2,906
2,419
413,921
433,172
454,000
467,408
469,287
$
6.46 $
5.88 $
6.54 $
6.80 $
6.42
5.85
6.50
6.76
6.14
6.11
Aflac Incorporated 2016 Form 10-K
EXHIBIT 12
Aflac Incorporated and Subsidiaries
Ratio of Earnings to Fixed Charges
(In thousands)
Fixed charges:
Interest expense (1)
Interest on investment-type contracts
Rental expense deemed interest
Total fixed charges
Earnings before income tax (1)
Add back:
Total fixed charges
2016
2015
2014
2013
2012
$
$
$
268,342 $
289,070 $
317,428 $
292,637 $
261,405
71,538
521
56,721
531
57,363
629
54,839
693
57,679
892
340,401 $
346,322 $
375,420 $
348,169 $
319,976
4,067,522 $
3,862,313 $
4,490,604 $
4,815,619 $
4,302,108
340,401
346,322
375,420
348,169
319,976
Total earnings before income tax and fixed charges $
4,407,923 $
4,208,635 $
4,866,024 $
5,163,788 $
4,622,084
Ratio of earnings to fixed charges
12.9x
12.2x
13.0x
14.8x
14.4x
(1) Excludes interest expense on income tax liabilities
Aflac Incorporated 2016 Form 10-K
EXHIBIT 21
Aflac Incorporated
SUBSIDIARIES
The following list sets forth the subsidiaries of Aflac Incorporated:
Company
American Family Life Assurance Company of Columbus (Aflac)
American Family Life Assurance Company of New York (1)
Octagon Delaware Trust (1)
Apollo AF Loan Trust (1)
Global Investment Fund I (1)
Aflac International, Inc.
Aflac Insurance Services Co., Ltd. (2)
Aflac Payment Services Co., Ltd. (2)
Aflac Heartful Services Co., Ltd. (3)
Aflac Information Technology, Inc.
Nebraska Life Assurance Company
Aflac Corporate Ventures LLC
Aflac Ventures LLC (4)
Aflac Benefits Advisors, Inc.
Empoweredbenefits, LLC (5)
Communicorp, Inc.
Continental American Insurance Company
Continental American Group, LLC (6)
Aflac Holdings, LLC
(1) Subsidiary of Aflac
(2) Subsidiary of Aflac International, Inc.
(3) 70% owned by Aflac International, Inc.
10% owned by American Family Life Assurance Company of Columbus
10% owned by Aflac Insurance Services Co., Ltd., and
10% owned by Aflac Payment Services Co., Ltd.
(4) Subsidiary of Aflac Corporate Ventures LLC
(5) Subsidiary of Aflac Benefit Advisors, Inc.
(6) Subsidiary of Continental American Insurance Company
Jurisdiction
Nebraska
New York
Delaware
Delaware
Delaware
Georgia
Japan
Japan
Japan
Georgia
Nebraska
Delaware
Delaware
Georgia
North Carolina
Georgia
South Carolina
Georgia
Nebraska
Aflac Incorporated 2016 Form 10-K
EXHIBIT 23
The Board of Directors
Aflac Incorporated:
Consent of Independent Registered Public Accounting Firm
We consent to incorporation by reference in registration statement Nos. 333-203839 and 333-197984 on Form S-3, and Nos. 333-161269, 333-
202781, 333-135327, 333-158969, 333-27883, 333-200570, and 333-115105 on Form S-8 of Aflac Incorporated of our reports dated February 24,
2017 , with respect to the consolidated balance sheets of Aflac Incorporated and subsidiaries (the Company) as of December 31, 2016 and 2015 ,
and the related consolidated statements of earnings, comprehensive income (loss), shareholders’ equity, and cash flows for each of the years in the
three-year period ended December 31, 2016 , and all related financial statement schedules, and the effectiveness of internal control over financial
reporting as of December 31, 2016 , which reports appear in the December 31, 2016 annual report on Form 10-K of Aflac Incorporated.
/s/ KPMG LLP
Atlanta, Georgia
February 24, 2017
Aflac Incorporated 2016 Form 10-K
EXHIBIT 31.1
I, Daniel P. Amos, certify that:
Certification of Chief Executive Officer
1.
2.
3.
4.
I have reviewed this annual report on Form 10-K of Aflac Incorporated;
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period
covered by this report;
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f)
and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to
us by others within those entities, particularly during the period in which this report is being prepared;
b)
c)
d)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles;
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such
evaluation; and
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting,
to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)
b)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal control over financial reporting.
Date:
February 24, 2017
/s/ Daniel P. Amos
Daniel P. Amos
Chairman and Chief Executive Officer
Aflac Incorporated 2016 Form 10-K
EXHIBIT 31.2
I, Frederick J. Crawford, certify that:
Certification of Chief Financial Officer
1.
I have reviewed this annual report on Form 10-K of Aflac Incorporated;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered
by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) for the registrant and have:
a)
b)
c)
d)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to
us by others within those entities, particularly during the period in which this report is being prepared;
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles;
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such
evaluation; and
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to
the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)
b)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal control over financial reporting.
Date:
February 23, 2017
/s/ Frederick J. Crawford
Frederick J. Crawford
Executive Vice President, Chief Financial Officer
Aflac Incorporated 2016 Form 10-K
EXHIBIT 32
Certification of CEO and CFO Pursuant to
18 U.S.C. Section 1350,
as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
In connection with the Annual Report on Form 10-K of Aflac Incorporated (the “Company”) for the annual period ended December 31, 2016 , as
filed with the Securities and Exchange Commission on the date hereof (the “Report”), Daniel P. Amos, as Chief Executive Officer of the Company,
and Frederick J. Crawford, as Chief Financial Officer of the Company, each hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the
Company.
/s/ Daniel P. Amos
Name:
Title:
Date:
Daniel P. Amos
Chief Executive Officer
February 24, 2017
/s/ Frederick J. Crawford
Name:
Title:
Date:
Frederick J. Crawford
Chief Financial Officer
February 24, 2017