2018
Annual Report
To Our Shareholders:
RGA delivered another solid year in 2018, highlighted by organic growth in traditional businesses, a
high level of capital deployment into in-force transactions, and earnings contributions from throughout
our globally diversified operations. 2018 was also a year in which RGA solidified strong positions in our
different markets and continued to help lead innovation efforts throughout the industry.
Annual net premiums increased 7% in 2018 to exceed $10 billion for the first time, extending our
organic growth of recent years and boosting total revenues to $12.9 billion. Net income in 2018 totaled
$716 million, or $11.00 per diluted share, compared to $1.8 billion, or $27.71 per diluted share, in 2017.
The prior year included the effects of the reduced corporate tax rate from the enactment of the U.S. Tax
Cuts and Jobs Act of 2017, which was recognized as a one-time increase in net income of $1.0 billion,
or $15.72 per diluted share. In 2018, positive bottom-line results from operations in Europe, Middle East
and Africa (“EMEA”) and Asia Pacific helped offset underperformance in other segments to produce
solid overall earnings, demonstrating the benefits of our globally diversified platform.
Traditional U.S. and Latin America operations generated $5.5 billion in net premiums in 2018, up 3%
from 2017. Pre-tax income totaled $286 million, as higher claims experience resulted in a challenging
year overall. Unfavorable claims were largely attributable to the impact of a harsh winter and flu season
on individual mortality business as well as underperformance in group healthcare excess of loss and
disability business, which is in the process of being remediated.
RGA remained an individual life reinsurance market leader in Canada and surpassed $1 billion in
premiums in our traditional lines for the first time, an increase of 14% coming both from organic
business and business acquired through in-force transactions. Pre-tax income was $112 million in the
Canadian traditional segment, influenced by somewhat adverse claims experience. With new capital
requirements for insurance and reinsurance companies taking effect January 1, 2018, RGA experts
from throughout the enterprise collaborated to help clients adapt to the new regulations with innovative
solutions.
Net premiums for our EMEA traditional segment increased 9% to reach $1.4 billion, producing $55 million
in pre-tax income. The EMEA team continued to innovate and deliver new solutions to help our clients
succeed. RGA served clients as a trusted partner and advisor amid far-reaching regulatory changes
affecting capital, reserves, accounting standards, and data privacy.
I
Our Asia Pacific operations built on recent years of growth with another strong year in 2018, generating
pre-tax income of $178 million in the region’s traditional business. Net premiums of $2.3 billion in
traditional lines, a year-over-year increase of 12%, reflected growth in both new and existing treaties,
with demographic trends continuing to drive consumer demand. As an established leader in innovative
product development, RGA is leveraging this expertise in our traditional lines with our growing capabilities
in financial solutions in the region to create more comprehensive reinsurance solutions.
Our Australia operations experienced elevated claims, primarily in our group business. We continue to
focus on improving performance of the Australian portfolio in a difficult market and are taking a selective
approach to new business opportunities. With established operations and a seasoned management
team, RGA remains well-positioned in the Australian market.
Global Financial Solutions (“GFS”) completed another successful year, with pre-tax income totaling $450
million. In-force transactions executed in 2018 were broad-based, spanning all regions and covering all
GFS business lines, including capital-motivated, asset-intensive, and longevity transactions. Globally,
ongoing regulatory changes continue to generate demand for reinsurance solutions to free up our clients’
capital from large blocks of business. Amid an increasingly competitive environment – including new
market entrants such as asset accumulators and private equity firms – RGA remains a financial solutions
partner of choice. Our counterparty strength, proven ability to execute, and willingness to take on both
biometric and investment risk have solidified RGA’s position as an industry leader.
A strong capital position allowed us to deploy approximately $440 million toward in-force transactions in
2018, our second most active year since 2012. RGA also repurchased $284 million of common shares
during the year. Our balance sheet remains strong, with approximately $1.0 billion in excess capital.
RGAX continued to gain traction and build momentum in 2018. In partnership with insurance carriers and
insurtech entrepreneurs, RGAX is building businesses across the insurance value chain in the areas of
data and analytics, digital distribution, consumer engagement, and technology-enabled insurance
services.
As RGA moves forward, I continue to be optimistic about the future of our business and confident in our
ability to deliver results. RGA’s diversified global operations are well-positioned in all of our markets and
across all of our business lines. For clients facing fundamental changes due to demographic shifts,
II
evolving consumer needs, changing regulations, and economic uncertainty, this platform enables RGA
to serve as a trusted partner and long-term value creator.
RGA is a mission-driven enterprise. We believe in the noble role that insurance plays in providing financial
security against unforeseen events, and we embrace our responsibility as an industry leader and global
corporate citizen in bolstering the industry’s resilience and sustainability. Our commitment to social
responsibility starts with our people, and the culture of diversity, inclusion, and respect we foster
throughout the organization. This culture extends outward to inform and inspire our important work as a
global reinsurer, our ongoing commitment to societal progress, and our employees’ generous
contributions to the many communities we serve. We were honored that Forbes magazine recognized
RGA’s efforts in these areas by naming us among the “World’s Best Employers” and “Best Regarded
Companies” in 2018.
I would like to thank RGA employees, clients, shareholders, and partners for their vital role in making
2018 a successful year. As we continue to grow this remarkable company, our people remain RGA’s
greatest asset. I look forward to what we will accomplish together in the years ahead.
Anna Manning
President and Chief Executive Officer
III
This 2018 Annual Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act
of 1995 including, among others, statements relating to projections of the strategies, earnings, revenues, income or loss, ratios,
future financial performance, and growth potential of RGA (which we refer to in the previous paragraphs as “we,” “us,” or “our”).
The words “intend,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “should,” "believe,” and other similar expressions also
are intended to identify forward-looking statements. Forward-looking statements are inherently subject to risks and uncertainties,
some of which cannot be predicted or quantified. Future events and actual results, performance, and achievements could differ
materially from those set forth in, contemplated by, or underlying the forward-looking statements. See “Item 7 - Management’s
Discussion and Analysis of Financial Condition and Results of Operations – Cautionary Note Regarding Forward-Looking
Statements” of RGA’s Annual Report on Form 10-K, included herein.
IV
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K
Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended
December 31, 2018
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Commission file number 1-11848
REINSURANCE GROUP OF AMERICA, INCORPORATED
(Exact name of registrant as specified in its charter)
Missouri
(State or other jurisdiction
of incorporation or organization)
16600 Swingley Ridge Road, Chesterfield, Missouri
(Address of principal executive offices)
43-1627032
(I.R.S. Employer
Identification No.)
63017
(Zip Code)
Registrant’s telephone number, including area code: (636) 736-7000
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, par value $0.01
Name of each exchange on which registered
New York Stock Exchange
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Securities registered pursuant to Section 12(g) of the Act: None
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
No
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. Yes
No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit such files). Yes
No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller
reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller
reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
Emerging growth company
Accelerated filer
Non-accelerated filer
Smaller reporting company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company. Yes
No
The aggregate market value of the stock held by non-affiliates of the registrant, based upon the closing sale price of the common
stock on June 30, 2018, as reported on the New York Stock Exchange was approximately $8.5 billion.
As of January 31, 2019, 62,839,877 shares of the registrant’s common stock were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Part III of this Form 10-K incorporates by reference certain information from the Registrant’s Definitive Proxy Statement for
the Annual Meeting of Shareholders (“the Proxy Statement”) to be held May 22, 2019, to be filed by the Registrant with the
Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the year ended December 31,
2018.
2
Item
1
1A
1B
2
3
4
5
6
7
7A
8
9
9A
9B
10
11
12
13
14
15
16
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
TABLE OF CONTENTS
Business
Risk Factors
Unresolved Staff Comments
Properties
Legal Proceedings
Mine Safety Disclosures
PART I
PART II
Market for Registrant’s Common Equity, Related Stockholders Matters, and Issuer Purchases of
Equity Securities
Selected Financial Data
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures about Market Risk
Financial Statements and Supplementary Data
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Controls and Procedures
Other Information
PART III
Directors, Executive Officers, and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
Certain Relationships and Related Transactions, and Director Independence
Principal Accountant Fees and Services
Exhibits and Financial Statement Schedules
Form 10-K Summary
PART IV
3
Page
4
18
33
33
33
33
34
36
37
84
85
160
160
162
162
164
164
164
164
165
165
Item 1. BUSINESS
A.
Overview
Reinsurance Group of America, Incorporated (“RGA”) is an insurance holding company that was formed on December
31, 1992. The consolidated financial statements herein include the assets, liabilities, and results of operations of RGA and its
subsidiaries, all of which are wholly owned (collectively, the “Company”).
The Company is a leading global provider of traditional life and health reinsurance and financial solutions with operations
in the U.S., Latin America, Canada, Europe, the Middle East, Africa, Asia and Australia. Reinsurance is an arrangement under
which an insurance company, the “reinsurer,” agrees to indemnify another insurance company, the “ceding company,” for all or
a portion of the insurance and/or investment risks underwritten by the ceding company. Reinsurance is designed to (i) reduce the
net amount at risk on individual risks, thereby enabling the ceding company to increase the volume of business it can underwrite,
as well as increase the maximum risk it can underwrite on a single risk; (ii) enhance the ceding company’s financial strength and
surplus position; (iii) stabilize operating results by leveling fluctuations in the ceding company’s loss experience; and (iv) assist
the ceding company in meeting applicable regulatory requirements.
The Company has geographic-based and business-based operational segments: U.S. and Latin America; Canada; Europe,
Middle East and Africa; Asia Pacific; and Corporate and Other. Geographic-based operations are further segmented into traditional
and financial solutions businesses. The Company’s segments primarily write reinsurance business that is wholly or partially retained
in one or more of RGA’s reinsurance subsidiaries. See “Segments” for more information concerning the Company’s operating
segments.
Traditional Reinsurance
Traditional reinsurance includes individual and group life and health, disability, and critical illness reinsurance. Life
reinsurance primarily refers to reinsurance of individual or group-issued term, whole life, universal life, and joint and last survivor
insurance policies. Health and disability reinsurance primarily refers to reinsurance of individual or group health policies. Critical
illness reinsurance provides a benefit in the event of the diagnosis of a pre-defined critical illness.
Traditional reinsurance is written on a facultative or automatic treaty basis. Facultative reinsurance is individually
underwritten by the reinsurer for each policy to be reinsured, with the pricing and other terms established based upon rates negotiated
in advance. Facultative reinsurance is normally purchased by ceding companies for medically impaired lives, unusual risks, or
liabilities in excess of the binding limits specified in their automatic reinsurance treaties.
An automatic reinsurance treaty provides that the ceding company will cede risks to a reinsurer on specified blocks of
policies where the underlying policies meet the ceding company’s underwriting criteria. In contrast to facultative reinsurance, the
reinsurer does not approve each individual policy being reinsured. Automatic reinsurance treaties generally provide that the
reinsurer will be liable for a portion of the risk associated with the specified policies written by the ceding company. Automatic
reinsurance treaties specify the ceding company’s binding limit, which is the maximum amount of risk on a given life that can be
ceded automatically to the reinsurer and that the reinsurer must accept. The binding limit may be stated either as a multiple of the
ceding company’s retention or as a stated dollar amount.
Facultative and automatic reinsurance may be written as yearly renewable term, coinsurance, modified coinsurance or
coinsurance with funds withheld. Under a yearly renewable term treaty, the reinsurer assumes primarily the mortality or morbidity
risk. Under a coinsurance arrangement, depending upon the terms of the contract, the reinsurer may share in the risk of loss due
to mortality or morbidity, lapses, and the investment risk, if any, inherent in the underlying policy. Modified coinsurance and
coinsurance with funds withheld differ from coinsurance in that the assets supporting the reserves are retained by the ceding
company.
Generally, the amount of life and health reinsurance ceded is stated on an excess or a quota share basis. Reinsurance on
an excess basis covers amounts in excess of an agreed-upon retention limit. Retention limits vary by ceding company and also
may vary by the age or underwriting classification of the insured, the product, and other factors. Under quota share reinsurance,
the ceding company states its retention in terms of a fixed percentage of the risk with the remainder to be ceded to one or more
reinsurers up to the maximum binding limit.
Many reinsurance agreements include recapture rights that permit the ceding company to reassume all or a portion of the
risk formerly ceded to the reinsurer after an agreed-upon period of time or in some cases due to deterioration in the financial
condition or ratings of the reinsurer. Recapture of business previously ceded does not affect premiums ceded prior to the recapture
of such business, but would reduce premiums in subsequent periods. The potential adverse effects of recapture rights are mitigated
by the following factors: (i) recapture rights vary by treaty and the risk of recapture is a factor that is considered when pricing a
reinsurance agreement; (ii) ceding companies generally may exercise their recapture rights only to the extent they have increased
their retention limits for the reinsured policies; (iii) ceding companies generally must recapture all of the policies eligible for
recapture under the agreement in a particular year if any are recaptured, which prevents a ceding company from recapturing only
4
the most profitable policies; and (iv) the ceding company is sometimes required to pay a fee to the reinsurer upon recapture. In
addition, when a ceding company recaptures reinsured policies, the reinsurer releases the reserves it maintained to support the
recaptured portion of the policies.
Financial Solutions
Financial solutions include longevity reinsurance, asset-intensive reinsurance, financial reinsurance and stable value
products.
Longevity Reinsurance
RGA’s longevity reinsurance products are reinsurance contracts from which the Company earns premium for assuming
the longevity risk of pension plans and other annuity products that have been insured by third parties. In many countries, companies
are increasingly interested in reducing their exposure to longevity risk related to employee retirement benefits. This concern comes
from both the absolute size of the risk and also through the volatility that changes in life expectancy can have on their reported
earnings. In addition, insurance companies that offer lifetime annuities are seeking ways to manage their current exposure, while
also recognizing the potential to take on more risk from employers and individuals.
The Company has entered into transactions on existing longevity business for clients in Europe and Canada. These have
been arrangements with traditional insurance companies, as well as customized arrangements for banks dealing with pension
schemes.
Asset-Intensive Reinsurance
Asset-intensive reinsurance refers to the full-risk coinsurance of annuities or reinsurance that has a significant investment
component. Asset-intensive reinsurance allows the Company’s clients to take advantage of growth opportunities that might
otherwise not be available due to restrictions on available capital or concerns about the size of the investment risk on their balance
sheets.
An ongoing partnership with clients is important with asset-intensive reinsurance because of the active management
involved in this type of reinsurance. This active management includes investment decisions, investment and claims management,
and the determination of non-guaranteed elements. Some examples of asset-intensive reinsurance are: fixed deferred annuities,
indexed annuities, unit-linked variable annuities, universal life corporate-owned life insurance and bank-owned life insurance,
unit-linked variable life, immediate/payout annuities, whole life, disabled life reserves, and extended term insurance.
Financial Reinsurance
Financial reinsurance primarily involves assisting ceding companies in meeting applicable regulatory requirements by
enhancing the ceding companies’ financial strength and regulatory surplus position. Financial reinsurance transactions do not
qualify as reinsurance under U.S. generally accepted accounting principles (“GAAP”), due to the low-risk nature of the transactions.
These transactions are reported in accordance with deposit accounting guidelines.
Stable Value Products
The Company provides guaranteed investment contracts to retirement plans that include investment-only, stable value
wrap products. The assets are owned by the trustees of such plans, who invest the assets under the terms of investment guidelines
to which the Company agrees. The contracts contain a guarantee of a minimum rate of return on participant balances supported
by the underlying assets, and a guarantee of liquidity to meet certain participant-initiated plan cash flow requirements.
B.
Corporate Structure
As a holding company, RGA is separate and distinct from its subsidiaries and has no significant business operations of
its own. Therefore, it relies on the dividends from its insurance companies and other subsidiaries as the principal source of cash
flow to meet its obligations, pay dividends and repurchase common stock. Information regarding the cash flow and liquidity needs
of RGA may be found in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations
- Liquidity and Capital Resources.
5
Regulation
The following table provides the jurisdiction of the regulatory authority for RGA’s primary operating and captive
subsidiaries:
Subsidiary
Regulatory Authority Jurisdiction
RGA Reinsurance Company (“RGA Reinsurance”)
Parkway Reinsurance Company (“Parkway Re”)
Rockwood Reinsurance Company (“Rockwood Re”)
Castlewood Reinsurance Company (“Castlewood Re”)
Chesterfield Reinsurance Company (“Chesterfield Re”)
Reinsurance Company of Missouri, Incorporated (“RCM”)
Missouri
Missouri
Missouri
Missouri
Missouri
Missouri
Timberlake Reinsurance Company II (“Timberlake Re”)
South Carolina
RGA Life Reinsurance Company of Canada (“RGA Canada”)
RGA Reinsurance Company (Barbados) Ltd. (“RGA Barbados”)
RGA Americas Reinsurance Company, Ltd. (“RGA Americas”)
Manor Reinsurance, Ltd. (“Manor Re”)
RGA Atlantic Reinsurance Company Ltd. (“RGA Atlantic”)
RGA Worldwide Reinsurance Company, Ltd. (“RGA Worldwide”)
RGA Global Reinsurance Company, Ltd. (“RGA Global”)
RGA Reinsurance Company of Australia Limited (“RGA Australia”)
RGA International Reinsurance Company dac (“RGA International”)
Canada
Barbados
Bermuda
Barbados
Barbados
Barbados
Bermuda
Australia
Ireland
RGA Reinsurance Company of South Africa, Limited (“RGA South Africa”)
South Africa
Aurora National Life Assurance Company (“Aurora National”)
California
Certain of the Company’s subsidiaries are subject to regulations in the other jurisdictions in which they are licensed
or authorized to do business. Insurance laws and regulations, among other things, establish minimum capital requirements and
limit the amount of dividends, distributions, and intercompany payments that affiliates can make without regulatory approval.
Additionally, insurance laws and regulations impose restrictions on the amounts and types of investments that insurance companies
may hold. New capital standards (discussed below) are being developed and are likely to be applied to one or more of the Company’s
subsidiaries to either require more capital and/or limit the extent to which some forms of existing capital may be counted in an
evaluation of financial strength by its regulators.
U.S. Regulation
Insurance Regulation
The insurance laws and regulations, as well as the level of supervisory authority that may be exercised by the various
state insurance departments, vary by jurisdiction. These laws and regulations generally grant broad powers to supervisory agencies
or regulators to examine and supervise insurance companies and insurance holding companies with respect to every significant
aspect of the conduct of the insurance business. This includes the power to pre-approve the execution or modification of contractual
arrangements. These laws and regulations generally require insurance companies to meet certain solvency standards and asset
tests, to maintain minimum standards of financial strength and to file certain reports with regulatory authorities (including
information concerning their capital structure, ownership and financial condition). These laws and regulations subject insurers
to potential assessments for amounts paid by guarantee funds. RGA Reinsurance, Chesterfield Re and RCM are subject to the
state of Missouri’s adoption of the National Association of Insurance Commissioners (“NAIC”) Model Audit Rule, which requires
an insurer to have an annual audit by an independent certified public accountant, provide an annual management report of internal
control over financial reporting, file the resulting reports with the Director of Insurance and maintain an audit committee. Aurora
National is subject to similar regulation by the State of California. Moreover, Insurance Holding Company System Regulatory
Acts in the U.S. permit the Missouri regulator to request and consider, in its regulation of the solvency of and capital standards
for RGA Reinsurance, Chesterfield Re and RCM and the California regulator to request and consider, in its regulation of the
solvency of and capital standards for Aurora National, information about the operations of other subsidiaries of RGA and the
extent to which there may be deemed to exist contagion risk posed by those operations. In addition, RGA is subject to a supervisory
college, conducted by its group supervisor the Missouri Department of Insurance, Financial Institutions and Professional
Registration (“MDOI”). The supervisory college is comprised of insurance regulators of the major jurisdictions in which RGA
has established insurance branches and subsidiaries. Since the inception of the supervisory college in October 2012, the MDOI
has conducted four more in-person supervisory college meetings in addition to numerous regulator-only conference calls. These
meetings bring about requests for information from RGA’s regulators as they monitor RGA’s solvency, governance and overall
management. While the supervisory college has the ability to impose limitations on the activities of the insurance subsidiaries of
RGA, particularly since RGA has met the requirements to become an internationally active insurance group, no such limitations
have been imposed to date. The existence of the supervisory college does generally help RGA’s regulators understand its business
to a greater degree and does encourage a more global view by RGA of its own regulation.
6
RGA’s reinsurance subsidiaries are required to file statutory financial statements in each jurisdiction in which they are
licensed and may be subject to onsite, periodic examinations by the insurance regulators of the jurisdictions in which each is
licensed, authorized, or accredited. To date, none of the regulators’ reports related to the Company’s periodic examinations have
contained material adverse findings.
Although some of the rates and policy terms of U.S. direct insurance agreements are regulated by state insurance
departments, the rates, policy terms, and conditions of reinsurance agreements generally are not subject to regulation by any
regulatory authority. The same is true outside of the U.S. In the U.S., however, the NAIC Model Law on Credit for Reinsurance,
which has been adopted in most states, imposes certain requirements for an insurer to take reserve credit for risk ceded to a reinsurer.
Generally, the reinsurer is required to be licensed or accredited in the insurer’s state of domicile, or post security for reserves
transferred to the reinsurer in the form of letters of credit or assets placed in trust. The NAIC Life and Health Reinsurance
Agreements Model Regulation, which has been passed in most states, imposes additional requirements for insurers to claim reserve
credit for reinsurance ceded (excluding yearly renewable term reinsurance and non-proportional reinsurance). These requirements
include bona fide risk transfer, an insolvency clause, written agreements, and filing of reinsurance agreements involving in force
business, among other things. Outside of the U.S., rules for reinsurance and requirements for minimum risk transfer are less specific
and are less likely to be published as rules, but nevertheless standards can be imposed to varying extents.
U.S. Valuation of Life Policies Model Regulation (commonly referred to as Regulation XXX), implemented in the U.S.
for various types of life insurance business, significantly increased the level of reserves that U.S. life insurance and life reinsurance
companies must hold on their statutory financial statements for various types of life insurance business, primarily certain level
premium term life products. The reserve levels required under Regulation XXX are normally in excess of reserves required under
GAAP. In situations where primary insurers have reinsured business to reinsurers that are unlicensed and unaccredited in the U.S.,
the reinsurer must provide collateral equal to its reinsurance reserves in order for the ceding company to receive statutory financial
statement credit. Reinsurers have historically utilized letters of credit for the benefit of the ceding company, or have placed assets
in trust for the benefit of the ceding company, or have used other structures as the primary forms of collateral.
RGA Reinsurance is the primary subsidiary of the Company subject to Regulation XXX. In order to manage the effect
of Regulation XXX on its statutory financial statements, RGA Reinsurance has retroceded a majority of Regulation XXX reserves
to unaffiliated and affiliated unlicensed reinsurers and special purpose reinsurers, or captives. RGA Reinsurance’s statutory capital
may be significantly reduced if the unaffiliated or affiliated reinsurer is unable to provide the required collateral to support RGA
Reinsurance’s statutory reserve credits and RGA Reinsurance cannot find an alternative source for the collateral. The NAIC has
requirements for life insurers using special purpose reinsurers. While RGA Reinsurance’s reserve financing arrangements using
special purpose reinsurers or “captive reinsurers” are permitted, the rules place limitations on RGA Reinsurance’s ability to utilize
captive reinsurers to finance reserve growth related to future business. Such limitations have caused the Company to utilize
alternative retrocession strategies, primarily involving the use of a certified reinsurer as discussed below.
RGA Reinsurance, Chesterfield Re, Parkway Re, Rockwood Re, Castlewood Re and RCM prepare statutory financial
statements in conformity with accounting practices prescribed or permitted by the State of Missouri. Timberlake Re prepares
statutory financial statements in conformity with accounting practices prescribed or permitted by the State of South Carolina.
Aurora National prepares its statutory financial statements in conformity with accounting practices prescribed or permitted by the
State of California. Each of these states require domestic insurance companies to prepare their statutory financial statements in
accordance with the NAIC Accounting Practices and Procedures manual subject to any deviations permitted by each state’s
insurance commissioner. The Company’s non-U.S. subsidiaries are subject to the regulations and reporting requirements of their
respective countries of domicile.
Based on the growth of the Company’s business and the pattern of reserve levels under Regulation XXX associated with
term life business and other statutory reserve requirements, the amount of ceded reserve credits is expected to grow, albeit at slower
rates than in the immediate past. This growth will require the Company to obtain additional letters of credit, put additional assets
in trust, or utilize other funding mechanisms to support reserve credits. If the Company is unable to support the reserve credits,
the regulatory capital levels of several of its subsidiaries may be significantly reduced, while the regulatory capital requirements
for these subsidiaries would not change. The reduction in regulatory capital could affect the Company’s ability to write new
business and retain existing business.
Affiliated captives are commonly used in the insurance industry to help manage statutory reserve and collateral
requirements and are often domiciled in the same state as the insurance company that sponsors the captive. The NAIC has analyzed
the insurance industry’s use of affiliated captive reinsurers to satisfy certain reserve requirements and has adopted measures to
promote uniformity in both the approval and supervision of such reinsurers. Current standards addressing the use of captive
reinsurers allow captives organized prior to 2016 to continue in accordance with their currently approved plans. State insurance
regulators that regulate the Company’s domestic insurance companies have placed additional restrictions on the use of newly
established captive reinsurers, which may increase costs and add complexity. As a result, the Company may need to alter the type
and volume of business it reinsures, increase prices on those products, raise additional capital to support higher regulatory reserves
or implement higher cost strategies.
7
In the U.S., the introduction of the certified reinsurer has provided an alternative way to manage collateral requirements.
In 2014, RGA Americas was designated as a certified reinsurer by the MDOI. This designation allows the Company to retrocede
business to RGA Americas in lieu of using captives for collateral requirements. Beginning 2017, the NAIC approved principles-
based reserving for U.S. insurers, however implementation required approval by the states. To achieve this, the NAIC amended
the standard valuation law to adopt life principles-based reserving that was effective January 1, 2017, allowing a three-year adoption
period. The Company continues to evaluate the impact of the new requirements and expects to begin implementation in 2019.
The Company has chosen not to establish captives subject to the new regulations as it evaluates the impact of the regulations on
new captives, and how these new captives fit into the Company’s overall risk management and financing programs.
Reinsurers may place assets in trust to satisfy collateral requirements for certain treaties. In addition, the Company holds
securities in trust to satisfy collateral requirements under certain third-party reinsurance treaties. Under certain conditions in some
treaties, the Company may be obligated to move reinsurance from one subsidiary of RGA to another subsidiary, post additional
collateral for the ceding insurer or allow the ceding insurer to cancel the reinsurance. These conditions include change in control,
level of capital or ratings of the subsidiary, insolvency, nonperformance under a treaty, or loss of the subsidiary’s reinsurance
license. If the Company is ever required to perform under these obligations, the risk to the consolidated company under the
reinsurance treaties would not change; however, additional capital may be required due to the change in jurisdiction of the subsidiary
reinsuring the business and may create a strain on liquidity, possibly causing a reduction in dividend payments or hampering the
Company’s ability to write new business or retain existing business. In the event of termination of a treaty the future profits as to
that treaty may be lost.
Capital Requirements
Risk-Based Capital (“RBC”) guidelines promulgated by the NAIC are applicable to RGA Reinsurance, RCM, Aurora
National and Chesterfield Re, and identify minimum capital requirements based upon business levels and asset mix. These
subsidiaries maintain capital levels in excess of the amounts required by the applicable guidelines. Timberlake Re, Parkway Re,
Rockwood Re and Castlewood Re’s capital requirements are determined solely by their licensing orders issued by their states of
domicile. Pursuant to its licensing order issued by the South Carolina Department of Insurance, Timberlake Re only calculates
RBC as a means of demonstrating its ability to pay principal and interest on its surplus note issued to Timberlake Financial, L.L.C.
(“Timberlake Financial”). It is not otherwise subject to the RBC guidelines. Similarly, Parkway Re, Rockwood Re and Castlewood
Re are not subject to the requirements of the NAIC’s RBC guidelines. A decline in the RBC of one or more of the Company’s
U.S. insurers can cause the appearance of less capitalization in its U.S. insurers, individually, or when considered as a group.
The development of a group capital calculation by the NAIC will also have relevance to RGA Reinsurance, RCM, Aurora
National and Chesterfield Re along with captive reinsurers Timberlake Re, Parkway Re, Rockwood Re and Castlewood Re. While
the NAIC is still working on its calculation and has not yet articulated the ways in which it intends U.S. states to use the calculation,
the calculation is expected to be used to assess the adequacy of capital within an insurance group domiciled in the U.S., particularly
where the group is designated an internationally active insurance group (“IAIG”) by the group supervisor. The Company cannot
currently predict the effect that any proposed or future group capital standard will have on its financial condition or operations or
the financial condition or operations of its subsidiaries.
Regulations in international jurisdictions also require certain minimum capital levels, and subject the companies operating
in such jurisdictions, to oversight by the applicable regulatory bodies. RGA’s subsidiaries meet the minimum capital requirements
in their respective jurisdictions. The International Association of Insurance Supervisors continues work on its insurance capital
standard. While the insurance capital standard is a model for capital standards and not a standard that must be followed on its
own in any jurisdiction, it is likely to influence capital requirements for insurers around the world leading to a need for additional
capital in one or more of RGA’s subsidiaries. The Company cannot predict the effect that any proposed or future legislation or
rulemaking in the countries in which it operates may have on the financial condition or operations of the Company or its subsidiaries.
Insurance Holding Company Regulations
RGA Reinsurance, Chesterfield Re, Parkway Re, Rockwood Re, Castlewood Re and RCM are subject to regulation under
the insurance and insurance holding company statutes of Missouri. Aurora National is subject to regulation under the insurance
and insurance holding company statutes of California. These insurance holding company laws and regulations generally require
insurance and reinsurance subsidiaries of insurance holding companies to register and file with the home state regulator certain
reports describing, among other information, capital structure, ownership, financial condition, certain intercompany transactions,
and general business operations. The insurance holding company statutes and regulations also require prior approval of, or in
certain circumstances, prior notice to the home state regulator of, certain material intercompany transfers of assets, as well as
certain transactions between insurance companies, their parent companies and affiliates.
Under current Missouri and California insurance laws and regulations, unless (i) certain filings are made with the home
state regulator, (ii) certain requirements are met, including a public hearing, and (iii) approval or exemption is granted by the home
state regulator, no person may acquire any voting security or security convertible into a voting security of an insurance holding
company, such as RGA, which controls a domestic insurance company, or merge with such an insurance holding company, if as
8
a result of such transaction such person would “control” the insurance holding company. “Control” is presumed to exist under
Missouri law if a person directly or indirectly owns or controls 10% or more of the voting securities of another person. Revisions
to the insurance holding company regulations of Missouri and California require increased disclosure to regulators of matters
within the RGA group of companies.
Restrictions on Dividends and Distributions
Current Missouri law, applicable to RCM and its subsidiaries, RGA Reinsurance and Chesterfield Re, permits the payment
of dividends or distributions that together with dividends or distributions paid during the preceding twelve months do not exceed
the greater of (i) 10% of statutory capital and surplus as of the preceding December 31, or (ii) statutory net gain from operations
for the preceding calendar year. Any proposed dividend in excess of this amount is considered an “extraordinary dividend” and
may not be paid until it has been approved, or a 30-day waiting period has passed during which it has not been disapproved, by
the Director of the MDOI. Additionally, dividends may be paid only to the extent the insurer has unassigned surplus (as opposed
to contributed surplus). Historically, RGA has not relied upon dividends from its subsidiaries to fund its obligations. However,
the regulatory limitations and other restrictions described herein could limit the Company’s financial flexibility in the future should
it choose to or need to use subsidiary dividends as a funding source for its obligations. See Note 11 - “Financial Condition and
Net Income on a Statutory Basis - Significant Subsidiaries” in the Notes to Consolidated Financial Statements for additional
information on the Company’s dividend restrictions.
The California Insurance Holding Company Act defines an extraordinary dividend consistent with the definition found
in the Missouri Insurance Holding Company Act and imposes an identical restriction upon the ability of Aurora National to pay
dividends to RGA Reinsurance. In contrast to both the Missouri and the California Insurance Holding Company Acts, the NAIC
Model Insurance Holding Company System Regulatory Act defines an extraordinary dividend as a dividend or distribution that
together with dividends or distributions paid during the preceding twelve months exceeds the lesser of (i) 10% of statutory capital
and surplus as of the preceding December 31, or (ii) statutory net gain from operations for the preceding calendar year. The
Company is unable to predict whether, when, or if, Missouri will enact a new regulation for extraordinary dividends.
Missouri insurance laws and regulations also require that the statutory surplus of Chesterfield Re, RCM and RGA
Reinsurance following any dividend or distribution be reasonable in relation to their outstanding liabilities and adequate to meet
their financial needs. The Director of the MDOI may call for a rescission of the payment of a dividend or distribution by these
entities that would cause their statutory surplus to be inadequate under the standards of the Missouri insurance regulations.
California insurance laws and regulations impose the same restrictions on Aurora National as to the dividends or distributions that
are made.
Pursuant to the South Carolina Director of Insurance, Timberlake Re may declare dividends subject to a minimum Total
Adjusted Capital threshold, as defined by the NAIC’s RBC regulation. As of December 31, 2018, Timberlake Re met the minimum
required threshold. Any dividends paid by Timberlake Re would be paid to Timberlake Financial, which in turn is subject to
contractual limitations on the amount of dividends it can pay to RCM.
Dividend payments from non-U.S. operations are subject to similar restrictions established by local regulators. The non-
U.S. regulatory regimes also commonly limit the dividend payments to the parent to a portion of the prior year’s statutory income,
as determined by the local accounting principles. The regulators of the Company’s non-U.S. operations may also limit or prohibit
profit repatriations or other transfers of funds to the U.S. if such transfers are deemed to be detrimental to the solvency or financial
strength of the non-U.S. operations, or for other reasons. Most of the non-U.S. operating subsidiaries are second tier subsidiaries
that are owned by various non-U.S. holding companies. The capital and rating considerations applicable to the first tier subsidiaries
may also impact the dividend flow to RGA.
Default or Liquidation
In the event that RGA defaults on any of its debt or other obligations, or becomes the subject of bankruptcy, liquidation,
or reorganization proceedings, the creditors and stockholders of RGA will have no right to proceed against the assets of any of
the subsidiaries of RGA. If any of RGA’s reinsurance subsidiaries were to be liquidated or dissolved, the liquidation or dissolution
would be conducted in accordance with the rules and regulations of the appropriate governing body in the state or country of the
subsidiary’s domicile. The creditors of any such reinsurance company, including, without limitation, holders of its reinsurance
agreements and state guaranty associations (if applicable), would be entitled to payment in full from such assets before RGA, as
a direct or indirect stockholder, would be entitled to receive any distributions or other payments from the remaining assets of the
liquidated or dissolved subsidiary.
Federal Regulation
Since the 2010 enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act, there has been renewed
interest by the U.S. federal government in the manner in which insurance and reinsurance is regulated. Under the Dodd-Frank
Act, recent activity by the Federal Insurance Office within the U.S. Treasury Department has resulted in the negotiation of a
“covered agreement” with the European Union. The covered agreement, while promoting the recognition of U.S. state insurance
9
regulators as group supervisors of U.S.-based global reinsurers such as RGA, also provides for an elimination of the collateral
that reinsurers based in the European Union must currently post in favor of U.S. ceding insurers. This agreement, coupled with
new state credit for reinsurance laws, has the potential to lower the cost at which RGA Reinsurance’s competitors are able to
provide reinsurance to U.S. insurers. Additionally under the Dodd-Frank Act, one or more of RGA’s client ceding insurers domiciled
in the U.S. may from time-to-time be designated for solvency supervision by the Federal Reserve. Insurers can be designated
systemically important so as to warrant the imposition of an additional layer of regulation over already existing state regulation.
While it is not expected that any RGA entity would be deemed to be systemically important and become subject to this additional
scrutiny, the reinsurance programs RGA maintains with the insurers so designated as systemically important are subject to scrutiny
by the Federal Reserve. It is possible that more of RGA’s clients will be given this designation leading to additional scrutiny of
those clients’ reinsurance programs by the Federal Reserve. With the regulation of some U.S. domiciled insurers by the U.S.
government, it is possible that the scope of the federal government’s ability to regulate insurers and reinsurers will be expanded.
It is not possible to predict the effect of such decisions or changes in law on the operation of the Company, but the Dodd-Frank
Act makes it more likely than in the past that insurance or reinsurance may be regulated at the federal level. A shift in regulation
from the state to the federal level may bring into question the continued validity of the McCarran-Ferguson Act, which exempts
the “business of insurance” from most federal laws, including anti-trust laws. With the McCarran-Ferguson Act exemption for
the business of insurance, a reinsurer may set rate, underwriting and claims handling standards for its ceding company clients to
follow.
Environmental Considerations
Federal, state and local environmental laws and regulations apply to the Company’s ownership and operation of real
property. Inherent in owning and operating real property are the risks of hidden environmental liabilities and the costs of any
required clean-up. Under the laws of certain states, contamination of a property may give rise to a lien on the property to secure
recovery of the costs of clean-up. In several states, this lien has priority over the lien of an existing mortgage against such property.
In addition, in some states and under the federal Comprehensive Environmental Response, Compensation, and Liability Act of
1980 (“CERCLA”), the Company may be liable, in certain circumstances, as an “owner” or “operator,” for costs of cleaning-up
releases or threatened releases of hazardous substances at a property mortgaged to it. The Company also risks environmental
liability when it forecloses on a property mortgaged to it, although federal legislation provides for a safe harbor from CERCLA
liability for secured lenders that foreclose and sell the mortgaged real estate, provided that certain requirements are met. However,
there are circumstances in which actions taken could still expose the Company to CERCLA liability. Application of various other
federal and state environmental laws could also result in the imposition of liability on the Company for costs associated with
environmental hazards.
The Company routinely conducts environmental assessments prior to taking title to real estate through foreclosure on
real estate collateralizing mortgages that it holds. Although unexpected environmental liabilities can always arise, the Company
seeks to minimize this risk by undertaking these environmental assessments and complying with its internal procedures, and as a
result, the Company believes that any costs associated with compliance with environmental laws and regulations or any clean-up
of properties would not have a material adverse effect on the Company’s results of operations.
International Regulation
RGA’s international insurance operations are principally regulated by insurance regulatory authorities in the jurisdictions
in which they are located or operate branch offices. The regulation includes minimum capital, solvency and governance
requirements. The authority of RGA’s international operations to conduct business is subject to licensing requirements, inspections
and approvals and these authorizations are subject to modification and revocation. Periodic examinations of the insurance company
books and records, financial reporting requirements, risk management processes and governance procedures are among the
techniques used by regulators to supervise RGA’s non-U.S. insurance businesses. The regulators of RGA’s non-U.S. insurance
companies and the California Department of Insurance are also invited to be part of the supervisory college held by the Missouri
Department of Insurance, RGA’s group supervisor.
The Company’s subsidiaries domiciled in Bermuda are subject to extensive regulation and supervision by the Bermuda
Monetary Authority (“BMA”). Such regulation includes rules regarding privacy, anti-money laundering, bank secrecy, anti-
corruption and foreign asset control in addition to insurance regulation To that end, the BMA has broad powers to regulate business
activities of the Company’s Bermuda domiciled subsidiaries, mandate capital and surplus requirements, regulate trade and claims
practices and require strong enterprise risk management and corporate governance activities. The Company’s subsidiaries
domiciled in Barbados are subject regulation and supervision by the Financial Services Commission in Barbados.
Much like the adoption of Dodd-Frank in the U.S., regulators around the world are reviewing the causes of the 2008 -
2009 financial crisis and considering ways to avoid similar problems in the future. A group leading this effort is the Financial
Stability Board (“FSB”). The FSB consists of representatives of national financial authorities of the G20 nations. The G20 and
the FSB and related governmental bodies have developed proposals to address issues such as group supervision, capital and
solvency standards, systemic economic risk and corporate governance, including executive compensation and many other related
issues associated with the financial crisis. At the direction of the FSB, the International Association of Insurance Supervisors
10
(“IAIS”) is developing a model framework for the supervision of IAIG’s that contemplates “group-wide supervision” across
national boundaries. RGA now qualifies as an IAIG bringing about requirements for RGA to conduct a group-wide risk and
solvency assessment to monitor and manage its overall solvency. At this time RGA cannot predict what additional capital
requirements, compliance costs or other burdens these requirements would impose on it, if adopted. There is also the potential for
inconsistent or conflicting regulation of the RGA group of companies as lawmakers and regulators in multiple jurisdictions
simultaneously pursue these initiatives.
Additionally, RGA International, operating in the European Economic Area (“EEA”), is subject to the Solvency II
measures developed by the European Insurance and Occupational Pensions Authority and will be required to abide by the evolving
risk management practices, capital standards and disclosure requirements of the Solvency II framework. Additionally, the
Company’s clients located in the EEA will need to abide by these standards in operating their insurance businesses, including the
management of their ceded reinsurance. Currently, insurers and reinsurers located in the EEA are operating under Solvency II.
The Company expects Solvency II to have a significant influence on not only the regulation of solvency measures applied to
insurers and reinsurers operating within the EEA, but the Company also expects the solvency regulation measures to influence
future regulatory structures of countries outside of the EEA, including Japan. Influences of the Solvency II - type framework are
already present in the insurance regulation of Bermuda and China and currently influence the solvency measures imposed upon
RGA Global and RGA Americas.
As a result of the 2016 Brexit referendum, under which the United Kingdom (“UK”) may exit the European Union during
2019, the regulatory approval of RGA International as a reinsurer of insurance business written by UK domiciled insurers remains
susceptible to termination in or around March of 2019 until a formal agreement is approved. While it currently appears that any
post Brexit insurance regulation in the UK will permit the separate registration of RGA International as a branch in the UK, there
exists questions as to what requirements will be imposed upon reinsurers domiciled outside of the UK after implementation of
the Brexit initiative (if it occurs).
New and proposed restrictions in many European and Asian countries on RGA’s ability to transfer data from one country
to another also threaten to make its operations less efficient. Many of these restrictions either do not anticipate the processing of
data for reinsurance purposes at all or place costly restrictions on the ability of a reinsurer to service its business by requiring
processing to be done within the borders of the country in which the insured consumer resides.
Additionally, requirements effective in Indonesia limit the amount of insurance business that can be ceded to reinsurers
not domiciled in that country. Requirements of this type are proposed from time-to-time in developing markets. These forced
localization requirements have the impact of limiting the amount of reinsurance business RGA can conduct in those countries
without the participation of a local reinsurer.
RGA expects the scope and extent of regulation outside of the U.S., as well as group regulatory oversight generally, to
continue to increase.
Ratings
Insurer financial strength ratings, sometimes referred to as claims paying ratings, represent the opinions of rating
agencies regarding the financial ability of an insurance company to meet its obligations under an insurance policy. The Company’s
insurer financial strength ratings as of the date of this filing are listed in the table below for each rating agency that meets with
the Company’s management on a regular basis. As of the date of this filing, all ratings listed below are on stable outlook.
Insurer Financial Strength Ratings
RGA Reinsurance Company
RGA Life Reinsurance Company of Canada
RGA International Reinsurance Company dac
RGA Global Reinsurance Company, Ltd.
RGA Reinsurance Company of Australia Limited
RGA Americas Reinsurance Company, Ltd.
RGA Atlantic Reinsurance Company Ltd.
A.M. Best
Company (1)
A+
Moody’s
Investors
Service (2)
A1
Standard &
Poor’s (3)
AA-
A+
Not Rated
Not Rated
Not Rated
A+
A+
Not Rated
Not Rated
Not Rated
Not Rated
Not Rated
Not Rated
AA-
AA-
AA-
AA-
AA-
Not Rated
(1) An A.M. Best Company (“A.M. Best”) insurer financial strength rating of “A+” (superior) is the second highest out of sixteen possible ratings and is assigned
to companies that have, in A.M. Best’s opinion, a superior ability to meet their ongoing insurance obligations.
(2) A Moody’s Investors Service (“Moody’s”) insurer financial strength rating of “A1” (good) is the fifth highest rating out of twenty-one possible ratings and
indicates that Moody’s believes the insurance company offers good financial security; however, elements may be present which suggest a susceptibility to
impairment sometime in the future.
(3) A Standard & Poor’s (“S&P”) insurer financial strength rating of “AA-” (very strong) is the fourth highest rating out of twenty-three possible ratings.
According to S&P’s rating scale, a rating of “AA-” means that, in S&P’s opinion, the insurer has very strong financial security characteristics.
11
The ability to write reinsurance partially depends on a reinsurer’s financial condition and its financial strength ratings.
These ratings are based on a company’s ability to pay policyholder obligations and are not directed toward the protection of
investors. A ratings downgrade could adversely affect the Company’s ability to compete. See Item 1A – “Risk Factors” for more
on the potential effects of a ratings downgrade.
Underwriting
Automatic. The Company’s management determines whether to write automatic reinsurance business by considering
many factors, including the types of risks to be covered; the ceding company’s retention limit and binding authority, product, and
pricing assumptions; and the ceding company’s underwriting standards, financial strength and distribution systems. For automatic
business, the Company ensures that the underwriting standards, procedures and guidelines of its ceding companies are priced
appropriately and consistent with the Company’s expectations. To this end, the Company conducts periodic reviews of the ceding
companies’ underwriting and claims personnel and procedures.
Facultative. The Company has developed underwriting policies, procedures and standards with the objective of controlling
the quality of business written as well as its pricing. The Company’s underwriting process emphasizes close collaboration between
its underwriting, actuarial, and administration departments. Management periodically updates these underwriting policies,
procedures, and standards to account for changing industry conditions, market developments, and changes occurring in the field
of medical technology. These policies, procedures, and standards are documented in electronic underwriting manuals made available
to all the Company’s underwriters. The Company regularly performs internal reviews of both its underwriters and underwriting
process.
The Company’s management determines whether to accept facultative reinsurance business on a prospective insured by
reviewing the application, medical information and other underwriting information appropriate to the age of the prospective insured
and the face amount of the application. An assessment of medical and financial history follows with decisions based on underwriting
knowledge, manual review and consultation with the Company’s medical directors as necessary. Many facultative applications
involve individuals with multiple medical impairments, such as heart disease, high blood pressure, and diabetes, which require a
complex underwriting/mortality assessment. The Company employs medical directors and medical consultants to assist its
underwriters in making these assessments.
Pricing
The Company has pricing actuaries dedicated in every geographic market and in every product category who develop
reinsurance treaty rates following the Company’s policies, procedures and standards. Biometric assumptions are based primarily
on the Company’s own mortality, morbidity and persistency experience, reflecting industry and client-specific experience.
Economic and asset-related pricing assumptions are based on current and long-term market conditions and are developed by
actuarial and investment personnel with appropriate experience and expertise. The Company’s view of short- and long-term risks
are reflected in pricing consistent with its internal capital model. For transactional business with material day-one invested assets
there is diligence on the expected asset portfolio that is reflected in the pricing assumption. For transactional business focusing
on tail risk the Company has policies and procedures related to views on transaction-specific tail risk events. A transaction process
ensures that the business reflects the input of internal areas of expertise in deal teams and has procedures for escalation based on
the size and nature of the risks. Management has established a high-level oversight of the processes and results of these activities,
which includes peer reviews in every market as well as centralized procedures and processes for reviewing and auditing pricing
activities.
Operations
The Company’s business has been primarily obtained directly, rather than through brokers. The Company has an
experienced sales and marketing staff that works to provide responsive service and maintain existing relationships.
The Company’s administration, auditing, valuation and finance departments are responsible for treaty compliance
auditing, financial analysis of results, generation of internal management reports, and periodic audits of administrative and
underwriting practices. A significant effort is focused on periodic audits of administrative and underwriting practices, and treaty
compliance of clients.
The Company’s claims departments review and verify reinsurance claims, obtain the information necessary to evaluate
claims, and arrange for timely claims payments. Claims are subjected to a detailed review process to ensure that the risk was
properly ceded, the claim complies with the contract provisions, and the ceding company is current in the payment of reinsurance
premiums to the Company. In addition, the claims departments monitor both specific claims and the overall claims handling
procedures of ceding companies.
Customer Base
The Company provides reinsurance products primarily to the largest life insurance companies in the world. In 2018, the
Company’s five largest clients generated approximately $2.2 billion or 19.5% of the Company’s gross premiums. In addition, 25
other clients each generated annual gross premiums of $100.0 million or more, and the aggregate gross premiums from these
12
clients represented approximately 41.3% of the Company’s gross premiums. No individual client generated 10% or more of the
Company’s total gross premiums. For the purpose of this disclosure, companies that are within the same insurance holding company
structure are combined.
Competition
New reinsurance opportunities continue to be highly price competitive; however, winning this business also requires
companies to be financially strong, provide flexible terms and conditions, have a positive reputation, deliver excellent service,
and demonstrate experience in the types of business underwritten. The Company’s competition includes other reinsurance
companies, other providers of financial services, and more recently, private equity firms. The Company believes that its primary
global reinsurance competitors are the following, or their affiliates: Munich Re, Swiss Re, Hannover Re and SCOR Global Re.
In addition, the Company may compete with Pacific Life, Prudential Financial, and Canada Life in select risk acquisition. Within
the reinsurance industry, the competitors can change from year to year and by region.
Employees
As of December 31, 2018, the Company had 2,767 employees located throughout the world. We believe that our employee
relations are satisfactory.
C.
Segments
The Company obtains substantially all of its revenues through reinsurance agreements that cover a portfolio of life and
health insurance products, including term life, credit life, universal life, whole life, group life and health, joint and last survivor
insurance, critical illness, disability, longevity as well as asset-intensive (e.g., annuities) and financial reinsurance. Generally, the
Company, through various subsidiaries, has provided reinsurance for mortality, morbidity, lapse and investment-related risks
associated with such products. With respect to asset-intensive products, the Company has also provided reinsurance for investment-
related risks.
Additional information regarding the operations of the Company’s segments and geographic operations is contained in
Note 15 – “Segment Information” in the Notes to Consolidated Financial Statements.
U.S. and Latin America Operations
The U.S. and Latin America operations market traditional life and health reinsurance, reinsurance of asset-intensive
products, and financial reinsurance, primarily to large U.S. life insurance companies. The U.S. and Latin America operations
include business generated by its offices in the U.S., Mexico and Brazil. The offices in Mexico and Brazil provide services to
clients in other Latin American countries.
Traditional Reinsurance
The U.S. and Latin America Traditional segment provides individual and group life and health reinsurance to domestic
clients for a variety of products through yearly renewable term agreements, coinsurance, and modified coinsurance. This business
has been accepted under many different rate scales, with rates often tailored to suit the underlying product and the needs of the
ceding company. Premiums typically vary for smokers and non-smokers, males and females, and may include a preferred
underwriting class discount. Reinsurance premiums are paid in accordance with the treaty, regardless of the premium mode for
the underlying primary insurance. This business is made up of facultative and automatic treaty business.
Automatic business is generated pursuant to treaties that generally require the underlying policies to meet the ceding
company’s underwriting criteria, although in certain cases such policies may be rated substandard. In contrast to facultative
reinsurance, reinsurers do not engage in underwriting assessments of each risk assumed through an automatic treaty.
As the Company does not apply its underwriting standards to each policy ceded to it under automatic treaties, the U.S.
and Latin America operations generally require ceding companies to retain a portion of the business written on an automatic basis,
thereby increasing the ceding companies’ incentives to underwrite risks with due care and, when appropriate, to contest claims
diligently.
The U.S. and Latin America facultative reinsurance operation involves the assessment of the risks inherent in (i) multiple
impairments, such as heart disease, high blood pressure, and diabetes; (ii) cases involving large policy face amounts; and
(iii) financial risk cases (i.e. cases involving policies disproportionately large in relation to the financial characteristics of the
proposed insured). The U.S. and Latin America operations’ marketing efforts have focused on developing facultative relationships
with client companies because management believes facultative reinsurance represents a substantial segment of the reinsurance
activity of many large insurance companies and also serves as an effective means of expanding the U.S. and Latin America
operations’ automatic business.
13
Only a portion of approved facultative applications ultimately result in reinsurance, as applicants for impaired risk policies
often submit applications to several primary insurers, which in turn seek facultative reinsurance from several reinsurers. Ultimately,
only one insurance company and one reinsurer are likely to obtain the business. The Company tracks the percentage of declined
and placed facultative applications on a client-by-client basis and generally works with clients to seek to maintain such percentages
at levels deemed acceptable. As the Company applies its underwriting standards to each application submitted to it facultatively,
it generally does not require ceding companies to retain a portion of the underlying risk when business is written on a facultative
basis.
In addition, several of the Company’s U.S. and Latin America clients have purchased life insurance policies insuring the
lives of their executives. These policies have generally been issued to fund deferred compensation plans and have been reinsured
with the Company.
Financial Solutions - Asset-Intensive Reinsurance
The Company’s U.S. and Latin America Asset-Intensive operations primarily concentrate on the investment risk within
underlying annuities and corporate-owned life insurance policies. These reinsurance agreements are mostly structured as
coinsurance, coinsurance with funds withheld, or modified coinsurance of primarily investment risk such that the Company
recognizes profits or losses primarily from the spread between the investment earnings and the interest credited on the underlying
annuity contract liabilities.
Annuities are normally limited by the size of the deposit from any single depositor. The Company also reinsures certain
indexed annuities, variable annuity products that contain guaranteed minimum death or living benefits and corporate-owned life
insurance products. Corporate-owned life insurance normally involves a large number of insureds associated with each deposit,
and the Company’s underwriting guidelines limit the size of any single deposit. The individual policies associated with any single
deposit are typically issued within pre-set guaranteed issue parameters.
The Company primarily targets U.S.-based highly rated, financially secure companies as clients for asset-intensive
business. These companies may wish to limit their own exposure to certain products. Ongoing asset/liability analysis is required
for the management of asset-intensive business. The Company performs this analysis internally, in conjunction with asset/liability
analysis performed by the ceding companies.
Financial Solutions - Financial Reinsurance
The Company’s U.S. and Latin America Financial Reinsurance operations assist ceding companies in meeting applicable
regulatory requirements while enhancing their financial strength and regulatory surplus position. The Company commits cash or
assumes regulatory insurance liabilities from the ceding companies. In addition, the Company has committed to provide statutory
reserve support to third-parties by funding loans if certain defined events occur. Generally, such amounts are offset by receivables
from ceding companies that are repaid by the future profits from the reinsured block of business. The Company structures its
financial reinsurance transactions so that the projected future profits of the underlying reinsured business significantly exceed the
amount of regulatory surplus provided to the ceding company.
The Company primarily targets highly rated insurance companies for financial reinsurance due to the credit risk associated
with this business. A careful analysis is performed before providing any regulatory surplus enhancement to the ceding company.
This analysis is intended to ensure that the Company understands the risks of the underlying insurance product and that the
transaction has a high likelihood of being repaid through the future profits of the underlying business. If the future profits of the
business are not sufficient to repay the Company or if the ceding company becomes financially distressed and is unable to make
payments under the treaty, the Company may incur losses. A staff of actuaries and accountants track experience for each treaty
on a quarterly basis in comparison to models of expected results.
Customer Base
The U.S. and Latin America operations market life reinsurance primarily to the largest U.S. life insurance companies.
The treaties underlying this business generally are terminable by either party on 90 days written notice, but only with respect to
future new business. Existing business generally is not terminable, unless the underlying policies terminate or are recaptured. In
2018, the five largest clients generated approximately $1.8 billion or 28.6% of U.S. and Latin America operation’s gross premiums.
In addition, 47 other clients each generated annual gross premiums of $20.0 million or more, and the aggregate gross premiums
from these clients represented approximately 63.3% of U.S. and Latin America operation’s gross premiums. For the purpose of
this disclosure, companies that are within the same insurance holding company structure are combined.
14
Canada Operations
The Company operates in Canada primarily through RGA Canada. RGA Canada employs its own underwriting, actuarial,
claims, pricing, accounting, systems, marketing and administrative staff in offices located in Montreal and Toronto.
Traditional Reinsurance
RGA Canada is a leading life reinsurer in Canada, based on new individual life insurance production. It assists clients
with capital management and mortality and morbidity risk management and is primarily engaged in individual life reinsurance,
and to a lesser extent creditor, group life and health, critical illness and disability reinsurance, through yearly renewable term and
coinsurance agreements. Creditor insurance covers the outstanding balance on personal, mortgage or commercial loans in the
event of death, disability or critical illness and is generally shorter in duration than individual life insurance.
The business is generally composed of facultative and automatic treaty business. Automatic business is generated pursuant
to treaties that generally require the underlying policies to meet the ceding company’s underwriting criteria, although in certain
cases such policies may be rated substandard. In contrast to facultative reinsurance, reinsurers do not engage in underwriting
assessments of each risk assumed through an automatic treaty.
RGA Canada generally requires ceding companies to retain a portion of the business written on an automatic basis,
thereby increasing the ceding companies’ incentives to underwrite risks with due care and, when appropriate, to contest claims
diligently.
Facultative reinsurance involves the assessment of the risks from a medical and financial perspective. RGA Canada is
recognized as a leader in facultative reinsurance, and this has served to maintain a strong market share on automatic business.
RGA Canada supports over half the companies active in the living benefits and in the group insurance markets. Solid
claims management expertise and innovative product development capabilities support a growing share of these markets.
Financial Solutions
The Canada Financial Solutions segment concentrates on assisting clients with longevity risk transfer structures within
underlying annuities and pension benefit obligations, and on assisting clients in meeting applicable regulatory requirements while
enhancing their financial strength and regulatory surplus position through financial reinsurance structures.
Customer Base
Clients include most of the life insurers in Canada, although the number of life insurers is much smaller compared to the
U.S. In 2018, the five largest clients generated approximately $644.1 million or 57.8% of Canada operation’s gross premiums. In
addition, 11 other clients each generated annual gross premiums of $20.0 million or more, and the aggregate gross premiums from
these clients represented approximately 37.9% of Canada operation’s gross premiums. For the purpose of this disclosure, companies
that are within the same insurance holding company structure are combined.
Europe, Middle East and Africa Operations
The Europe, Middle East and Africa (“EMEA”) operations serve clients from subsidiaries, licensed branch offices and/
or representative offices primarily located in France, Germany, Ireland, Italy, the Middle East, the Netherlands, Poland, South
Africa, Spain and the UK. EMEA’s office in the Middle East is located in the United Arab Emirates (“UAE”).
EMEA’s operations in the UK, Continental Europe, South Africa and the Middle East employ their own underwriting,
actuarial, claims, pricing, accounting, marketing and administration staffs with additional support services provided by the
Company’s staff in the U.S. and Canada.
Traditional Reinsurance
The principal types of reinsurance for this segment include individual and group life and health, critical illness, disability
and underwritten annuities. Traditional reinsurance in the UK, South Africa, Italy and Germany consists predominantly of long
term contracts, which are not terminable for existing risk without recapture or natural expiry, whereas in other markets within the
region contracts are predominantly short term, renewing annually.
Financial Solutions
The principal types of reinsurance for this segment include longevity, asset-intensive and financial reinsurance. Longevity
reinsurance takes the form of closed block annuity reinsurance and longevity swap structures. Asset-intensive business for this
segment consists of coinsurance of payout annuities. Financial reinsurance assists ceding companies in meeting applicable
regulatory requirements while enhancing their financial strength. These transactions do not qualify as reinsurance under U.S.
GAAP, due to low risk nature of transactions and are reported in accordance with deposit accounting guidelines.
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Customer Base
In 2018, the five largest clients generated approximately $838.4 million or 46.9% of EMEA operation’s gross premiums.
In addition, 18 other clients each generated annual gross premiums of $20.0 million or more, and the aggregate gross premiums
from these clients represented approximately 34.1% of EMEA operation’s gross premiums. For the purpose of this disclosure,
companies that are within the same insurance holding company structure are combined.
Asia Pacific Operations
The Asia Pacific operations serve clients from subsidiaries, licensed branch offices and/or representative offices in
Australia, China, Hong Kong, India, Japan, Malaysia, New Zealand, Singapore, South Korea and Taiwan.
The Asian offices provide full reinsurance services with additional support services provided by the Company’s staff in
the U.S. and Canada. In addition, a regional team based in Hong Kong has been established in recent years to provide support to
the Asian offices to accommodate business growth in the region. RGA Australia employs its own underwriting, actuarial, claims,
pricing, accounting, systems, marketing, and administration service with additional support provided by the Company’s U.S. and
International Division Sydney offices.
Traditional Reinsurance
The principal types of reinsurance for this segment include individual and group life and health, critical illness, disability
and superannuation through yearly renewable term and coinsurance agreements. The reinsurance of critical illness coverage
provides a benefit in the event of the diagnosis of pre-defined critical illness. Disability reinsurance provides income replacement
benefits in the event the policyholder becomes disabled due to accident or illness. Superannuation is the Australian government
mandated compulsory retirement savings program. Superannuation funds accumulate retirement funds for employees, and, in
addition, typically offer life and disability insurance coverage. Reinsurance agreements may be either facultative or automatic
agreements covering primarily individual risks and, in some markets, group risks.
Financial Solutions
The Financial Solutions segment includes financial reinsurance, asset-intensive and certain disability and life blocks.
Financial reinsurance assists ceding companies in meeting applicable regulatory requirements while enhancing their financial
strength. These transactions do not qualify as reinsurance under GAAP, due to low risk nature of transactions and are reported in
accordance with deposit accounting guidelines. Asset-intensive business for this segment primarily concentrates on the investment
risk within underlying annuities and life insurance policies. These reinsurance agreements are mostly structured to take on
investment risk such that the Company recognizes profits or losses primarily from the spread between the investment earnings
and the interest credited on the underlying annuity contract liabilities.
Customer Base
In 2018, the five largest clients generated approximately $1,074.4 million or 45.8% of Asia Pacific operation’s gross
premiums. In addition, 18 other clients each generated annual gross premiums of $20.0 million or more, and the aggregate gross
premiums from these clients represented approximately 35.8% of Asia Pacific operation’s gross premiums. For the purpose of
this disclosure, companies that are within the same insurance holding company structure are combined.
Corporate and Other
Corporate and Other revenues primarily include investment income from unallocated invested assets, investment related
gains and losses and service fees. Corporate and Other expenses consist of the offset to capital charges allocated to the operating
segments within the policy acquisition costs and other insurance income line item, unallocated overhead and executive costs,
interest expense related to debt, and the investment income and expense associated with the Company’s collateral finance and
securitization transactions and service business expenses. Additionally, Corporate and Other includes results from certain wholly-
owned subsidiaries, such as RGAx, and joint ventures that, among other activities, develop and market technology, and provide
consulting and outsourcing solutions for the insurance and reinsurance industries. In the past two years, the Company has increased
its investment and expenditures in this area in an effort to both support its clients and generate new future revenue streams.
D.
Financial Information About Foreign Operations
The Company’s foreign operations are primarily in Canada, the Asia Pacific region, Europe, and South Africa. Revenue,
income (loss) before income taxes, which include investment related gains (losses), interest expense, depreciation and amortization,
and identifiable assets attributable to these geographic regions are identified in Note 15 – “Segment Information” in the Notes to
Consolidated Financial Statements. Although there are risks inherent to foreign operations, such as currency fluctuations and
restrictions on the movement of funds, as described in Item 1A – “Risk Factors”, the Company’s financial position and results of
operations have not been materially adversely affected thereby to date.
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E.
Available Information
Copies of the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-
K, and amendments to those reports are available free of charge through the Company’s website (www.rgare.com) as soon as
reasonably practicable after the Company electronically files such reports with the Securities and Exchange Commission
(www.sec.gov). Information provided on such websites does not constitute part of this Annual Report on Form 10-K.
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Item 1A. RISK FACTORS
In the Risk Factors below, we refer to the Company as “we,” “us,” or “our.” Investing in our securities involves certain
risks. Any of the following risks could materially adversely affect our business, financial condition or results of operations. These
risks are not exclusive, and additional risks to which we are subject include, but are not limited to, the factors mentioned under
“Cautionary Note Regarding Forward-Looking Statements” in Item 7 below and the risks of our businesses described elsewhere
in this Annual Report on Form 10-K. Many of these risks are interrelated and occur under similar business and economic conditions,
and the occurrence of certain of them may in turn cause the emergence, or exacerbate the effect, of others. Such a combination
could materially increase the severity of the impact on our business, liquidity, financial condition and results of operations.
Risks Related to Our Business
We make assumptions when pricing our products relating to mortality, morbidity, lapsation, investment returns and
expenses, and significant deviations in experience could negatively affect our financial condition and results of operations.
Our life reinsurance contracts expose us to mortality risk, which is the risk that the level of death claims may differ from
that which we assumed in pricing our reinsurance contracts. Some of our annuity and pension reinsurance contracts expose us to
longevity risk, which is the risk that the length of time we pay annuity or pension benefits may exceed that which we assumed in
pricing our reinsurance contracts. Some of our reinsurance contracts expose us to morbidity risk, which is the risk that the claims
we pay if an insured person becomes critically ill or disabled differ from that which we assumed in pricing our reinsurance contracts.
Our risk analysis and underwriting processes are designed with the objective of controlling the quality of the business and
establishing appropriate pricing for the risks we assume. Among other things, these processes rely heavily on our underwriting,
our analysis of mortality, longevity and morbidity trends, lapse rates, expenses and our understanding of medical impairments and
their effect on mortality, longevity or morbidity.
We expect mortality, longevity, morbidity and lapse experience to fluctuate somewhat from period to period, but believe
they should remain reasonably predictable over a period of many years. Mortality, longevity, morbidity or lapse experience that
is less favorable than the rates that we used in pricing a reinsurance agreement may cause our net income to be less than otherwise
expected because the premiums we receive for the risks we assume may not be sufficient to cover the claims and profit margin.
Furthermore, even if the total benefits paid over the life of the contract do not exceed the expected amount, unexpected increases
in the incidence of deaths or illness can cause us to pay more benefits in a given reporting period than expected, adversely affecting
our net income in any particular reporting period. Likewise, adverse experience could impair our ability to offset certain unamortized
deferred acquisition costs and adversely affect our net income in any particular reporting period. We perform annual tests to
establish that deferred policy acquisition costs remain recoverable at all times. These tests require us to make a significant number
of assumptions. If our financial performance significantly deteriorates to the point where a premium deficiency exists, a cumulative
charge to current operations will be recorded, which may adversely affect our net income in a particular reporting period.
We regularly review our reserves and associated assumptions as part of our ongoing assessment of our business
performance and risks. If we conclude that our reserves are insufficient to cover actual or expected policy and contract benefits
and claim payments as a result of changes in experience, assumptions or otherwise, we would be required to increase our reserves
and incur charges in the period in which we make the determination. The amounts of such increases may be significant and this
could materially adversely affect our financial condition and results of operations and may require us to generate or fund additional
capital in our businesses.
Our financial condition and results of operations may also be adversely affected if our actual investment returns and
expenses differ from our pricing and reserve assumptions. Changes in economic conditions may lead to changes in market interest
rates or changes in our investment strategies, either of which could cause our actual investment returns and expenses to differ
from our pricing and reserve assumptions.
Changes in accounting standards may adversely affect our reported results of operations and financial condition.
The Company’s consolidated financial statements are prepared in conformity with GAAP. If we are required to adopt
revised accounting standards in the future, it may adversely affect our reported results of operations and financial condition. For
a discussion of the impact of accounting pronouncements issued but not yet implemented, see Item 8. “Financial Statements and
Supplementary Data - Notes to Consolidated Financial Statements - Note 2 Significant Accounting Policies and Pronouncements”.
In August 2018, the Financial Accounting Standards Board issued guidance that will significantly change the accounting for long-
duration insurance contracts. This guidance will become effective for the Company on January 1, 2021. We are still evaluating
the impact this guidance will have on our consolidated financial statements, but it could negatively impact our reported profitability,
financial position and financial ratios. In addition, the required adoption of new accounting standards may result in significant
incremental costs associated with initial implementation and ongoing compliance.
.
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Our reinsurance subsidiaries are highly regulated, and changes in these regulations could negatively affect our business.
Our reinsurance subsidiaries are subject to government regulation in each of the jurisdictions in which they are licensed
or authorized to do business. Governmental agencies have broad administrative power to regulate many aspects of the reinsurance
business, which may include reinsurance terms and capital adequacy. These agencies are concerned primarily with the protection
of policyholders and their direct insurers rather than shareholders or holders of debt securities of reinsurance companies. Moreover,
insurance laws and regulations, among other things, establish minimum capital requirements and limit the amount of dividends,
tax distributions and other payments our reinsurance subsidiaries can make without prior regulatory approval, and impose
restrictions on the amount and type of investments we may hold. The MDOI, our insurance group supervisor, also regulates our
reinsurance subsidiaries as members of an insurance holding company system. The regulation of our reinsurance subsidiaries in
this way necessitates restrictions upon RGA as the ultimate parent of these entities.
Over the past several years, insurance regulators have increased their scrutiny of insurance holding company systems
both within and outside of the U.S. During 2018, the Company first met the criteria necessary to be identified as an “Internationally
Active Insurance Group.” While the full impact of this designation has yet to be determined by regulators, it is clear that one
aspect of such designation will be the continued emphasis of the supervisory college in which insurance regulators who are charged
with supervising the solvency of one or more of the Company’s insurance subsidiaries meet and discuss the Company’s operations
and solvency as a group. These efforts are coordinated and led by the MDOI as group supervisor, but involve input from all
insurance regulators that directly supervise the Company’s significant reinsurance subsidiaries. Much of the additional scrutiny
under insurance holding company regulatory acts and designation as an International Active Insurance Group is on activities of
the insurance company’s entire group, which includes the group’s parent company and any non-insurance subsidiaries. While the
laws have not extended direct regulation to RGA and its non-insurance subsidiaries, the manner in which the insurance regulators
regulate our reinsurance subsidiaries may influence the activities of all other entities within the Company. Insurance holding
company system regulatory acts in the U.S. now provide for an expanded supervision of insurance groups operating in the U.S,
including a review of enterprise risk management programs as well as expanded review of agreements between licensed insurers
and their group members. Missouri, Arizona and California have each adopted these new standards as law.
The IAIS is in the process of developing the Common Framework for Supervision of Internationally Active Insurance
Groups, or “ComFrame.” It is possible that ComFrame could lead to enhanced supervision of and higher capital standards for the
Company on a global basis if the IAIS, the NAIC and the U.S. states adopt the proposed provisions or provisions similar to those
proposed. While it is not yet known how or the extent to which these measures will impact us, such measures could result in
increased costs of compliance, additional disclosure and less flexibility in capital management, which could adversely impact our
business and results of operations. Additionally, the NAIC is developing a group capital calculation to be used as an analytical
tool applied to U.S.-based insurance groups. The group capital calculation would be used in addition to the risk-based capital
requirement that is applied on a legal entity level basis in the U.S. The group capital calculation has the potential to increase the
amount of capital that an insurer or reinsurer is required to have and could result in the Company being subject to increased
regulatory requirements.
At the U.S. federal level, the Dodd-Frank Wall Street Reform and Consumer Protection Act established a Financial
Stability Oversight Council to identify financial institutions, including insurers and reinsurers, which are systemically important
to the U.S. financial system. From time to time, one or more of our client insurance companies may be designated systemically
important. Such designations could impact us through additional scrutiny of the client’s reinsurance programs with us, including
a consideration of the volume of business ceded by the insurer to us. We do not currently anticipate that the Financial Stability
Oversight Council will find RGA or any of our U.S. subsidiaries to be systemically important, but such a finding could ultimately
subject the identified entity to additional capital requirements based on business levels and asset mix and other supervision. Such
additional scrutiny might also impact our ability to pay dividends. Moreover, more stringent restrictions may be adopted from
time to time in other jurisdictions in which our reinsurance subsidiaries are domiciled, which could, under certain circumstances,
significantly reduce or restrict dividends or other amounts payable to us by our subsidiaries unless they obtain approval from
insurance regulatory authorities. We cannot predict the effect that any recommendations of the NAIC or proposed or future
legislation or rule-making in the U.S. or elsewhere may have on our business, financial condition or results of operations.
We operate in many jurisdictions around the world and a substantial portion of our operations occur outside of the United
States. These international businesses are subject to the insurance, tax and other laws and regulations in the countries in which
they are organized and in which they operate. These laws and regulations may apply heightened scrutiny to non-domestic companies,
which can adversely affect our operations, liquidity, profitability and regulatory capital. Foreign governments and regulatory bodies
from time to time consider legislation and regulations that could subject us to new or different requirements and such changes
could negatively impact our operations in the relevant jurisdictions. Certain of our subsidiaries are subject to the Solvency II
measures developed by the European Insurance and Occupational Pensions Authority and are required to abide by the evolving
risk management practices, capital standards and disclosure requirements of the Solvency II framework. We may also be subject
to similar solvency regulations in other regions, such as Bermuda and China, where influences of the Solvency II - type framework
are already present in the insurance regulation, and Japan. See “Regulation - International Regulation” in Item 1, Business. There
can be no assurance at this time that Solvency II and such similar solvency regulations will not result in broader consequences to
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the Company or negatively impact our business, financial condition or results of operations. We also expect to adopt new
International Financial Reporting Standards for insurance contracts in many jurisdictions in which our subsidiaries operate effective
in 2022. While we expect the adoption of these standards to create implementation demands, we are still evaluating the new
requirements and it is unclear what impact there will be in the financial positions of the affected subsidiaries.
A downgrade in our ratings or in the ratings of our reinsurance subsidiaries could adversely affect our ability to
compete.
Our financial strength and credit ratings are important factors in our competitive position. Rating organizations
periodically review the financial performance and condition of insurers, including our reinsurance subsidiaries. These ratings are
based on an insurance company’s ability to pay its obligations and are not directed toward the protection of investors. Rating
organizations assign ratings based upon several factors. While most of the factors considered relate to the rated company, some
of the factors relate to general economic conditions and circumstances outside the rated company’s control. The various rating
agencies periodically review and evaluate our capital adequacy in accordance with their established guidelines and capital models.
In order to maintain our existing ratings, we may commit from time to time to manage our capital at levels commensurate with
such guidelines and models. If our capital levels are insufficient to fulfill any such commitments, we could be required to reduce
our risk profile by, for example, retroceding some of our business or by raising additional capital by issuing debt, hybrid or equity
securities. Any such actions could have a material adverse impact on our earnings or materially dilute our shareholders’ equity
ownership interests.
Any downgrade in the ratings of our reinsurance subsidiaries could adversely affect their ability to sell products, retain
existing business, and compete for attractive acquisition opportunities. The ability of our subsidiaries to write reinsurance partially
depends on their financial condition and is influenced by their ratings. Ratings are subject to revision or withdrawal at any time
by the assigning rating organization. A rating is not a recommendation to buy, sell or hold securities, and each rating should be
evaluated independently of any other rating.
We believe that the rating agencies consider the financial strength and flexibility of a parent company and its consolidated
operations when assigning a rating to a particular subsidiary of that company. A downgrade in the rating or outlook of RGA,
among other factors, could adversely affect our ability to raise and then contribute capital to our subsidiaries for the purpose of
facilitating their operations and growth. A downgrade could also increase our own cost of capital. For example, the facility fee
and interest rate for our syndicated revolving credit facility are based on our senior long-term debt ratings. A decrease in those
ratings could result in an increase in costs for that credit facility and others. Also, if there is a downgrade in the rating of RGA, or
any of our rated subsidiaries, some of our reinsurance contracts would either permit our client ceding insurers to terminate such
reinsurance contracts or require us to post collateral to secure our obligations under these reinsurance contracts. Accordingly, we
believe a ratings downgrade of RGA, or any of our rated subsidiaries, could have a negative effect on our ability to conduct
business.
We cannot assure you that actions taken by ratings agencies would not result in a material adverse effect on our business,
financial condition or results of operations. In addition, it is unclear what effect, if any, a ratings change would have on the price
of our securities in the secondary market.
The availability and cost of collateral, including letters of credit, asset trusts and other credit facilities, as well as regulatory
changes relating to the use of captive insurance companies, could adversely affect our business, financial condition or
results of operations.
Regulatory reserve requirements in various jurisdictions in which we operate may be significantly higher than the reserves
required under GAAP. Accordingly, we reinsure, or retrocede, business to affiliated and unaffiliated reinsurers to reduce the amount
of regulatory reserves and capital we are required to hold in certain jurisdictions.
A regulation in the U.S., commonly referred to as Regulation XXX, requires a relatively high level of regulatory, or
statutory, reserves that U.S. life insurance and life reinsurance companies must hold on their statutory financial statements for
various types of life insurance business, primarily certain level term life products. The reserve levels required under
Regulation XXX increase over time and are normally in excess of reserves required under GAAP. The degree to which these
reserves will increase and the ultimate level of reserves will depend upon the mix of our business and future production levels in
the U.S. Based on the assumed rate of growth in our current business plan, and the increasing level of regulatory reserves associated
with some of this business, we expect the amount of our required regulatory reserves to grow significantly.
In order to reduce the effect of Regulation XXX, our principal U.S. operating subsidiary, RGA Reinsurance Company,
has retroceded Regulation XXX-related reserves to affiliated and unaffiliated reinsurers, including affiliated insurers governed by
captive insurance laws. Additionally, some of our reinsurance subsidiaries in foreign jurisdictions enter into various reinsurance
arrangements with affiliated and unaffiliated reinsurers from time to time in order to reduce statutory capital and reserve
requirements.
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During 2013 and 2014, U.S. state insurance regulators reviewed the life insurance industries’ use of affiliated captive
reinsurers to satisfy certain reserve requirements. As a result of this review, measures were adopted and implemented in 2015 to
promote uniformity in both the approval and supervision of such reinsurers. These standards allow current captives to continue
in accordance with their previously approved plans, but place restrictions on the use of such captive reinsurers for new programs
making them less effective than previous captive programs. As a result, captive reinsurance has become less a part of our reserve
growth financing than earlier. It is also possible that additional restrictions could be introduced and this could further limit our
ability to reinsure certain products, maintain risk based capital ratios and deploy excess capital. As a result, we may need to alter
the type and volume of business we reinsure, increase prices on those products, raise additional capital to support higher regulatory
reserves or implement higher cost strategies, all of which could adversely impact our competitive position and our financial
condition and results of operations. We cannot estimate the impact of discontinuing or altering our captive strategy in response
to potential regulatory changes due to many unknown variables such as the cost and availability of alternative capital, potential
changes in regulatory reserve requirements under a principle-based reserving approach, changes in acceptable collateral for
statutory reserves, the potential introduction of the concept of a “certified reinsurer” in the laws and regulations of certain
jurisdictions where we operate, the potential for increased pricing of products offered by us and the potential change in the mix
of products sold or offered by us or our clients.
Recently, the U.S. and the European Union negotiated a covered agreement under the authority provided in the Dodd-
Frank Wall Street Reform and Consumer Protection Act. The covered agreement is a bilateral trade agreement under which both
the U.S. and the member countries of the European Union agreed to eliminate collateral for reinsurance cessions from insurers
domiciled in their home jurisdiction to reinsurers domiciled in the foreign jurisdiction, accept each other’s regulators as the group
supervisor and rely on the group capital calculation at use in the insurer’s/reinsurer’s home jurisdiction. It is unclear as to how
the U.S. regulators will implement the terms of the covered agreement, but it is possible that the certified reinsurer concept could
be altered or eliminated in U.S. reinsurance reserve credit regulation. Such alteration or elimination may impact the cost or the
availability of alternative capital, which may or may not be offset by the reduction in collateral that may ultimately result from
the covered agreement.
As a general matter, for us to reduce regulatory reserves on business that we retrocede, the affiliated or unaffiliated
reinsurer must provide an equal amount of regulatory-compliant collateral. Such collateral may be provided in the form of a letter
of credit from a commercial bank, through the placement of assets in trust for our benefit, or through a capital markets securitization.
In connection with these reserve requirements, we face the following risks:
• The availability of collateral and the related cost of such collateral in the future could affect the type and volume of
business we reinsure and could increase our costs.
• We may need to raise additional capital to support higher regulatory reserves, which could increase our overall cost
of capital.
•
If we, or our retrocessionaires, are unable to obtain or provide sufficient collateral to support our statutory ceded
reserves, we may be required to increase regulatory reserves. In turn, this reserve increase could significantly reduce
our statutory capital levels and adversely affect our ability to satisfy required regulatory capital levels, unless we are
able to raise additional capital to contribute to our operating subsidiaries.
• Because term life insurance is a particularly price-sensitive product, any increase in insurance premiums charged on
these products by life insurance companies, in order to compensate them for the increased statutory reserve
requirements or higher costs of insurance they face, may result in a significant loss of volume in their life insurance
operations, which could, in turn, adversely affect our life reinsurance operations.
We cannot assure you that we will be able to implement actions to mitigate the effect of increasing regulatory reserve
requirements.
In addition, we maintain credit and letter of credit facilities with various financial institutions as a potential source of
collateral and excess liquidity. Our ability to utilize these facilities is conditioned on our satisfaction of covenants and other
requirements contained in the facilities. Our ability to utilize these facilities is also subject to the continued willingness and ability
of the lenders to provide funds or issue letters of credit. Our failure to comply with the covenants in these facilities, or the failure
of the lenders to meet their commitments, would restrict our ability to access these facilities when needed, adversely affecting our
liquidity, financial condition and results of operations.
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Changes in the equity markets, interest rates and volatility affect the profitability of variable annuities with guaranteed
living benefits that we reinsure, which may have a material adverse effect on our business and profitability.
We reinsure variable annuity products that include guaranteed minimum living benefits. These include guaranteed
minimum withdrawal benefits, guaranteed minimum accumulation benefits and guaranteed minimum income benefits. The amount
of reserves related to these benefits is based on their fair value and is affected by changes in equity markets, interest rates and
volatility. Accordingly, strong equity markets, increases in interest rates and decreases in volatility will generally decrease the fair
value of the liabilities underlying the benefits.
Conversely, a decrease in the equity markets along with a decrease in interest rates and an increase in volatility will
generally result in an increase in the fair value of the liabilities underlying the benefits, which increases the amount of reserves
that we must carry. Such an increase in reserves would result in a charge to our earnings in the quarter in which we increase our
reserves. We maintain a customized dynamic hedge program that is designed to mitigate the risks associated with income volatility
around the change in reserves on guaranteed benefits. However, the hedge positions may not be effective to fully offset the changes
in the carrying value of the guarantees due to, among other things, the time lag between changes in such values and corresponding
changes in the hedge positions, high levels of volatility in the equity and derivatives markets, extreme swings in interest rates,
contract holder behavior different than expected, and divergence between the performance of the underlying funds and hedging
indices. These factors, individually or collectively, may have a material adverse effect on our liquidity, capital levels, financial
condition or results of operations.
RGA is an insurance holding company, and our ability to pay principal, interest and dividends on securities is limited.
RGA is an insurance holding company, with our principal assets consisting of the stock of our reinsurance company
subsidiaries, and substantially all of our income is derived from those subsidiaries. Our ability to pay principal and interest on any
debt securities or dividends on any preferred or common stock depends, in part, on the ability of our reinsurance company
subsidiaries, our principal sources of cash flow, to declare and distribute dividends or advance money to RGA. We are not permitted
to pay common stock dividends or make payments of interest or principal on securities that rank equal or junior to our subordinated
debentures and junior subordinated debentures, until we pay any accrued and unpaid interest on such debentures. Our reinsurance
company subsidiaries are subject to various statutory and regulatory restrictions, applicable to insurance companies generally, that
limit the amount of cash dividends, loans and advances that those subsidiaries may pay to us. Covenants contained in certain of
our debt agreements also restrict the ability of certain subsidiaries to pay dividends and make other distributions or loans to us.
In addition, we cannot assure you that more stringent dividend restrictions will not be adopted, as discussed above under “Our
reinsurance subsidiaries are highly regulated, and changes in these regulations could negatively affect our business.”
As a result of our insurance holding company structure, upon the insolvency, liquidation, reorganization, dissolution or
other winding-up of one of our reinsurance subsidiaries, all creditors of that subsidiary would be entitled to payment in full out
of the assets of such subsidiary before we, as shareholder, would be entitled to any payment. Our subsidiaries would have to pay
their direct creditors in full before our creditors, including holders of common stock, preferred stock or debt securities of RGA,
could receive any payment from the assets of such subsidiaries.
We are exposed to foreign currency risk.
We are a multi-national company with operations in numerous countries and, as a result, are exposed to foreign currency
risk to the extent that exchange rates of foreign currencies are subject to adverse change over time. The U.S. dollar value of our
net investments in foreign operations, our foreign currency transaction settlements and the periodic conversion of the foreign-
denominated earnings to U.S. dollars (our reporting currency) are each subject to adverse foreign exchange rate movements. A
significant portion of our revenues and our fixed maturity securities available for sale are denominated in currencies other than
the U.S. dollar. We use foreign-denominated revenues and investments to fund foreign-denominated expenses and liabilities when
possible to mitigate exposure to foreign currency fluctuations.
Our international operations involve inherent risks.
A significant portion of our net premiums come from our operations outside of the U.S. One of our strategies is to grow
these international operations. International operations subject us to various inherent risks. In addition to the regulatory and foreign
currency risks identified above, other risks include the following:
• managing the growth of these operations effectively, particularly given the recent rates of growth;
•
•
•
changes in mortality and morbidity experience and the supply and demand for our products that are specific to these
markets and that may be difficult to anticipate;
political and economic instability in the regions of the world, and the potential for deteriorating economic and political
relationships between the countries, where we operate;
uncertainty arising out of foreign government sovereignty over our international operations;
22
•
•
potentially uncertain or adverse tax consequences, including the repatriation of earnings from our non-U.S.
subsidiaries; and
potential reduction in opportunities resulting from market access restrictions.
Some of our international operations are in emerging markets where these risks are heightened and we anticipate that
we will continue to do business in such markets. Our pricing assumptions may be less predictable in emerging markets, and
deviations in actual experience from these assumptions could impact our profitability in these markets. Additionally, lack of legal
certainty and stability in the emerging markets exposes us to increased risk of disruption and adverse or unpredictable actions by
regulators and may make it more difficult for us to enforce our contracts, which may negatively impact our business.
The vote in 2016 by the UK to exit the European Union (“EU”), or Brexit, has created significant volatility in the global
financial markets. However, the eventual effects of the UK’s withdrawal from the EU (if it in fact occurs) on our business or our
investment portfolios is uncertain at this time and will depend on agreements the UK makes to retain access to EU markets either
during a transitional period or more permanently. It is possible that there will be greater restrictions, requirements and regulatory
complexities on reinsurance provided in the UK by entities located outside of the UK, which may adversely affect our business,
financial condition or results of operations. Furthermore, Brexit could adversely affect European and worldwide economic
conditions and could contribute to greater instability in the global financial markets before and after the terms of the UK’s future
relationship with the EU are settled.
We cannot assure you that we will be able to manage the risks associated with our international operations effectively
or that they will not have an adverse effect on our business, financial condition or results of operations.
We depend on the performance of others, and their failure to perform in a satisfactory manner would negatively affect us.
In the normal course of business, we seek to limit our exposure to losses from our reinsurance contracts by ceding a
portion of the reinsurance to other insurance enterprises or retrocessionaires. We cannot assure you that these insurance enterprises
or retrocessionaires will be able to fulfill their obligations to us. As of December 31, 2018, the retrocession pool members
participating in our excess retention pool that have been reviewed by A.M. Best Company, were rated “A-” or better, except for
one pool member that was rated “B+.” A rating of “A-” is the fourth highest rating out of sixteen possible ratings. We are also
subject to the risk that our clients will be unable to fulfill their obligations to us under our reinsurance agreements with them.
We rely upon our insurance company clients to provide timely, accurate information. We may experience volatility in
our earnings as a result of erroneous or untimely reporting from our clients. We work closely with our clients and monitor their
reporting to minimize this risk. We also rely on original underwriting decisions made by our clients. We cannot assure you that
these processes or those of our clients will adequately control business quality or establish appropriate pricing.
For some reinsurance agreements, the ceding company withholds and legally owns and manages assets equal to the net
statutory reserves, and we reflect these assets as funds withheld at interest on our balance sheet. If a ceding company was to become
insolvent, we would need to assert a claim on the assets supporting our reserve liabilities. We attempt to mitigate our risk of loss
by offsetting amounts for claims or allowances that we owe the ceding company with amounts that the ceding company owes to
us. We are subject to the investment performance on the withheld assets, although we do not directly control them. We help to set,
and monitor compliance with, the investment guidelines followed by these ceding companies. However, to the extent that such
investment guidelines are not appropriate, or to the extent that the ceding companies do not adhere to such guidelines, our risk of
loss could increase, which could materially adversely affect our financial condition and results of operations. For additional
information on funds withheld at interest, see “Investments-Funds Withheld at Interest” in Management’s Discussion and Analysis
of Financial Condition and Results of Operations.
We use the services of third-parties such as asset managers, software vendors and administrators to perform various
functions that are important to our business. For instance, we have engaged third party investment managers to manage certain
assets where our investment management expertise is limited, who we rely on to provide investment advice and execute investment
transactions that are within our investment policy guidelines. Our third party service providers rely on their computer systems and
their ability to maintain the security, confidentiality, integrity and privacy of those systems and the data residing on such systems.
Our service providers may be subject to cybersecurity attacks and may not sufficiently protect their information technology and
related data, which may impact their ability to provide us services and protect our data, which may subject us to losses and harm
our reputation. Poor performance on the part of these outside vendors could negatively affect our operations and financial
performance.
As with all financial services companies, our ability to conduct business depends on consumer confidence in the industry
and our financial strength. Actions of competitors, and financial difficulties of other companies in the industry, and related adverse
publicity, could undermine consumer confidence and harm our reputation and business.
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Epidemics and pandemics, natural and man-made disasters, catastrophes and events, including terrorist attacks, could
adversely affect our business, financial condition and results of operations.
Epidemics and pandemics, as well as natural disasters, climate change and terrorist attacks and other catastrophes and
events can adversely affect our business, financial condition and results of operations because they exacerbate mortality and
morbidity risk. The likelihood, timing, and severity of these events cannot be predicted. A pandemic or other disaster could have
a major impact on the global economy or the economies of particular countries or regions, including travel, trade, tourism, the
health system, food supply, consumption, overall economic output, as well as on the financial markets. In addition, a pandemic
or other disaster that affected our employees or the employees of companies with which we do business could disrupt our business
operations. The effectiveness of external parties, including governmental and non-governmental organizations, in combating the
spread and severity of such an event could have a material impact on the losses we experience. These events could cause a material
adverse effect on our results of operations in any period and, depending on their severity, could also materially and adversely
affect our financial condition.
Additionally, the impact of an increase in global average temperatures could cause changes in weather patterns, resulting
in more severe and more frequent natural disasters such as forest fires, hurricanes, tornadoes, floods and storm surges and may
impact disease incidence and severity, food and water supplies and the general health of impacted populations. These climate
change trends are expected to continue in the future and may impact nearly all sectors of the economy to varying degrees. We
cannot predict the long-term impacts of climate change for the Company and our clients, but such events may adversely impact
our mortality and morbidity rates and also may impact asset prices, financial markets and general economic conditions.
We believe our reinsurance programs are sufficient to reasonably limit our net losses for individual life claims relating
to potential future natural disasters and terrorist attacks under some circumstances. However, the consequences of natural disasters,
climate change, terrorist attacks, armed conflicts, epidemics and pandemics are unpredictable, and we may not be able to foresee
events that could have an adverse effect on our business.
We operate in a highly competitive and dynamic industry.
The reinsurance industry is highly competitive, and we encounter significant competition in all lines of business from
other reinsurance companies, as well as competition from other providers of financial services. Our competitors vary by geographic
market, and many of our competitors have greater financial resources than we do. Our ability to compete depends on, among other
things, pricing and other terms and conditions of reinsurance agreements, our ability to maintain strong financial strength ratings
from rating agencies, and our service and experience in the types of business that we underwrite. Competition from other reinsurers
could adversely affect our competitive position.
We compete based on the strength of our underwriting operations, insights on mortality trends based on our large book
of business, our ability to efficiently execute transactions, our client relationships and responsive service. We believe our quick
response time to client requests for individual underwriting quotes, our underwriting expertise and our ability to structure solutions
to meet clients’ needs are important elements to our strategy and lead to other business opportunities with our clients. Our business
will be adversely affected if we are unable to maintain these competitive advantages.
The insurance and reinsurance industries are subject to ongoing changes from market pressures brought about by customer
demands, changes in law, changes in economic conditions such as interest rates and investment performance, technological
innovation, marketing practices and new providers of insurance and reinsurance solutions. Because of these and other factors,
we are required to anticipate market trends and make changes to differentiate our products and services from those of our
competitors. Failure to anticipate these market trends or to differentiate our products and services may affect our ability to grow
or to maintain our current position in the industry. A failure to meet evolving consumer demands by the insurance industry and
us through innovative product development, effective distribution channels and investments in technology could adversely affect
the insurance industry and our operating results. Similarly, our failure to meet the changing demands of our insurance company
clients could negatively impact our financial performance. Additionally, our failure to adjust our strategies in response to changing
economic conditions could impact our competitive position and have a material adverse effect on our business, financial condition
and results of operations.
Tax law changes or a prolonged economic downturn could reduce the demand for insurance products, which could adversely
affect our business.
Under the U.S. Internal Revenue Code, income tax payable by policyholders on investment earnings is deferred during
the accumulation period of some life insurance and annuity products. To the extent that the U.S. Internal Revenue Code is revised
to reduce benefits associated with the tax-deferred status of life insurance and annuity products, or to increase the tax-deferred
status of competing products, all life insurance companies would be adversely affected with respect to their ability to sell such
products, and, depending on grandfathering provisions, by the surrenders of existing annuity contracts and life insurance policies.
In addition, life insurance products are often used to fund estate tax obligations. The estate tax provisions of the U.S. Internal
Revenue Code have been revised frequently in the past. If Congress adopts legislation in the future to reduce or eliminate the
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estate tax, our U.S. life insurance company customers could face reduced demand for some of their life insurance products, which
in turn could negatively affect our reinsurance business. We cannot predict whether any tax legislation impacting corporate taxes
or insurance products will be enacted, what the specific terms of any such legislation will be or whether any such legislation would
have a material adverse effect on our business, financial condition and results of operations.
A general economic downturn or a downturn in the capital markets could adversely affect the market for many life
insurance and annuity products. Factors such as consumer spending, business investment, government spending, the volatility and
strength of the capital markets, deflation and inflation affect the economic environment and thus the profitability of our business.
An economic downturn may yield higher unemployment and lower family income, corporate earnings, business investment and
consumer spending, and could result in decreased demand for life insurance and annuity products. Because we obtain substantially
all of our revenues through reinsurance arrangements that cover a portfolio of life insurance products and annuities, our business
would be harmed if the market for annuities or life insurance was adversely affected. Therefore, adverse changes in the economy
could adversely affect our business, financial condition and results of operations.
We could be subject to additional income tax liabilities.
We are subject to income taxes in the U.S. and numerous foreign jurisdictions. Tax laws, regulations and administrative
practices in various jurisdictions may be subject to significant change, with or without notice, due to economic, political and other
conditions, and significant judgment is required in evaluating and estimating our provision and accruals for these taxes. The U.S.
recently enacted tax reform legislation commonly referred to as the U.S. Tax Cuts and Jobs Act of 2017 (“U.S. Tax Reform”),
which among other things, includes changes to U.S. federal tax rates, imposes significant additional limitations on the deductibility
of interest and net operating losses, allows for the expensing of certain capital expenditures and implements a number of changes
impacting operations outside of the U.S. including, but not limited to, imposing a one-time tax on accumulated post-1986 deferred
foreign income that has not previously been subject to tax, modifying the treatment of certain intercompany transactions that are
viewed as eroding the U.S. tax base and imposing a minimum tax on overseas operations that operate in low tax jurisdictions.
In addition, a number of countries are actively pursuing changes to their tax laws applicable to multinational corporations.
Foreign governments may enact tax laws in response to U.S. Tax Reform that could result in further changes to global taxation
and materially affect our financial position and results of operations.
Our ability to minimize additional tax payments by restructuring various aspects of our business operations may be
hindered by uncertainty regarding U.S. Tax Reform, other new tax laws and future guidance issued by the U.S. Treasury Department,
foreign taxing authorities or insurance regulators. For instance, the U.S. Treasury Department, the IRS, and other standard-setting
bodies could interpret or issue guidance on how U.S. Tax Reform will be applied that is different from our interpretations. We
continue to examine the impact that U.S. Tax Reform and other tax legislation may have on our business. The impact of such tax
legislation on our financial position and operations is uncertain and could be adverse.
Acquisitions and significant transactions involve varying degrees of risk that could affect our profitability.
We have made, and may in the future make, acquisitions, either of selected blocks of business or other companies. The
success of these acquisitions depends on, among other factors, our ability to appropriately price and evaluate the risks of the
acquired business. Additionally, acquisitions may expose us to operational challenges and various risks, including:
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the ability to integrate the acquired business operations and data with our systems;
the availability of funding sufficient to meet increased capital needs;
the ability to fund cash flow shortages that may occur if anticipated revenues are not realized or are delayed, whether
by general economic or market conditions or unforeseen internal difficulties; and
the possibility that the value of investments acquired in an acquisition may be lower than expected or may diminish
due to credit defaults or changes in interest rates and that liabilities assumed may be greater than expected (due to,
among other factors, less favorable than expected mortality or morbidity experience).
A failure to successfully manage the operational challenges and risks associated with or resulting from significant
transactions, including acquisitions, could adversely affect our business, financial condition or results of operations.
Our risk management policies and procedures could leave us exposed to unidentified or unanticipated risk, which could
negatively affect our business, financial condition or results of operations.
Our risk management policies and procedures, designed to identify, monitor and manage both internal and external risks,
may not adequately predict future exposures, which could be significantly greater than expected. In addition, these identified risks
may not be the only risks facing us. Additional risks and uncertainties not currently known to us, or that we currently deem to be
immaterial, may adversely affect our business, financial condition or results of operations.
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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, we 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 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 adverse mortality, morbidity or policyholder behavior, the
effectiveness of our risk management strategies may be limited, resulting in losses. 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 us to mitigate risk due to the activity of such other market participants.
Past or future misconduct by our employees or employees of our vendors could result in violations of law by us, regulatory
sanctions and serious reputational or financial harm and the precautions we take to prevent and detect this activity may not be
effective in all cases. There can be no assurance that controls and procedures that we employ, which are designed to monitor
associates’ business decisions and prevent us from taking excessive or inappropriate risks, will be effective. We review our
compensation policies and practices as part of our overall risk management program, but it is possible that our compensation
policies and practices could inadvertently incentivize excessive or inappropriate risk taking. If our associates 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 failure in cyber or other information security systems, including a failure to maintain the security, confidentiality,
integrity or privacy of sensitive data residing on such systems, as well as the occurrence of unanticipated events affecting
our disaster recovery systems and business continuity planning, could impair our ability to conduct business effectively.
Our business is highly dependent upon the effective operation of our computer systems. The failure of our computer
systems or disaster recovery capabilities for any reason could cause significant interruptions in our operations and result in a failure
to maintain the security, confidentiality, integrity or privacy of sensitive or personal data, related to our customers, insured
individuals or employees. Like other global companies, we have experienced threats to our data and systems from time to time.
However, we have not detected or identified any evidence to indicate we have experienced a material breach of cybersecurity.
Administrative and technical controls, security measures and other preventative actions we take to reduce the risk of such incidents
and protect our information technology may not be sufficient to prevent physical and electronic break-ins, and similar disruptions
from unauthorized tampering with our computer systems. Such a failure could harm our reputation, subject us to investigations,
litigation, regulatory sanctions and other claims and expenses, lead to loss of customers and revenues and otherwise adversely
affect our business, financial condition or results of operations.
We rely on our computer systems for a variety of business functions across our global operations, including for the
administration of our business, underwriting, claims, performing actuarial analysis and maintaining financial records. We depend
heavily upon these computer systems to provide reliable service, data and reports. Upon a disaster such as a natural catastrophe,
epidemic, industrial accident, blackout, computer virus, terrorist attack or war, unanticipated problems with our disaster recovery
systems could have a material adverse impact on our ability to conduct business and on our financial condition and results of
operations, particularly if those problems affect our computer-based data processing, transmission, storage and retrieval systems
and destroy valuable data. While we maintain liability insurance for cybersecurity and network interruption losses, our insurance
may not be sufficient to protect us against all losses. In addition, if a significant number of our managers were unavailable upon
a disaster, our ability to effectively conduct business could be severely compromised. These interruptions also may interfere with
our clients’ ability to provide data and other information to us, and our employees’ ability to perform their job responsibilities.
Failure to protect the confidentiality of information could adversely affect our reputation and have a material adverse
effect on our business, financial condition and results of operations.
Many jurisdictions in which we operate have enacted laws to safeguard the privacy and security of personal information.
Additionally, various government agencies have established rules protecting the privacy and security of such information. These
laws and rules vary greatly by jurisdiction. Some of our employees have access to personal information of policy holders. We
rely on internal controls to protect the confidentiality of this information. It is possible that an employee could, intentionally or
unintentionally, disclose or misappropriate confidential information or our data could be the subject of a cybersecurity attack. If
we fail to maintain adequate internal controls or if our employees fail to comply with our policies, misappropriation or intentional
or unintentional inappropriate disclosure or misuse of client information could occur. Such internal control inadequacies or non-
compliance could materially damage our reputation or lead to civil or criminal penalties, which, in turn, could have a material
adverse effect on our business, financial condition and results of operations. In addition, we analyze customer data to better manage
our business. There has been increased scrutiny, including from U.S. state regulators, regarding the use of “big data” techniques.
We cannot predict what, if any, actions may be taken with regard to “big data,” but any inquiries could cause reputational harm
and any limitations could have a material impact on our business, financial condition and results of operations.
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Managing key employee attraction, retention and succession is critical to our success.
Our success depends in large part upon our ability to identify, hire, retain and motivate highly skilled employees. We
would be adversely affected if we fail to adequately plan for the succession of our senior management and other key employees.
While we have succession plans and long-term compensation plans designed to retain our existing employees and attract and retain
additional qualified personnel in the future, our succession plans may not operate effectively and our compensation plans cannot
guarantee that the services of these employees will continue to be available to us.
Risks Related to Our Investments
Adverse capital and credit market conditions and access to credit facilities may significantly affect our ability to meet
liquidity needs, access to capital and cost of capital.
The capital and credit markets experience varying degrees of volatility and disruption. In some periods, the markets have
exerted downward pressure on availability of liquidity and credit capacity for certain issuers.
We need liquidity to make our benefit payments, pay our operating expenses, interest on our debt and dividends on our
capital stock and to replace certain maturing liabilities. Without sufficient liquidity, we will be forced to curtail our operations,
and our business will be adversely affected. The principal sources of our liquidity are reinsurance premiums under reinsurance
treaties and cash flows from our investment portfolio and other assets. Sources of liquidity in normal markets also include proceeds
from the issuance of a variety of short- and long-term instruments, including medium- and long-term debt, subordinated and junior
subordinated debt securities, capital securities and common stock.
If current resources do not satisfy our needs, we may have to seek additional financing. The availability of additional
financing will depend on a variety of factors such as market conditions, the general availability of equity and credit, the volume
of trading activities, the overall availability of credit to the financial services industry, our credit ratings and credit capacity, as
well as the possibility that customers or lenders could develop a negative perception of our long- or short-term financial prospects.
Similarly, our access to funds may be impaired if regulatory authorities or rating agencies take negative actions against us. Our
internal sources of liquidity may prove to be insufficient, and in such case, we may not be able to successfully obtain additional
financing on favorable terms, or at all.
Disruptions, uncertainty or volatility in the capital and credit markets may also limit our access to capital required to
operate our business, most significantly our reinsurance operations. Such market conditions may limit our ability to replace maturing
liabilities in a timely manner, satisfy statutory capital requirements, generate fee income and market-related revenue to meet
liquidity needs and access the capital necessary to grow our business. As such, we may be forced to delay raising capital, issue
shorter tenor securities than we prefer, or bear an unattractive cost of capital, which could decrease our profitability and significantly
reduce our financial flexibility. Further, our ability to finance our statutory reserve requirements depends on market conditions.
If market capacity is limited for a prolonged period of time, our ability to obtain new funding for such purposes may be hindered
and, as a result, our ability to write additional business in a cost-effective manner may be limited or otherwise adversely affected.
We also rely on our unsecured credit facilities, including our $850 million syndicated credit facility, as potential sources
of liquidity. Our credit facilities contain administrative, reporting, legal and financial covenants, and our syndicated credit facility
includes requirements to maintain a specified minimum consolidated net worth and a minimum ratio of consolidated indebtedness
to total capitalization. If we were unable to access our credit facilities it could materially impact our capital position. The availability
of these facilities could be critical to our credit and financial strength ratings and our ability to meet our obligations as they come
due in a market when alternative sources of credit are unavailable.
Difficult conditions in the global capital markets and the economy generally may materially adversely affect our business,
financial condition and results of operations.
Our results of operations, financial condition, cash flows and statutory capital position are materially affected by conditions
in the global capital markets and the economy generally, both in the U.S. and elsewhere around the world. Poor economic conditions,
volatility and disruptions in capital markets or financial asset classes and geopolitical upheaval (including trade disputes) can have
an adverse effect on our business because our investment portfolio and some of our liabilities are sensitive to changing market
factors. Additionally, disruptions in one market or asset class can also spread to other markets or asset classes.
Concerns over U.S. fiscal policy and the trajectory of the U.S. national debt could have severe repercussions to the U.S.
and global credit and financial markets, further exacerbate concerns over sovereign debt and disrupt economic activity in the U.S.
and elsewhere. As a result, our access to, or cost of, liquidity may deteriorate. As a result of uncertainty regarding U.S. national
debt, the market value of some of our investments may decrease, and our capital adequacy could be adversely affected. Further
downgrades, together with the sustained current trajectory of the U.S. national debt, could have adverse effects on our business,
financial condition and results of operations.
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Past economic uncertainties and weakness and disruption of the financial markets around the world, such as the results
of Brexit, the solvency of certain European Union member states and of financial institutions that have significant direct or indirect
exposure to debt issued by such countries, have led and may lead to concerns over capital markets access. In addition, there are
ongoing risks around the world related to interest rate fluctuations, slowing global growth, commodity prices and the devaluation
of certain currencies. These events and continuing market upheavals may have an adverse effect on us, in part because we have
a large investment portfolio and are also dependent upon customer behavior. Our revenues may decline in such circumstances and
our profit margins may erode. In addition, upon prolonged market events, such as the global credit crisis, we could incur significant
investment-related losses. Even in the absence of a market downturn, we are exposed to substantial risk of loss due to market
volatility.
If our investment strategy is unsuccessful, we could suffer losses.
The success of our investment strategy is crucial to the success of our business. In particular, we structure our investments
to match our anticipated liabilities under reinsurance treaties to the extent we believe necessary. If our calculations with respect
to these reinsurance liabilities are incorrect, or if we improperly structure our investments to match such liabilities, we could be
forced to liquidate investments prior to maturity at a significant loss.
Our investment guidelines permit us to invest up to 6.5% of our investment portfolio in non-investment grade fixed
maturity securities. While any investment carries some risk, the risks associated with lower-rated securities are greater than the
risks associated with investment grade securities. The risk of loss of principal or interest through default is greater because lower-
rated securities are usually unsecured and are often subordinated to an issuer’s other obligations. Additionally, the issuers of these
securities frequently have relatively high debt levels and are thus more sensitive to difficult economic conditions, specific corporate
developments and rising interest rates, which could impair an issuer’s capacity or willingness to meet its financial commitment
on such lower-rated securities. As a result, the market price of these securities may be quite volatile, and the risk of loss is greater.
The success of any investment activity is affected by general economic conditions, including the level and volatility of
interest rates and the extent and timing of investor participation in such markets, which may adversely affect the markets for
interest rate sensitive securities, mortgages and equity securities. Unexpected volatility or illiquidity in the markets in which we
directly or indirectly hold positions could adversely affect us.
Interest rate fluctuations could negatively affect the income we derive from the difference between the interest rates we
earn on our investments and interest we pay under our reinsurance contracts.
Significant changes in interest rates expose reinsurance companies to the risk of reduced investment income or actual
losses based on the difference between the interest rates earned on investments and the credited interest rates paid on outstanding
reinsurance contracts. Both rising and declining interest rates can negatively affect the income we derive from these interest rate
spreads. During periods of rising interest rates, we may be contractually obligated to reimburse our clients for the greater amounts
they credit on certain interest-sensitive products. However, we may not have the ability to immediately acquire investments with
interest rates sufficient to offset the increased crediting rates on our reinsurance contracts. During periods of falling interest rates,
our investment earnings will be lower because new investments in fixed maturity securities will likely bear lower interest rates.
We may not be able to fully offset the decline in investment earnings with lower crediting rates on underlying annuity products
related to certain of our reinsurance contracts. Our asset/liability management programs and procedures may not reduce the
volatility of our income when interest rates are rising or falling, and thus we cannot assure you that changes in interest rates will
not affect our interest rate spreads.
Changes in interest rates may also affect our business in other ways. Higher interest rates may result in increased surrenders
on interest-based products of our clients, which may affect our fees and earnings on those products. Lower interest rates may result
in lower sales of certain insurance and investment products of our clients, which would reduce the demand for our reinsurance of
these products. If interest rates remain low for an extended period of time, it may adversely affect our cash flows, financial condition
and results of operations.
The liquidity and value of some of our investments may become significantly diminished.
There may be illiquid markets for certain investments we hold in our investment portfolio. These include privately-placed
fixed maturity securities, options and other derivative instruments, mortgage loans, policy loans, limited partnership interests, and
real estate equity, such as real estate joint ventures and funds. Additionally, markets for certain of our investments that are currently
liquid may experience reduced liquidity during periods of market volatility or disruption. If we were forced to sell certain of our
investments into illiquid markets, prices may be lower than our carrying value in such investments. This could result in realized
losses which could have a material adverse effect on our results of operations and financial condition, as well as our financial
ratios, which could affect compliance with our credit instruments and rating agency capital adequacy measures.
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We could be forced to sell investments at a loss to cover policyholder withdrawals, recaptures of reinsurance treaties or
other events.
Some of the products offered by our insurance company customers allow policyholders and contract holders to withdraw
their funds under defined circumstances. Our reinsurance subsidiaries manage their liabilities and configure their investment
portfolios so as to provide and maintain sufficient liquidity to support anticipated withdrawal demands and contract benefits and
maturities under reinsurance treaties with these customers. While our reinsurance subsidiaries own a significant amount of liquid
assets, a portion of their assets are relatively illiquid. Unanticipated withdrawal or surrender activity could, under some
circumstances, require our reinsurance subsidiaries to dispose of assets on unfavorable terms, which could have an adverse effect
on us. Reinsurance agreements may provide for recapture rights on the part of our insurance company customers. Recapture rights
permit these customers to reassume all or a portion of the risk formerly ceded to us after an agreed-upon time, usually ten years,
subject to various conditions.
Recapture of business previously ceded does not affect premiums ceded prior to the recapture, but may result in immediate
payments to our insurance company customers and a charge to income for costs that we deferred when we acquired the business
but are unable to recover upon recapture. Under some circumstances, payments to our insurance company customers could require
our reinsurance subsidiaries to dispose of assets on unfavorable terms.
Defaults, downgrades or other events impairing the value of our fixed maturity securities portfolio may reduce our earnings.
We are subject to the risk that the issuers, or guarantors, of fixed maturity securities we own may default on principal
and interest payments they owe us. Fixed maturity securities represent a substantial portion of our total cash and invested assets.
The occurrence of a major economic downturn (or a prolonged downturn in the economy), acts of corporate malfeasance, widening
risk spreads, or other events that adversely affect the issuers or guarantors of these securities could cause the value of our fixed
maturity securities portfolio and our net income to decline and the default rate of the fixed maturity securities in our investment
portfolio to increase. A ratings downgrade affecting issuers or guarantors of particular securities, or similar trends that could worsen
the credit quality of issuers, such as the corporate issuers of securities in our investment portfolio, could also have a similar effect.
With economic uncertainty, credit quality of issuers or guarantors could be adversely affected. Any event reducing the value of
these securities other than on a temporary basis could have a material adverse effect on our business, financial condition or results
of operations.
The defaults or deteriorating credit of other financial institutions could adversely affect us.
We have exposure to many different industries and counterparties, and routinely execute transactions with counterparties
in the financial services industry, including brokers and dealers, insurance companies, commercial banks, investment banks,
investment funds and other institutions. Many of these transactions expose us to credit risk upon default of our counterparty. In
addition, with respect to secured and other transactions that provide for us to hold collateral posted by the counterparty, our credit
risk may be exacerbated when the collateral we hold cannot be liquidated at prices sufficient to recover the full amount of our
exposure. We also have exposure to these financial institutions in the form of unsecured debt instruments, derivative transactions
and equity investments. There can be no assurance that losses or impairments to the carrying value of these assets would not
materially and adversely affect our business, financial condition or results of operations.
Defaults on our mortgage loans or the mortgage loans underlying our investments in mortgage-backed securities and
volatility in performance of our investments in real-estate related assets may adversely affect our profitability.
A portion of our investment portfolio consists of assets linked to real estate, including mortgage loans on commercial
properties and investments in commercial mortgage-backed securities (“CMBS”) and residential mortgage-backed securities
(“RMBS”). Delinquency and defaults by third parties in the payment or performance of their obligations underlying these assets
could reduce our investment income and realized investment gains or result in the recognition of investment losses. Mortgage
loans are stated on our balance sheet at unpaid principal balance, adjusted for any unamortized premium or discount, deferred fees
or expenses, and are net of valuation allowances. We establish valuation allowances for estimated impairments as of the balance
sheet date. Such valuation allowances are based on the excess carrying value of the loan over the present value of expected future
cash flows discounted at the loan’s original effective interest rate, the value of the loan’s collateral if the loan is in the process of
foreclosure or is otherwise collateral-dependent, or the loan’s market value if the loan is being sold. CMBS and RMBS are stated
on our balance sheet at fair value. The performance of our mortgage loan investments and our investments in CMBS and RMBS,
however, may fluctuate in the future. An increase in the default rate of our mortgage loan investments or the mortgage loans
underlying our investments in CMBS and RMBS could have a material adverse effect on our financial condition or results of
operations.
Further, any geographic or sector concentration of our mortgage loans or the mortgage loans underlying our investments
in CMBS and RMBS may have adverse effects on our investment portfolios and consequently on our consolidated results of
operations or financial condition. While we seek to mitigate this risk by having a broadly diversified portfolio, events or
29
developments that have a negative effect on any particular geographic region or sector may have a greater adverse effect on the
investment portfolios to the extent that the portfolios are concentrated. Moreover, our ability to sell assets relating to such particular
groups of related assets may be limited if other market participants are seeking to sell at the same time.
Our valuation of fixed maturity and equity securities and derivatives include methodologies, estimations and assumptions
that are subject to differing interpretations and could result in changes to investment valuations that may have a material
adverse effect on our financial condition or results of operations.
Fixed maturity, equity securities and short-term investments, which are primarily reported at fair value on the consolidated
balance sheets, represent the majority of our total cash and invested assets. We have categorized these securities into a three-level
hierarchy, based on the priority of the inputs to the respective valuation technique. The fair value hierarchy gives the highest
priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs
(Level 3). An asset or liability’s classification within the fair value hierarchy is based on the lowest level of significant input to
its valuation. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and
unobservable (Level 3). Therefore, gains and losses for such assets and liabilities categorized within Level 3 may include changes
in fair value that are attributable to both observable market inputs (Levels 1 and 2) and unobservable market inputs (Level 3).
The determination of fair values in the absence of quoted market prices is based on: (i) valuation methodologies;
(ii) securities we deem to be comparable; and (iii) assumptions deemed appropriate based on market conditions specific to the
security. The fair value estimates are made at a specific point in time, based on available market information and judgments about
assets and liabilities, including estimates of the timing and amounts of expected future cash flows and the credit standing of the
issuer or counterparty. Factors considered in estimating fair value include: coupon rate, maturity, estimated duration, call provisions,
sinking fund requirements, credit rating, industry sector of the issuer, and quoted market prices of comparable securities. The use
of different methodologies and assumptions may have a material effect on the estimated fair value amounts.
During periods of market disruption, including periods of significantly rising or high interest rates, rapidly widening
credit spreads or illiquidity, it may be difficult to value certain of our securities if trading becomes less frequent or market data
becomes less observable. There may be certain asset classes that were in active markets with significant observable data that
become illiquid due to the financial environment. In such cases, more securities may fall to Level 3 and thus require more subjectivity
and management judgment. As such, valuations may include inputs and assumptions that are less observable or require greater
estimation as well as valuation methods that are more sophisticated or require greater estimation thereby resulting in values that
may be different than the value at which the investments may be ultimately sold. Further, rapidly changing or disruptive 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. Decreases in value may have a material adverse
effect on our financial condition or results of operations.
The reported value of our relatively illiquid types of investments, our investments in the asset classes described in the
paragraph above and, at times, our high-quality, generally liquid asset classes, do not necessarily reflect the lowest current market
price for the asset. If we were forced to sell certain of our assets in disruptive or volatile market conditions, there can be no
assurance that we will be able to sell them for the prices at which we have recorded them and we may be forced to sell them at
significantly lower prices.
The determination of the amount of allowances and impairments taken on our investments is highly subjective and could
materially affect our financial condition or results of operations.
The determination of the amount of allowances and impairments vary by investment type and is based upon our periodic
evaluation and assessment of known and inherent risks associated with the respective asset class. Such evaluations and assessments
are revised as conditions change and new information becomes available. Management updates its evaluations regularly and
reflects changes in allowances and impairments in operations as such evaluations are revised.
For example, the cost of our fixed maturity securities is adjusted for impairments in value deemed to be other-than-
temporary in the period in which the determination is made. The assessment of whether impairments have occurred is based on
management’s case-by-case evaluation of the underlying reasons for the decline in fair value. Our management considers a wide
range of factors about the security issuer and uses their best judgment in evaluating the cause of the decline in the estimated fair
value of the security and in assessing the prospects for near-term recovery. Inherent in management’s evaluation of the security
are assumptions and estimates about the operations of the issuer and its future earnings potential. There can be no assurance that
our management has accurately assessed the level of impairments taken, or allowances reflected in our financial statements and
their potential impact on regulatory capital. Furthermore, additional impairments or additional allowances may be needed in the
future.
30
Our investments are reflected within the consolidated financial statements utilizing different accounting bases and
accordingly we may not have recognized differences, which may be significant, between cost and fair value in our
consolidated financial statements.
Certain of our principal investments are in fixed maturity securities, short-term investments, mortgage loans, policy loans,
funds withheld at interest and other invested assets. The carrying value of such investments is as follows:
•
•
Fixed maturity securities are classified as available-for-sale and are reported at their estimated fair value. Unrealized
investment gains and losses on these securities are recorded as a separate component of accumulated other
comprehensive income or loss, net of related deferred acquisition costs and deferred income taxes.
Short-term investments include investments with remaining maturities of one year or less, but greater than three
months, at the time of acquisition and are stated at estimated fair value or amortized cost, which approximates
estimated fair value.
• Mortgage and policy loans are stated at unpaid principal balance. Additionally, mortgage loans are adjusted for any
unamortized premium or discount, deferred fees or expenses, net of valuation allowances.
•
Funds withheld at interest represent amounts contractually withheld by ceding companies in accordance with
reinsurance agreements. The value of the assets withheld and interest income are recorded in accordance with specific
treaty terms.
• We use the cost method of accounting for investments in real estate joint ventures and other limited partnership
interests in which we have a minor equity investment and virtually no influence over the joint ventures or the
partnership’s operations. The equity method of accounting is used for investments in real estate joint ventures and
other limited partnership interests in which we have significant influence over the operating and financing decisions
but are not required to be consolidated. These investments are reflected in other invested assets on the consolidated
balance sheets.
Investments not carried at fair value in our consolidated financial statements — principally, mortgage loans, policy loans,
real estate joint ventures and other limited partnerships — may have fair values that are substantially higher or lower than the
carrying value reflected in our consolidated financial statements. Each of such asset classes is regularly evaluated for impairment
under the accounting guidance appropriate to the respective asset class.
Uncertainty relating to the LIBOR calculation process and potential phasing out of LIBOR after 2021 may adversely affect
the value of certain of our LIBOR-based assets and liabilities.
Actions by regulators or law enforcement agencies in the UK and elsewhere may result in changes to the manner in which
the London Interbank Offered Rate (“LIBOR”) is determined or the establishment of alternative reference rates. For example, on
July 27, 2017, the U.K. Financial Conduct Authority announced that it intends to stop persuading or compelling banks to submit
LIBOR rates after 2021. At this time, it is not possible to predict the effect of any such changes, any establishment of alternative
reference rates or any other reforms to LIBOR that may be enacted in the UK or elsewhere. The U.S. Federal Reserve, based on
the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (constituted of major derivative
market participants and their regulators), began publishing a Secured Overnight Funding Rate (SOFR) in April 2018 which is
intended to replace U.S. dollar LIBOR. Plans for alternative reference rates for other currencies have also been announced. At this
time, it is not possible to predict how markets will respond to these new rates, and the effect of any changes or reforms to LIBOR
or discontinuation of LIBOR on new or existing financial instruments to which we have exposure. If LIBOR ceases to exist or if
the methods of calculating LIBOR change from current methods for any reason, interest rates on our LIBOR-based assets and
liabilities may be adversely affected. Further, any uncertainty regarding the continued use and reliability of LIBOR as a benchmark
interest rate could adversely affect the trading market for and value of LIBOR-based securities, including certain of our LIBOR-
based assets and liabilities. More generally, any of the above changes or any other consequential changes to LIBOR or any other
“benchmark” as a result of international, national or other proposals for reform or other initiatives or investigations, or any further
uncertainty in relation to the timing and manner of implementation of such changes, could have a material adverse effect on the
value of and return on any securities based on or linked to a “benchmark,” such as certain of our LIBOR-based assets and liabilities.
We are not able to predict what the impact of such changes may be on our cash flows, financial condition and results of operations.
Risks Related to Ownership of Our Common Stock
We may not pay dividends on our common stock.
Our shareholders may not receive future dividends. Historically, we have paid quarterly dividends ranging from $0.027
per share in 1993 to $0.60 per share in 2018. All future payments of dividends, however, are at the discretion of our board of
directors and will depend on our earnings, capital requirements, insurance regulatory conditions, operating conditions and such
other factors as our board of directors may deem relevant. The amount of dividends that we can pay will depend in part on the
31
operations of our reinsurance subsidiaries. Under certain circumstances, we may be contractually prohibited from paying dividends
on our common stock due to restrictions associated with certain of our debt securities.
Certain provisions in our articles of incorporation and bylaws, and in Missouri law, may delay or prevent a change in
control, which could adversely affect the price of our common stock.
Certain provisions in our articles of incorporation and bylaws, as well as Missouri corporate law and state insurance
laws, may delay or prevent a change of control of RGA, which could adversely affect the price of our common stock. Our articles
of incorporation and bylaws contain some provisions that may make the acquisition of control of RGA without the approval of
our board of directors more difficult, including provisions relating to the nomination, election and removal of directors and
limitations on actions by our shareholders. In addition, Missouri law also imposes some restrictions on mergers and other business
combinations between RGA and holders of 20% or more of our outstanding common stock.
These provisions may have unintended anti-takeover effects, including to delay or prevent a change in control of RGA,
which could adversely affect the price of our common stock.
Applicable insurance laws may make it difficult to effect a change of control of RGA.
Before a person can acquire control of a U.S. insurance company, prior written approval must be obtained from the
insurance commission of the state where the domestic insurer is domiciled. Missouri insurance laws and regulations as well as
the insurance laws and regulations of Arizona and California provide that no person may acquire control of us, and thus indirect
control of our U.S. domiciled reinsurance subsidiaries, including RGA Reinsurance and Aurora National, unless:
•
•
such person has provided certain required information to the domiciliary state insurance department; and
such acquisition is approved by the domestic state Director of Insurance, to whom we refer as the Director of Insurance,
after a public hearing.
Under U.S. state insurance laws and regulations, any person acquiring 10% or more of the outstanding voting securities
of a corporation, such as our common stock, is presumed to have acquired control of that corporation and its subsidiaries.
Canadian federal insurance laws and regulations provide that no person may directly or indirectly acquire “control” of
or a “significant interest” in our Canadian insurance subsidiary, RGA Canada, unless:
•
•
such person has provided information, material and evidence to the Canadian Superintendent of Financial Institutions
as required by him; and
such acquisition is approved by the Canadian Minister of Finance.
For this purpose, “significant interest” means the direct or indirect beneficial ownership by a person, or group of persons
acting in concert, of shares representing 10% or more of a given class, and “control” of an insurance company exists when:
•
a person, or group of persons acting in concert, beneficially owns or controls an entity that beneficially owns securities,
such as our common stock, representing more than 50% of the votes entitled to be cast for the election of directors
and such votes are sufficient to elect a majority of the directors of the insurance company, or
•
a person has any direct or indirect influence that would result in control in fact of an insurance company.
Similar laws in other countries where we operate limit our ability to effect changes of control for subsidiaries organized
in such jurisdictions without the approval of local insurance regulatory officials. Prior to granting approval of an application to
directly or indirectly acquire control of a domestic or foreign insurer, an insurance regulator in any jurisdiction may consider such
factors as the financial strength of the applicant, the integrity of the applicant’s board of directors and executive officers, the
applicant’s plans for the future operations of the domestic insurer and any anti-competitive results that may arise from the
consummation of the acquisition of control.
Issuing additional shares may dilute the value or affect the price of our common stock.
Our board of directors has the authority, without action or vote of the shareholders, to issue any or all authorized but
unissued shares of our common stock, including securities convertible into, or exchangeable for, our common stock and authorized
but unissued shares under our equity compensation plans. In the future, we may issue such additional securities, through public
or private offerings, in order to raise additional capital. Any such issuance will dilute the percentage ownership of shareholders
and may dilute the per share projected earnings or book value of our common stock. In addition, option holders may exercise their
options at any time when we would otherwise be able to obtain additional equity capital on more favorable terms.
The price of our common stock may fluctuate significantly.
The overall market and the price of our common stock may continue to fluctuate as a result of many factors in addition
to those discussed in the preceding risk factors. These factors, some or all of which are beyond our control, include:
32
•
•
•
•
•
•
actual or anticipated fluctuations in our operating results;
changes in expectations as to our future financial performance or changes in financial estimates of securities analysts;
success of our operating and growth strategies;
investor anticipation of strategic and technological threats, whether or not warranted by actual events;
operating and stock price performance of other comparable companies; and
realization of any of the risks described in these risk factors or those set forth in any subsequent Annual Report on
Form 10-K or Quarterly Reports on Form 10-Q.
In addition, the stock market has historically experienced volatility that often has been unrelated or disproportionate to
the operating performance of particular companies. These broad market and industry fluctuations may adversely affect the trading
price of our common stock, regardless of our actual operating performance.
The occurrence of various events may adversely affect the ability of RGA and its subsidiaries to fully utilize any net operating
losses (“NOL”s) and other tax attributes.
RGA and its subsidiaries may, from time to time, have a substantial amount of NOLs and other tax attributes, for
U.S. federal income tax purposes, to offset taxable income and gains. If a corporation experiences an ownership change, it is
generally subject to an annual limitation, which limits its ability to use its NOLs and other tax attributes. Events outside of our
control may cause RGA (and, consequently, its subsidiaries) to experience an “ownership change” under Sections 382 and 383 of
the Internal Revenue Code and the related Treasury regulations, and limit the ability of RGA and its subsidiaries to utilize fully
such NOLs and other tax attributes. If we were to experience an ownership change, we could potentially have higher U.S. federal
income tax liabilities than we would otherwise have had, which would negatively impact our financial condition and results of
operations.
Item 1B. UNRESOLVED STAFF COMMENTS
The Company has no unresolved staff comments from the Securities and Exchange Commission.
Item 2. PROPERTIES
The Company’s headquarters is located at 16600 Swingley Ridge Road, Chesterfield, Missouri, which comprises
approximately 400,000 square feet. In addition, the Company leases approximately 405,000 square feet of office space in 50
locations throughout the world.
Most of the Company’s leases have terms of three to five years; while some leases have longer terms, none exceed 15
years. As provided in Note 12 – “Commitments, Contingencies and Guarantees” in the Notes to Consolidated Financial Statements,
the rental expense on operating leases for office space and equipment totaled $17.5 million for 2018.
The Company believes its facilities have been generally well maintained and are in good operating condition. The
Company believes the facilities are sufficient for its current requirements.
Item 3. LEGAL PROCEEDINGS
The Company is subject to litigation in the normal course of its business. The Company currently has no material litigation.
A legal reserve is established when the Company is notified of an arbitration demand or litigation or is notified that an arbitration
demand or litigation is imminent, it is probable that the Company will incur a loss as a result and the amount of the probable loss
is reasonably capable of being estimated.
Item 4. MINE SAFETY DISCLOSURES
Not applicable.
33
PART II
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
Insurance companies are subject to statutory regulations that restrict the payment of dividends. See Item 1 under the
caption Regulation – “Restrictions on Dividends and Distributions”. See Item 8, Note 17 – “Equity” in the Notes to Consolidated
Financial Statements for information regarding board-approved stock repurchase plans. See Item 12 for information about the
Company’s compensation plans.
Reinsurance Group of America, Incorporated common stock is traded on the New York Stock Exchange (NYSE) under
the symbol “RGA”. On January 31, 2019, there were 25,527 stockholders of record of RGA’s common stock and 62.8 million
shares outstanding.
Issuer Purchases of Equity Securities
The following table summarizes RGA’s repurchase activity of its common stock during the quarter ended December 31,
2018:
October 1, 2018 -
October 31, 2018
November 1, 2018 -
November 30, 2018
December 1, 2018 -
December 31, 2018
Total Number of
Shares
Purchased (1)
Average Price
Paid per
Share
Total Number of
Shares
Purchased as Part of
Publicly
Announced Plans
or Programs
Maximum Number (or
Approximate Dollar
Value) of Shares that
May
Yet Be Purchased
Under
the Plan or Program
181,910
5,382
36
$
$
$
137.54
145.09
136.81
181,760
$
89,579,317
— $
89,579,317
— $
89,579,317
(1) RGA repurchased 181,760 of common stock under its share repurchase program for $25.0 million during October 2018 and had no repurchases of common
stock under its share repurchase program for November and December 2018. The Company net settled - issuing 394, 14,315 and 117 shares from treasury
and repurchasing from recipients 150, 5,382 and 36 shares in October, November and December 2018, respectively, in settlement of income tax withholding
requirements incurred by the recipients of equity incentive awards.
On January 24, 2019, RGA’s board of directors authorized a share repurchase program for up to $400.0 million of RGA’s
outstanding common stock. The authorization was effective immediately and does not have an expiration date. In connection
with this new authorization, the board of directors terminated the stock repurchase authority granted in 2017.
34
Comparison of 5-Year Cumulative Total Return
Set forth below is a graph for the Company’s common stock for the period beginning December 31, 2013 and ending
December 31, 2018, assuming $100 was invested on December 31, 2013. The graph compares the cumulative total return on the
Company’s common stock, based on the market price of the common stock and assuming reinvestment of dividends, with the
cumulative total return of companies in the Standard & Poor’s 500 Stock Index and the Standard & Poor’s Insurance (Life/Health)
Index. The indices are included for comparative purposes only. They do not necessarily reflect management’s opinion that such
indices are an appropriate measure of the relative performance of the Company’s common stock, and are not intended to forecast
or be indicative of future performance of the common stock.
Base Period
12/13
12/14
12/15
12/16
12/17
12/18
Cumulative Total Return
Reinsurance Group of America, Incorporated
$
100.00
$
115.00
$
114.00
$
170.40
$
213.99
$
S & P 500
S & P Life & Health Insurance
100.00
100.00
113.69
101.95
115.26
95.51
129.05
119.26
157.22
138.85
195.33
150.33
110.01
35
Item 6. SELECTED FINANCIAL DATA
The following selected financial data has been derived from the Company’s audited consolidated financial statements.
The consolidated statement of income data for the years ended December 31, 2018, 2017 and 2016, and the consolidated balance
sheet data at December 31, 2018 and 2017 have been derived from the Company’s audited consolidated financial statements
included elsewhere herein. The consolidated statement of income data for the years ended December 31, 2015 and 2014, and the
consolidated balance sheet data at December 31, 2016, 2015 and 2014 have been derived from the Company’s audited consolidated
financial statements not included herein. The selected financial data set forth below should be read in conjunction with
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial
statements and related notes included elsewhere herein.
Selected Consolidated Financial and Operating Data
(in millions, except per share and operating data)
Income Statement Data
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net:
Other-than-temporary impairments on fixed
maturity securities
Other investment related gains (losses), net
Total investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance
expenses
Other operating expenses
Interest expense
Collateral finance and securitization expense
Total benefits and expenses
Income before income taxes
Provision for income taxes(1)
Net income
Earnings Per Share
Basic earnings per share
Diluted earnings per share
Weighted average diluted shares, in thousands
Dividends per share on common stock
Balance Sheet Data
Total investments
Total assets
Policy liabilities(2)
Long-term debt
Collateral finance and securitization notes
Total stockholders’ equity
Total stockholders’ equity per share
Operating Data (in billions)
As of or For the Years Ended December 31,
2018
2017
2016
2015
2014
$
$
10,544
2,139
$
9,841
2,155
$
9,249
1,912
$
8,571
1,734
8,670
1,714
(28)
(142)
(170)
363
(43)
211
168
352
(39)
133
94
267
(57)
(108)
(165)
278
(8)
194
186
334
12,876
12,516
11,522
10,418
10,904
9,319
425
1,323
786
147
30
12,030
846
130
716
11.25
11.00
65,094
2.20
54,205
64,535
48,933
2,788
682
8,451
134.53
$
$
$
$
8,519
502
1,467
710
146
29
11,373
1,143
(679)
1,822
28.28
27.71
65,753
1.82
51,691
60,515
43,583
2,788
784
9,570
148.48
$
$
$
$
7,993
365
1,311
645
138
26
10,478
1,044
343
701
10.91
10.79
64,989
1.56
44,841
53,098
37,874
3,089
841
7,093
110.31
$
$
$
$
7,489
337
1,127
554
143
23
9,673
745
243
502
7.55
7.46
67,292
1.40
41,978
50,383
37,371
2,298
899
6,135
94.09
$
$
$
$
$
$
$
$
7,407
451
1,391
538
97
12
9,896
1,008
324
684
9.88
9.78
69,962
1.26
36,696
44,654
30,892
2,298
774
7,023
102.13
2,944
482
Assumed ordinary life reinsurance in force
$
3,329
$
3,297
$
3,063
$
2,995
$
Assumed new business production
407
395
405
491
(1) 2017 reflects adjustments related to the initial adoption of U.S. Tax Reform. See Note 9 - “Income Tax” in the Notes to Consolidated Financial Statements
for additional information.
(2) Policy liabilities include future policy benefits, interest-sensitive contract liabilities, and other policy claims and benefits.
36
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Index to Management’s Discussion and Analysis of Financial Condition and Results of Operations
Cautionary Note Regarding Forward-Looking Statements
Overview
Industry Trends
Consolidated Results of Operations
Critical Accounting Policies
Results of Operations by Segment
U.S. and Latin America Operations
Canada Operations
Europe, Middle East and Africa Operations
Asia Pacific Operations
Corporate and Other
Liquidity and Capital Resources
Page
38
38
41
43
45
49
49
53
55
58
60
62
37
Cautionary Note Regarding Forward-Looking Statements
This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995 including, among others, statements relating to projections of the strategies, earnings, revenues, income or loss, ratios, future
financial performance, and growth potential of the Company. The words “intend,” “expect,” “project,” “estimate,” “predict,”
“anticipate,” “should,” “believe,” and other similar expressions also are intended to identify forward-looking statements. Forward-
looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Future events
and actual results, performance, and achievements could differ materially from those set forth in, contemplated by, or underlying
the forward-looking statements.
Numerous important factors could cause actual results and events to differ materially from those expressed or implied
by forward-looking statements including, without limitation, (1) adverse capital and credit market conditions and their impact on
the Company’s liquidity, access to capital and cost of capital, (2) the impairment of other financial institutions and its effect on
the Company’s business, (3) requirements to post collateral or make payments due to declines in market value of assets subject
to the Company’s collateral arrangements, (4) the fact that the determination of allowances and impairments taken on the Company’s
investments is highly subjective, (5) adverse changes in mortality, morbidity, lapsation or claims experience, (6) changes in the
Company’s financial strength and credit ratings and the effect of such changes on the Company’s future results of operations and
financial condition, (7) inadequate risk analysis and underwriting, (8) general economic conditions or a prolonged economic
downturn affecting the demand for insurance and reinsurance in the Company’s current and planned markets, (9) the availability
and cost of collateral necessary for regulatory reserves and capital, (10) market or economic conditions that adversely affect the
value of the Company’s investment securities or result in the impairment of all or a portion of the value of certain of the Company’s
investment securities, that in turn could affect regulatory capital, (11) market or economic conditions that adversely affect the
Company’s ability to make timely sales of investment securities, (12) risks inherent in the Company’s risk management and
investment strategy, including changes in investment portfolio yields due to interest rate or credit quality changes, (13) fluctuations
in U.S. or foreign currency exchange rates, interest rates, or securities and real estate markets, (14) adverse litigation or arbitration
results, (15) the adequacy of reserves, resources and accurate information relating to settlements, awards and terminated and
discontinued lines of business, (16) the stability of and actions by governments and economies in the markets in which the Company
operates, including ongoing uncertainties regarding the amount of U.S. sovereign debt and the credit ratings thereof,
(17) competitive factors and competitors’ responses to the Company’s initiatives, (18) the success of the Company’s clients,
(19) successful execution of the Company’s entry into new markets, (20) successful development and introduction of new products
and distribution opportunities, (21) the Company’s ability to successfully integrate acquired blocks of business and entities,
(22) action by regulators who have authority over the Company’s reinsurance operations in the jurisdictions in which it operates,
(23) the Company’s dependence on third parties, including those insurance companies and reinsurers to which the Company cedes
some reinsurance, third-party investment managers and others, (24) the threat of natural disasters, catastrophes, terrorist attacks,
epidemics or pandemics anywhere in the world where the Company or its clients do business, (25) interruption or failure of the
Company’s telecommunication, information technology or other operational systems, or the Company’s failure to maintain
adequate security to protect the confidentiality or privacy of personal or sensitive data stored on such systems, (26) changes in
laws, regulations, and accounting standards applicable to the Company, its subsidiaries, or its business, (27) the benefits or burdens
associated with the Tax Cuts and Jobs Act of 2017 may be different than expected, (28) the effect of the Company’s status as an
insurance holding company and regulatory restrictions on its ability to pay principal of and interest on its debt obligations, and
(29) other risks and uncertainties described in this document and in the Company’s other filings with the Securities and Exchange
Commission (“SEC”).
Forward-looking statements should be evaluated together with the many risks and uncertainties that affect the Company’s
business, including those mentioned in this document and described in the periodic reports the Company files with the SEC. These
forward-looking statements speak only as of the date on which they are made. The Company does not undertake any obligations
to update these forward-looking statements, even though the Company’s situation may change in the future. For a discussion of
these risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking
statements, you are advised to see Item 1A – “Risk Factors”.
Overview
The Company is among the leading global providers of life reinsurance and financial solutions, with $3.3 trillion of life
reinsurance in force and assets of $64.5 billion as of December 31, 2018. Traditional reinsurance includes individual and group
life and health, disability, and critical illness reinsurance. Financial solutions includes longevity reinsurance, asset-intensive
reinsurance, financial reinsurance and stable value products. The Company derives revenues primarily from renewal premiums
from existing reinsurance treaties, new business premiums from existing or new reinsurance treaties, fee income from financial
solutions business and income earned on invested assets.
The Company’s underwriting expertise and industry knowledge has allowed it to expand into international markets and
now has operations in over 25 countries including locations in the Asia Pacific region, Europe, the Middle East, Africa and Latin
America. The Company generally starts operations from the ground up in new markets as opposed to acquiring existing operations,
38
and it often enters new markets to support its clients as they expand internationally. Based on the compilation of information from
competitors’ annual reports, the Company believes it is the third-largest global life and health reinsurer in the world based on 2017
life and health reinsurance revenues. The Company conducts business with the majority of the largest U.S. and international life
insurance companies. The Company has also developed its capacity and expertise in the reinsurance of longevity risks, asset-
intensive products (primarily annuities and corporate-owned life insurance) and financial reinsurance. More recently, the Company
has increased its investment and expenditures in client service and technology oriented initiatives to both support its clients and
generate new future revenue streams.
Historically, the Company’s primary business has been traditional life reinsurance, which involves reinsuring life
insurance policies that are often in force for the remaining lifetime of the underlying individuals insured, with premiums earned
typically over a period of 10 to 30 years. Each year, however, a portion of the business under existing treaties terminates due to,
among other things, lapses or voluntary surrenders of underlying policies, deaths of insureds, and the exercise of recapture options
by ceding companies. The Company has expanded its financial solutions business, including significant asset-intensive and
longevity risk transactions, which allow its clients to take advantage of growth opportunities and manage their capital, longevity
and investment risk.
The Company’s long-term profitability largely depends on the volume and amount of death- and health-related claims
incurred and the ability to adequately price the risks it assumes. While death claims are reasonably predictable over a period of
many years, claims become less predictable over shorter periods and are subject to significant fluctuation from quarter to quarter
and year to year. For longevity business, the Company’s profitability depends on the lifespan of the underlying contract holders
and the investment performance for certain contracts. Additionally, the Company generates profits on investment spreads associated
with the reinsurance of investment type contracts and generates fees from financial reinsurance transactions, which are typically
shorter duration than its traditional life reinsurance business. The Company believes its sources of liquidity are sufficient to cover
potential claims payments on both a short-term and long-term basis.
Segment Presentation
The Company has geographic-based and business-based operational segments. Geographic-based operations are further
segmented into traditional and financial solutions businesses.
The Company allocates capital to its segments based on an internally developed economic capital model, the purpose of
which is to measure the risk in the business and to provide a consistent basis upon which capital is deployed. The economic capital
model considers the unique and specific nature of the risks inherent in RGA’s businesses. As a result of the economic capital
allocation process, a portion of investment income is credited to the segments based on the level of allocated capital. In addition,
the segments are charged for excess capital utilized above the allocated economic capital basis. This charge is included in policy
acquisition costs and other insurance expenses. Segment investment performance varies with the composition of investments and
the relative allocation of capital to the operating segments.
Segment revenue levels can be significantly influenced by currency fluctuations, large transactions, mix of business and
reporting practices of ceding companies, and therefore may fluctuate from period to period. Although reasonably predictable over
a period of years, segment claims experience can be volatile over shorter periods.
39
The following table sets forth the Company’s premiums attributable to each of its segments for the periods indicated on
both a gross assumed basis and net of premiums ceded to third parties:
Gross and Net Premiums by Segment
(in millions)
2018
Gross
Net
Year Ended December 31,
2017
Gross
Net
2016
Gross
Net
U.S. and Latin America:
Traditional
Financial Solutions
Total U.S. and Latin America
Canada:
Traditional
Financial Solutions
Total Canada
Europe, Middle East and Africa:
Traditional
Financial Solutions
Total Europe, Middle East and Africa
Asia Pacific:
Traditional
Financial Solutions
Total Asia Pacific
Corporate and Other
Total
$
$
6,127.0
27.2
6,154.2
$
5,533.3
27.2
5,560.5
$
5,966.7
23.7
5,990.4
$
5,356.3
23.7
5,380.0
$
5,865.6
64.6
5,930.2
5,249.6
24.4
5,274.0
1,070.9
43.4
1,114.3
1,449.1
339.0
1,788.1
2,346.2
0.9
2,347.1
1,024.0
43.4
1,067.4
1,423.2
195.3
1,618.5
2,296.4
0.9
2,297.3
940.1
38.2
978.3
1,336.6
288.7
1,625.3
2,107.5
2.4
2,109.9
902.0
38.2
940.2
1,301.7
163.7
1,465.4
2,053.0
2.4
2,055.4
965.1
38.7
1,003.8
1,171.0
264.7
1,435.7
1,731.8
5.4
1,737.2
0.1
11,403.8
$
0.1
10,543.8
$
0.1
10,704.0
$
0.1
9,841.1
$
0.3
10,107.2
$
$
928.6
38.7
967.3
1,140.1
180.3
1,320.4
1,681.5
5.4
1,686.9
0.3
9,248.9
The following table sets forth selected information concerning assumed life reinsurance business in force and assumed
new business volume by segment for the periods indicated. The terms “in force” and “new business” refer to insurance policy
face amounts or net amounts at risk.
Reinsurance Business In Force and New Business by Segment
(in billions)
2018
As of December 31,
2017
2016
In Force
New Business
In Force
New Business
In Force
New Business
U.S. and Latin America:
Traditional
Financial Solutions
Total U.S. and Latin America
Canada:
Traditional
Financial Solutions
Total Canada
Europe, Middle East and Africa:
Traditional
Financial Solutions
Total Europe, Middle East and Africa
Asia Pacific:
Traditional
Financial Solutions
Total Asia Pacific
Total
$
$
$
1,610.1
2.1
1,612.2
$
106.5
—
106.5
$
1,609.8
2.1
1,611.9
383.5
—
383.5
716.3
—
716.3
616.9
0.3
617.2
3,329.2
$
393.9
—
393.9
739.0
—
739.0
552.3
0.2
552.5
3,297.3
$
$
43.1
—
43.1
190.2
—
190.2
66.9
—
66.9
406.7
40
99.4
—
99.4
35.6
—
35.6
181.5
—
181.5
78.9
—
78.9
395.4
$
$
$
1,609.3
2.1
1,611.4
355.7
—
355.7
603.0
—
603.0
492.2
0.2
492.4
3,062.5
$
126.4
—
126.4
34.9
—
34.9
169.8
—
169.8
73.7
—
73.7
404.8
Reinsurance business in force reflects the addition or acquisition of new life reinsurance business, offset by terminations
(e.g., life and group contract terminations, lapses of underlying policies, deaths of insureds, and recapture), changes in foreign
currency exchange, and any other changes in the amount of insurance in force. As a result of terminations and other changes,
assumed in force amounts at risk of $374.8 billion, $160.6 billion, and $337.4 billion were released in 2018, 2017 and 2016,
respectively.
See “Results of Operations by Segment” below for further information about the Company’s segments.
Industry Trends
The Company believes that the following trends in the life insurance industry will continue to create demand for life
reinsurance.
Outsourcing of Mortality and Morbidity. The Company believes life insurance companies will continue to utilize
reinsurance to manage capital and mortality/morbidity risk and to develop competitive products. The Company believes there has
been a decline in the percentage of new business being reinsured in recent years, which has caused premium growth rates in select
markets, notably in North America, to moderate. The Company believes a decline in new business being reinsured is likely a
reaction by ceding companies to a broad-based increase in reinsurance rates in the market, stronger capital positions maintained
by ceding companies in recent years and a desire by ceding companies to adjust their risk profiles. However, the Company believes
reinsurers will continue to be an integral part of the life insurance market due to their ability to efficiently aggregate a significant
volume of life insurance in force, creating economies of scale and greater diversification of risk. As a result of having larger
amounts of data at their disposal compared to primary life insurance companies, reinsurers tend to have better insights into mortality/
morbidity trends, creating more efficient pricing for mortality/morbidity risk.
Capital Management. Changing regulatory environments, rating agencies and competitive business pressures are causing
life insurers to evaluate reinsurance as a means to:
• manage risk-based capital by shifting mortality and other risks to reinsurers, thereby reducing amounts of reserves
and capital they need to maintain;
release capital to pursue new business initiatives;
unlock the capital supporting, and value embedded in, non-core product lines; and
exit certain lines of business.
•
•
•
Consolidation and Reorganization within the Life Reinsurance and Life Insurance Industry. As a result of consolidations
over the last decade within the life reinsurance industry, there are fewer competitors. As a consequence, the Company believes
the life reinsurance pricing environment will remain attractive for the remaining life reinsurers, particularly those with a significant
market presence and strong ratings.
Additionally, merger and acquisition transactions within the life insurance industry continue to occur. The Company
believes that reorganizations and consolidations of life insurers will continue. As reinsurance services are used to facilitate these
transactions and manage risk, the Company expects demand for its products to continue.
Changing Demographics of Insured Populations. The aging of the population in North America is increasing demand
for financial products among “baby boomers” who are concerned about protecting their peak income stream and are considering
retirement and estate planning. The Company believes that this trend is likely to result in continuing demand for annuity products
and life insurance policies, larger face amounts of life insurance policies and higher mortality and longevity risk taken by life
insurers, all of which should fuel the need for insurers to seek reinsurance coverage. The Company continues to follow a two-part
business strategy to capitalize on industry trends.
1) Continue Growth of North American Mortality Business. The Company’s strategy includes continuing to grow each
of the following components of its North American mortality operations:
•
Facultative Reinsurance. Based on discussions with the Company’s clients, an industry survey and informal
knowledge about the industry, the Company believes it is a leader in facultative underwriting in North America. The
Company intends to maintain that status by emphasizing its underwriting standards, prompt response on quotes,
competitive pricing, capacity, value added services and flexibility in meeting customer needs. The Company believes
its facultative business has allowed it to develop close, long-standing client relationships and generate additional
business opportunities with its facultative clients.
• Automatic Reinsurance. The Company intends to maintain its presence in the North American automatic reinsurance
market by leveraging its mortality expertise and breadth of products and services to gain additional market share.
•
In Force Block Reinsurance. Increasingly, there are occasions to grow the business by reinsuring in force blocks, as
insurers and reinsurers seek to exit various non-core businesses and increase financial flexibility in order to, among
41
other things, redeploy capital and pursue merger and acquisition activity. The Company continually seeks these types
of opportunities.
2) Continue Growth in Selected International Markets and Products. The Company’s strategy includes building upon
the expertise and relationships developed in its North American business platform to continue its growth in selected international
markets and products, including:
•
International Markets. Management believes that international markets continue to offer opportunities for long-term
growth, and the Company intends to capitalize on these opportunities by growing its presence in selected markets.
Since 1994, the Company has entered new markets internationally, including, in the mid-to-late 1990s, Australia,
Hong Kong, Japan, Malaysia, New Zealand, South Africa, Spain, Taiwan and the UK, and beginning in 2002, China,
India and South Korea. The Company received regulatory approval to open a representative office in China in 2005
and received its branch license there in 2014; opened representative offices in Poland and Germany in 2006; opened
new offices in France and Italy in 2007; opened a representative office in the Netherlands in 2009; and commenced
operations in the UAE in 2011 and in Brazil in 2015. Before entering new markets, the Company evaluates several
factors including:
the size of the insured population,
competition,
the level of reinsurance penetration,
regulation,
existing clients with a presence in the market, and
the economic, social and political environment.
As previously indicated, the Company generally starts new operations in these markets from the ground up as opposed
to acquiring existing operations, and it often enters these markets to support its large international clients as they
expand into additional markets. Many of the markets that the Company has entered since 1994, or may enter in the
future, are not utilizing life reinsurance, including facultative life reinsurance, at the same levels as the North American
market, and therefore, the Company believes these markets represent opportunities for increasing reinsurance
penetration. In particular, management believes markets such as Japan, Southeast Asia and South Korea are beginning
to realize the benefits that reinsurers bring to the life insurance market. Markets such as China and India represent
longer-term opportunities for growth as the underlying direct life insurance markets grow to meet the needs of
growing middle-class populations. Additionally, the Company believes that regulatory changes (e.g., Solvency II)
in European markets may cause ceding companies to reduce counterparty exposure to their existing life reinsurers
and reinsure more business, creating opportunities for the Company.
• Asset-intensive and Longevity Reinsurance and Other Products and Services. In recent years, the Company has
experienced growth in asset-intensive and longevity reinsurance. The Company intends to continue leveraging its
existing client relationships and reinsurance expertise to create customized reinsurance products and solutions.
Industry trends, particularly the increased pace of consolidation and reorganization among life insurance companies
and changes in products and product distribution along with new solvency requirements, are expected to enhance
existing opportunities for asset-intensive and longevity reinsurance and financial solutions products. The Company
began reinsuring annuities with guaranteed minimum benefits on a limited basis in 2007. To date, most of the
Company’s asset-intensive reinsurance business has been written in the U.S. and the UK; however, additional
opportunities outside of the U.S. continue to develop. The Company also provides longevity reinsurance in Europe
and Canada, and in 2008 entered the U.S. healthcare reinsurance market with a primary focus on long-term care and
Medicare supplement insurance. Additionally, the Company is experiencing growth in health related product
offerings, such as critical illness, most notably in select Asian markets. In 2010, the Company expanded into the
group reinsurance market in North America with the acquisition of Reliastar Life Insurance Company’s U.S. and
Canada operations. The Company has more recently increased its investment and expenditures in client service and
technology oriented initiatives to both support its clients and generate new future revenue streams.
42
Consolidated Results of Operations
The following table summarizes net income for the periods presented.
Revenues
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net:
For the years ended December 31,
2018
2017
2016
(Dollars in thousands, except per share data)
$
10,543,776
$
9,841,130
$
2,138,525
2,154,651
9,248,871
1,911,886
Other-than-temporary impairments on fixed maturity securities
(28,494)
(42,639)
(38,805)
Other-than-temporary impairments on fixed maturity securities
transferred to (from) accumulated other comprehensive income
Other investment related gains (losses), net
Total investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Interest expense
Collateral finance and securitization expense
Total benefits and expenses
Income before income taxes
Provision for income taxes
Net income
Earnings per share
Basic earnings per share
Diluted earnings per share
Dividends declared per share
—
(141,594)
(170,088)
363,451
—
210,519
167,880
352,108
74
132,926
94,195
266,559
12,875,664
12,515,769
11,521,511
9,318,929
425,204
1,322,520
786,137
147,355
29,699
12,029,844
845,820
129,978
715,842
11.25
11.00
2.20
$
$
$
8,518,917
502,040
1,466,646
710,690
146,025
28,636
11,372,954
1,142,815
(679,366)
1,822,181
28.28
27.71
1.82
$
$
$
7,993,375
364,691
1,310,540
645,509
137,623
25,827
10,477,565
1,043,946
342,503
701,443
10.91
10.79
1.56
$
$
$
Consolidated net income decreased $1.1 billion, or 60.7% in 2018, and increased $1.1 billion, or 159.8%, in 2017. Diluted
earnings per share were $11.00 in 2018 compared to $27.71 in 2017 and $10.79 in 2016. During 2017, a net tax benefit was
recorded of approximately $1.0 billion or $15.72 per diluted share, primarily related to the revaluation of the Company’s net
deferred tax liabilities as a result of the U.S. corporate income tax rate being reduced from 35% to 21% as part of the Tax Cuts
and Jobs Act of 2017 (“U.S. Tax Reform”).
Consolidated income before income taxes decreased $297.0 million in 2018, or 26.0%, and increased $98.9 million, or
9.5%, in 2017. The decrease in income before income taxes in 2018 was due to investment related losses, unfavorable claims
experience in the individual and group businesses in the U.S., and unfavorable results in the Company’s Australian disability
business due to adverse claims development and an increase in claims incurred in the current year. The increase in income before
income taxes in 2017 was primarily due to higher investment income, increased other revenues and improved claims experience
in Europe, Middle East and Africa (“EMEA”) partially offset by higher interest expense. Foreign currency exchange fluctuations
resulted an increase to income before income taxes of approximately $9.7 million and a decrease of $1.4 million in 2018 and 2017,
respectively.
The Company recognizes in consolidated income, any changes in the fair value of embedded derivatives on modified
coinsurance (“modco”) or funds withheld treaties, equity-indexed annuity treaties (“EIAs”) and variable annuities with guaranteed
minimum benefit riders. The Company utilizes freestanding derivatives to minimize the income statement volatility due to changes
in the fair value of embedded derivatives associated with guaranteed minimum benefit riders. The following table presents the
effect of embedded derivatives and related freestanding derivatives on income before income taxes for the periods indicated (dollars
in thousands):
43
Modco/Funds withheld:
Unrealized gains (losses)
Deferred acquisition costs/retrocession
Net effect
EIAs:
Unrealized gains (losses)
Deferred acquisition costs/retrocession
Net effect
Guaranteed minimum benefit riders:
Unrealized gains (losses)
Deferred acquisition costs/retrocession
Net effect
Related freestanding derivatives
Net effect after related freestanding derivatives
Total net effect of embedded derivatives
Related freestanding derivatives
Total net effect after freestanding derivatives
Twelve months ended December 31,
2018
2017
2016
$
(12,597) $
144,724
$
14,658
2,061
17,378
(10,935)
6,443
(15,455)
38,852
23,397
(28,508)
(5,111)
31,901
(28,508)
(70,392)
74,332
40,260
(25,797)
14,463
32,166
50,365
82,531
(95,848)
(13,317)
171,326
(95,848)
$
3,393
$
75,478
$
54,169
(40,077)
14,092
28,137
(17,091)
11,046
7,834
(71,221)
(63,387)
34,538
(28,849)
(38,249)
34,538
(3,711)
Consolidated net premiums increased $702.6 million, or 7.1%, and $592.3 million, or 6.4%, in 2018 and 2017, respectively.
The increases in 2018 and 2017 are primarily due to growth in life reinsurance in force. Foreign currency fluctuations relative to
the prior year affected net premiums favorably by approximately $43.0 million and $25.9 million in 2018 and 2017, respectively.
Consolidated assumed life insurance in force was $3,329.2 billion, $3,297.3 billion and $3,062.5 billion as of December 31, 2018,
2017 and 2016, respectively. Foreign currency fluctuations affected the increases in assumed life insurance in force unfavorably
by $101.5 billion in 2018 and favorably by $121.1 billion in 2017. The Company added new business production, measured by
face amount of insurance in force, of $406.7 billion, $395.4 billion and $404.8 billion during 2018, 2017 and 2016, respectively.
Consolidated investment income, net of related expenses, decreased $16.1 million, or 0.7% in 2018, and increased $242.8
million, or 12.7%, in 2017. The decrease in 2018 is primarily the result of decreases in investment yield and funds withheld at
interest, partially offset by increases in the average invested asset base. The increase in 2017 was primarily due to an increase in
the average invested asset base. Investment income is affected by changes in the fair value of the Company’s funds withheld at
interest assets associated with the reinsurance of certain EIA products. The re-measurement of these funds withheld assets decreased
investment income by $133.0 million in 2018 and increased investment income by $117.0 million in 2017 when compared to prior
periods. The effect on investment income of the EIAs’ market value changes is substantially offset by a corresponding change in
interest credited to policyholder account balances resulting in an insignificant effect on net income.
The average invested assets at amortized cost, excluding spread related business, totaled $26.6 billion, $25.2 billion and
$23.2 billion in 2018, 2017 and 2016, respectively. The average yield earned on investments, excluding spread related business,
was 4.45%, 4.55% and 4.57% in 2018, 2017 and 2016, respectively. The average yield will vary from year to year depending on
several variables, including the prevailing interest rate and credit spread environment, prepayment fees and make-whole premiums,
changes in the mix of the underlying investments and cash balances, and the timing of dividends and distributions on certain
investments. Investment income in 2018 and 2017 benefited from distributions from joint ventures and limited partnerships, which
can be highly variable from year to year. A continued low interest rate environment is expected to put downward pressure on this
yield in future reporting periods.
Total investment related gains (losses), net, decreased by $337.8 million or 201.3% in 2018 and increased by $73.7
million, or 78.2%, in 2017. Fluctuations in investment related gains (losses), net are primarily due to unfavorable and favorable
changes in the value of embedded derivatives related to reinsurance treaties written on a modco or funds withheld basis of $157.3
million and $90.6 million in 2018 and 2017, respectively. In addition, 2018 reflects net realized losses on investment sales compared
to net realized gains in 2017. Net realized losses in 2018 are primarily related to repositioning of fixed maturity securities in a
rising interest rate environment. Investment impairments on fixed maturity securities decreased by $14.1 million in 2018 and
increased by $3.8 million in 2017, compared to the prior years. See Note 4 - “Investments” and Note 5 - “Derivative Instruments”
in the Notes to Consolidated Financial Statements for additional information on investment related gains (losses), net, and
derivatives. Investment income is allocated to the operating segments based upon average assets and related capital levels deemed
appropriate to support segment operations.
44
The effective tax rate on a consolidated basis was 15.4%, (59.4)%, and 32.8% for 2018, 2017, and 2016, respectively.
The 2018 effective tax rate was lower than the U.S. Statutory rate of 21% primarily as a result of the release of a valuation allowance
on foreign tax credits, which was partially offset by tax expense related to global intangible low-taxed income (“GILTI”) and
valuation allowance increases. The 2017 effective tax rate includes the tax effects of the U.S. Tax Reform. The Company recorded
an estimated net tax benefit of approximately $1.0 billion resulting in a reduction to the effective tax rate. See Note 9 - “Income
Tax” in the Notes to Consolidated Financial Statements for additional information on the Company’s consolidated effective tax
rate.
Critical Accounting Policies
The Company’s accounting policies are described in Note 2 – “Significant Accounting Policies and Pronouncements”
in the Notes to Consolidated Financial Statements. The Company believes its most critical accounting policies include the
establishment of premiums receivable; amortization of deferred acquisition costs (“DAC”); the establishment of liabilities for
future policy benefits and incurred but not reported claims; the valuation of investments and investment impairments; the valuation
of embedded derivatives; and accounting for income taxes. The balances of these accounts require extensive use of assumptions
and estimates, particularly related to the future performance of the underlying business.
Differences in experience compared with the assumptions and estimates utilized in establishing premiums receivable,
the justification of the recoverability of DAC, in establishing reserves for future policy benefits and claim liabilities, or in the
determination of other-than-temporary impairments to investment securities can have a material effect on the Company’s results
of operations and financial condition.
Premiums Receivable
Premiums are accrued when due and in accordance with information received from the ceding company. When the
Company enters into a new reinsurance agreement, it records accruals based on the terms of the reinsurance treaty. Similarly, when
a ceding company fails to report information on a timely basis, the Company records accruals based on the terms of the reinsurance
treaty as well as historical experience. Other management estimates include adjustments for increased insurance in force on existing
treaties, lapsed premiums given historical experience, the financial health of specific ceding companies, collateral value and the
legal right of offset on related amounts (i.e. allowances and claims) owed to the ceding company. Under the legal right of offset
provisions in its reinsurance treaties, the Company can withhold payments for allowances and claims from unpaid premiums.
Deferred Acquisition Costs
Costs of acquiring new business, which vary with and are directly related to the production of new business, have been
deferred to the extent that such costs are deemed recoverable from future premiums or gross profits. Such costs include commissions
and allowances as well as certain costs of policy issuance and underwriting. Non-commission costs related to the acquisition of
new and renewal insurance contracts may be deferred only if they meet the following criteria:
•
•
Incremental direct costs of a successful contract acquisition.
Portions of employees’ salaries and benefits directly related to time spent performing specified acquisition activities
for a contract that has been acquired or renewed.
• Other costs directly related to the specified acquisition or renewal activities that would not have been incurred had
that acquisition contract transaction not occurred.
The Company tests the recoverability for each year of business at issue before establishing additional DAC. The Company
also performs annual tests to establish that DAC remain recoverable at all times, and if financial performance significantly
deteriorates to the point where a deficiency exists, a cumulative charge to current operations will be recorded. No such adjustments
related to DAC recoverability were made in 2018, 2017 and 2016.
DAC related to traditional life insurance contracts are amortized with interest over the premium-paying period of the
related policies in proportion to the ratio of individual period premium revenues to total anticipated premium revenues over the
life of the policy. Such anticipated premium revenues are estimated using the same assumptions used for computing liabilities for
future policy benefits.
DAC related to interest-sensitive life and investment-type contracts is amortized over the lives of the contracts, in relation
to the present value of estimated gross profits (“EGP”) from mortality, investment income, and expense margins. The EGP for
asset-intensive products include the following components: (1) estimates of fees charged to policyholders to cover mortality,
surrenders and maintenance costs, less amount of risk upon death; (2) expected interest rate spreads between income earned and
amounts credited to policyholder accounts; and (3) estimated costs of administration. EGP is also reduced by the Company’s
estimate of future losses due to defaults in fixed maturity securities as well as the change in reserves for embedded derivatives.
45
DAC is sensitive to changes in assumptions regarding these EGP components, and any change in such assumptions could have
an effect on the Company’s profitability.
The Company periodically reviews the EGP valuation model and assumptions so that the assumptions reflect best estimates
of future experience. Two assumptions are considered to be most significant: (1) estimated interest spread, and (2) estimated future
policy lapses. As of December 31, 2018, the Company had $420.2 million of DAC related to asset-intensive products, all within
the U.S. and Latin America Financial Solutions segment. The following table reflects the possible change that would occur in a
given year if assumptions, as a percentage of current DAC related to asset-intensive products, are changed as illustrated:
Quantitative Change in Significant Assumptions
One-Time Increase in
DAC
One-Time Decrease in
DAC
Estimated interest spread increasing (decreasing) 25 basis points from the current spread
Estimated future policy lapse rates decreasing (increasing) 20% on a permanent basis
(including surrender charges)
4.43%
5.22%
(4.65)%
(4.66)%
In general, a change in assumption that improves the Company’s expectations regarding EGP is going to have the effect
of deferring the amortization of DAC into the future, thus increasing earnings and the current DAC balance. DAC can be no greater
than the initial DAC balance plus interest and would be subject to recoverability testing, which is ignored for purposes of this
analysis. Conversely, a change in assumption that decreases EGP will have the effect of speeding up the amortization of DAC,
thus reducing earnings and lowering the DAC balance. The Company also adjusts DAC to reflect changes in the unrealized gains
and losses on available-for-sale fixed maturity securities since these changes affect EGP. This adjustment to DAC is reflected in
accumulated other comprehensive income.
The DAC associated with the Company’s non-asset-intensive business is less sensitive to changes in estimates for
investment yields, mortality and lapses. In accordance with generally accepted accounting principles, the estimates include
provisions for the risk of adverse deviation and are not adjusted unless experience significantly deteriorates to the point where a
premium deficiency exists.
The following table displays DAC balances for the Traditional and Financial Solutions segments as of December 31,
2018:
(dollars in thousands)
Traditional
Financial Solutions
Total
U.S. and Latin America
Canada
Europe, Middle East and Africa
Asia Pacific
Total
$
$
1,824,874
$
420,154
$
192,661
239,161
702,439
2,959,135
$
—
—
18,481
438,635
$
2,245,028
192,661
239,161
720,920
3,397,770
As of December 31, 2018, the Company estimates that all of its DAC balance is collateralized by surrender fees due to
the Company and the reduction of policy liabilities, in excess of termination values, upon surrender or lapse of a policy.
Liabilities for Future Policy Benefits and Incurred but not Reported Claims
Liabilities for future policy benefits under long-duration life insurance policies (policy reserves) are computed based
upon expected investment yields, mortality and withdrawal (lapse) rates, and other assumptions, including a provision for adverse
deviation from expected claim levels. Liabilities for policy claims and benefits for short-duration contracts are accounted for based
on actuarial estimates of the amount of loss inherent in that period’s claims, including losses incurred for which claims have not
been reported. Short-duration contract loss estimates rely on actuarial observations of ultimate loss experience for similar historical
events. The Company primarily relies on its own valuation and administration systems to establish policy reserves. The policy
reserves the Company establishes may differ from those established by the ceding companies due to the use of different mortality
and other assumptions. However, the Company relies upon its ceding company clients to provide accurate data, including policy-
level information, premiums and claims, which is the primary information used to establish reserves. The Company’s administration
departments work directly with clients to help ensure information is submitted in accordance with the reinsurance contracts.
Additionally, the Company performs periodic audits of the information provided by clients. The Company establishes reserves
for processing backlogs with a goal of clearing all backlogs within a ninety-day period. The backlogs are usually due to data errors
the Company discovers or computer file compatibility issues, since much of the data reported to the Company is in electronic
format and is uploaded to its computer systems.
The Company periodically reviews actual historical experience and relative anticipated experience compared to the
assumptions used to establish aggregate policy reserves. Further, the Company establishes premium deficiency reserves if actual
and anticipated experience indicates that existing aggregate policy reserves, together with the present value of future gross
premiums, are not sufficient to cover the present value of future benefits, settlement and maintenance costs and to recover
46
unamortized acquisition costs. The premium deficiency reserve is established through a charge to income, as well as a reduction
to unamortized acquisition costs and, to the extent there are no unamortized acquisition costs, an increase to future policy benefits.
Because of the many assumptions and estimates used in establishing reserves and the long-term nature of the Company’s reinsurance
contracts, the reserving process, while based on actuarial science, is inherently uncertain. If the Company’s assumptions, particularly
on mortality, are inaccurate, its reserves may be inadequate to pay claims and there could be a material adverse effect on its results
of operations and financial condition.
Claims payable for incurred but not reported losses for long-duration life policies are determined using case-basis estimates
and lag studies of past experience. The time lag from the date of the claim or death to the date when the ceding company reports
the claim to the Company can be several months and can vary significantly by ceding company, business segment and product
type. Incurred but not reported claims are estimates on an undiscounted basis, using actuarial estimates of historical claims expense,
adjusted for current trends and conditions. These estimates are continually reviewed and the ultimate liability may vary significantly
from the amount recognized, which are reflected in net income in the period in which they are determined.
Claims payable for incurred but not reported losses for disability, medical and other short-duration contracts are determined
using actuarial methods based on historical claim patterns as well as estimated changes in cost trends. The Company also reviews
and evaluates how prior periods’ estimates are developed when estimating the accrual for the current period. To the extent
appropriate, changes in such development are recorded as a change to the current period expense. Historically, the amount of the
claim development adjustment made in subsequent reporting periods for prior period estimates has been in a reasonable range
given the Company’s normal claim fluctuations.
Valuation of Investments and Other-than-Temporary Impairments
The Company primarily invests in fixed maturity securities, mortgage loans, short-term investments, and other invested
assets. For investments reported at fair value, the Company utilizes, when available, fair values based on quoted prices in active
markets that are regularly and readily obtainable. Generally, these are very liquid investments and the valuation does not require
management judgment. When quoted prices in active markets are not available, fair value is based on market valuation techniques,
market comparable pricing and the income approach. The Company may utilize information from third parties, such as pricing
services and brokers, to assist in determining the fair value for certain investments; however, management is ultimately responsible
for all fair values presented in the Company’s consolidated financial statements. This includes responsibility for monitoring the
fair value process, ensuring objective and reliable valuation practices and pricing of assets and liabilities, and approving changes
to valuation methodologies and pricing sources. The selection of the valuation technique(s) to apply considers the definition of
an exit price and the nature of the investment being valued and significant expertise and judgment is required.
Fixed maturity securities are classified as available-for-sale and are carried at fair value. Unrealized gains and losses on
fixed maturity securities classified as available-for-sale, less applicable deferred income taxes as well as related adjustments to
deferred acquisition costs, if applicable, are reflected as a direct charge or credit to accumulated other comprehensive income
(“AOCI”) in stockholders’ equity on the consolidated balance sheets.
See “Investments” in Note 2 – “Significant Accounting Policies and Pronouncements” and Note 6 – “Fair Value of Assets
and Liabilities” in the Notes to the Consolidated Financial Statements for additional information regarding the valuation of the
Company’s investments.
Mortgage loans on real estate are carried at unpaid principal balances, net of any unamortized premium or discount and
valuation allowances. For a discussion regarding the valuation allowance for mortgage loans see “Mortgage Loans on Real Estate”
in Note 2 – “Significant Accounting Policies and Pronouncements” in the Notes to the Consolidated Financial Statements.
In addition, investments are subject to impairment reviews to identify when a decline in value is other-than-temporary.
Other-than-temporary impairment losses related to non-credit factors are recognized in AOCI whereas the credit loss portion is
recognized in investment related gains (losses), net. See “Other-than-Temporary Impairment” in Note 2 – “Significant Accounting
Policies and Pronouncements” in the Notes to the Consolidated Financial Statements for a discussion of the policies regarding
other-than-temporary impairments.
Valuation of Embedded Derivatives
The Company reinsures certain annuity products that contain terms that are deemed to be embedded derivatives, primarily
equity-indexed annuities and variable annuities with guaranteed minimum benefits. The Company assesses each identified
embedded derivative to determine whether it is required to be bifurcated under the general accounting principles for Derivatives
and Hedging. If the instrument would not be reported in its entirety at fair value and it is determined that the terms of the embedded
derivative are not clearly and closely related to the economic characteristics of the host contract, and that a separate instrument
with the same terms would qualify as a derivative instrument, the embedded derivative is bifurcated from the host contract and
accounted for as a freestanding derivative. Such embedded derivatives are carried on the consolidated balance sheets at fair value
with the host contract.
47
Additionally, reinsurance treaties written on a modified coinsurance or funds withheld basis are subject to the general
accounting principles for Derivatives and Hedging related to embedded derivatives. The majority of the Company’s funds withheld
at interest balances are associated with its reinsurance of annuity contracts, the majority of which are subject to the general
accounting principles for Derivatives and Hedging related to embedded derivatives. Management believes the embedded derivative
feature in each of these reinsurance treaties is similar to a total return swap on the assets held by the ceding companies.
The valuation of the various embedded derivatives requires complex calculations based on actuarial and capital markets
inputs and assumptions related to estimates of future cash flows and interpretations of the primary accounting guidance continue
to evolve in practice. The valuation of embedded derivatives is sensitive to the investment credit spread environment. Changes in
investment credit spreads are also affected by the application of a credit valuation adjustment (“CVA”). The fair value calculation
of an embedded derivative in an asset position utilizes a CVA based on the ceding company’s credit risk. Conversely, the fair value
calculation of an embedded derivative in a liability position utilizes a CVA based on the Company’s credit risk. Generally, an
increase in investment credit spreads, ignoring changes in the CVA, will have a negative impact on the fair value of the embedded
derivative (decrease in income). See “Derivative Instruments” in Note 2 – “Significant Accounting Policies and Pronouncements”
and Note 6 – “Fair Value of Assets and Liabilities” in the Notes to the Consolidated Financial Statements for additional information
regarding the valuation of the Company’s embedded derivatives.
Income Taxes
The U.S. consolidated tax return includes the operations of RGA and all eligible subsidiaries. Certain RGA subsidiaries
file separate U.S. income tax returns as these companies are currently ineligible for inclusion in the consolidated federal tax return.
The Company’s foreign subsidiaries are taxed under applicable local statutes.
The Company provides for federal, state and foreign income taxes currently payable, as well as those deferred due to
temporary differences between the tax basis of assets and liabilities and the reported amounts, and are recognized in net income
or in certain cases in other comprehensive income. The Company’s accounting for income taxes represents management’s best
estimate of various events and transactions considering the laws enacted as of the reporting date. U.S. Tax Reform creates additional
complexity due to various provisions that require management judgment and assumptions, which are subject to change.
Deferred tax assets and liabilities are measured by applying the relevant jurisdictions’ enacted tax rate to the temporary
difference in the period in which the temporary differences are expected to reverse. The Company will establish a valuation
allowance if management determines, based on available information, that it is more likely than not that deferred income tax assets
will not be realized. The Company has deferred tax assets including those related to net operating and capital losses. The Company
has projected its ability to utilize its U.S. and foreign deferred tax assets and has determined that all of the U.S. assets including
losses are expected to be utilized and established a valuation allowance on the portion of the foreign deferred tax assets the Company
believes more likely than not will not be realized.
Significant judgment is required in determining whether valuation allowances should be established as well as the amount
of such allowances. When making such a determination, consideration is given to, among other things, the following:
(i)
(ii)
(iii)
(iv)
future taxable income exclusive of reversing temporary differences and carryforwards;
future reversals of existing taxable temporary differences;
taxable income in prior carryback years; and
tax planning strategies.
Any such changes could significantly affect the amounts reported in the consolidated financial statements in the year
these changes occur.
The Company reports uncertain tax positions in accordance with generally accepted accounting principles. In order to
recognize the benefit of an uncertain tax position, the position must meet the more likely than not criteria of being sustained.
Unrecognized tax benefits due to tax uncertainties that do not meet the more likely than not criteria are included within other
liabilities and are charged to earnings in the period that such determination is made. The Company classifies interest related to
tax uncertainties as interest expense whereas penalties related to tax uncertainties are classified as a component of income tax.
See Note 9 - “Income Tax” for further discussion including the impact of the December 22, 2017 enactment of U.S. Tax
Reform.
48
Results of Operations by Segment
U.S. and Latin America Operations
The U.S. and Latin America operations include business generated by its offices in the U.S., Mexico and Brazil. The
offices in Mexico and Brazil provide services to clients in other Latin American countries. U.S. and Latin America operations
consist of two major segments: Traditional and Financial Solutions. The Traditional segment primarily specializes in the reinsurance
of individual mortality-risk, health and long-term care and to a lesser extent, group reinsurance. The Financial Solutions segment
consists of Asset-Intensive and Financial Reinsurance. Asset-Intensive within the Financial Solutions segment includes
coinsurance of annuities and corporate-owned life insurance policies and to a lesser extent, fee-based synthetic guaranteed
investment contracts, which include investment-only, stable value contracts. Financial Reinsurance within the Financial Solutions
segment primarily involves assisting ceding companies in meeting applicable regulatory requirements by enhancing the ceding
companies’ financial strength and regulatory surplus position through relatively low risk reinsurance transactions. Typically these
transactions do not qualify as reinsurance under GAAP, due to the low-risk nature of the transactions, so only the related net fees
are reflected in other revenues on the consolidated statements of income.
For the year ended December 31, 2018
Financial Solutions
Traditional
Asset-Intensive
Financial
Reinsurance
Total U.S. and
Latin America
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
$
$
5,533,256
729,757
8,177
24,543
6,295,733
5,048,749
82,046
738,574
139,954
6,009,323
286,410
$
$
27,203
700,041
(57,228)
128,124
798,140
130,234
311,837
158,929
29,346
630,346
167,794
$
$
— $
6,583
—
102,522
109,105
—
—
16,017
10,404
26,421
82,684
$
5,560,459
1,436,381
(49,051)
255,189
7,202,978
5,178,983
393,883
913,520
179,704
6,666,090
536,888
For the year ended December 31, 2017
Financial Solutions
Traditional
Asset-Intensive
Financial
Reinsurance
Total U.S. and
Latin America
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
$
5,356,321
$
23,683
$
— $
728,073
(1,606)
17,383
6,100,171
4,760,194
82,218
753,336
130,989
5,726,737
769,932
144,343
98,782
1,036,740
78,447
379,921
229,506
28,158
716,032
8,541
—
105,097
113,638
—
—
22,804
9,958
32,762
$
373,434
$
320,708
$
80,876
$
5,380,004
1,506,546
142,737
221,262
7,250,549
4,838,641
462,139
1,005,646
169,105
6,475,531
775,018
49
For the year ended December 31, 2016
Financial Solutions
Traditional
Asset-Intensive
Financial
Reinsurance
Total U.S. and
Latin America
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
$
5,249,571
$
24,349
$
— $
699,833
(4,229)
19,793
5,964,968
4,632,821
85,029
749,487
126,530
5,593,867
623,974
13,648
93,614
755,585
81,860
251,247
174,225
24,111
531,443
7,123
—
77,738
84,861
—
—
14,650
10,973
25,623
$
371,101
$
224,142
$
59,238
$
5,273,920
1,330,930
9,419
191,145
6,805,414
4,714,681
336,276
938,362
161,614
6,150,933
654,481
Income before income taxes decreased by $238.1 million, or 30.7%, and increased by $120.5 million, or 18.4%, in 2018
and 2017, respectively. The decrease in 2018 was primarily due to unfavorable claims experience in the group disability and
healthcare excess lines of business. Additionally, the individual life line of business experienced higher claims, partially related
to a severe influenza season in 2018. Also contributing to the year over year decline in income were lower investment related
gains and changes in the value of the embedded derivatives associated with reinsurance treaties structured on a modco or funds
withheld basis. The increase in 2017 was the result of several factors, including changes in the value of the embedded derivatives
associated with reinsurance treaties structured on a modco or funds withheld, an increase in investment related capital gains and
additional variable investment income.
Traditional Reinsurance
Income before income taxes for the U.S. and Latin America Traditional segment decreased by $87.0 million, or 23.3%,
and increased by $2.3 million, or 0.6% in 2018 and 2017, respectively. The decrease in 2018 reflects unfavorable claims experience
from the group disability and healthcare excess business as well as higher individual life claims, in part relating to the severe
influenza season. The increase in 2017 was primarily due to higher investment income from variable investment income and a
growing asset base offset somewhat by lower investment yields and a slightly lower underwriting margin.
Net premiums increased $176.9 million, or 3.3%, and $106.8 million, or 2.0% in 2018 and 2017, respectively. The
increase in 2018 and 2017 was primarily due to organic premium growth in yearly renewable term and coinsurance business. The
segment added new life business production, measured by face amount of insurance in force, of $106.5 billion, $99.4 billion and
$126.4 billion during 2018, 2017 and 2016, respectively. Total face amount of life business in force was $1,610.1 billion, $1,609.8
billion and $1,609.3 billion as of December 31, 2018, 2017 and 2016, respectively.
Net investment income increased $1.7 million, or 0.2%, and $28.2 million, or 4.0%, in 2018 and 2017, respectively. The
increase in 2018 was due to a higher asset base largely offset by lower investment yields with variable investment income relatively
consistent for both periods. The increase in 2017 was primarily due to strong variable investment income associated with a higher
level of bond make-whole premiums and distributions from joint ventures and limited partnerships, and an increase in the average
invested asset base partially offset by a lower investment yield.
Claims and other policy benefits as a percentage of net premiums (“loss ratios”) were 91.2%, 88.9% and 88.3% in 2018,
2017 and 2016, respectively. The increase in the loss ratio for 2018 was primarily due to unfavorable claims experience in the
individual line of business and higher claims from the group disability and healthcare excess lines of business. Similarly, the
increase in the loss ratio for 2017 was primarily related to unfavorable claims experience in the individual mortality and group
health lines of business.
Interest credited expense decreased by $0.2 million, or 0.2%, in 2018 and $2.8 million, or 3.3%, in 2017. There was a
minimal decrease in interest credited expense in 2018, while the decrease in 2017 relates primarily to one treaty in which the
interest credited varies depending on the number of deaths in any given year. The decrease is primarily offset by a decrease in
investment income. The variances in interest credited expense are largely offset by variances in investment income. Interest
credited in this segment relates to amounts credited on cash value products, which also have a significant mortality component.
Income before income taxes is affected by the spread between the investment income and the interest credited on the underlying
products.
50
Policy acquisition costs and other insurance expenses as a percentage of net premiums were 13.3%, 14.1% and 14.3%
in 2018, 2017 and 2016, respectively. Overall, these ratios are expected to remain in a predictable range and may fluctuate from
period to period due to varying allowance levels within coinsurance-type arrangements. In addition, the amortization pattern of
previously capitalized amounts, which are subject to the form of the reinsurance agreement and the underlying insurance policies
may vary. Also, the mix of first year coinsurance business versus yearly renewable term business can cause the percentage to
fluctuate from period to period. In recent years, reinsurance treaties weighted toward yearly renewable term structures have
contributed to relatively stable rates.
Other operating expenses increased $9.0 million, or 6.8%, and $4.5 million, or 3.5% in 2018 and 2017, respectively. In
addition to reflecting normal growth in employee related costs, the increase in operating expenses for 2018 reflects expense growth
associated with key business line initiatives focused on enhancing the services and reinsurance options for clients. Other operating
expenses, as a percentage of net premiums, were 2.5%, 2.4% and 2.4% in 2018, 2017 and 2016, respectively. The expense ratio
tends to fluctuate only slightly from period to period due to maturity and scale of this segment.
Financial Solutions - Asset-Intensive Reinsurance
Asset-Intensive within the U.S. and Latin America Financial Solutions segment primarily assumes investment risk within
underlying annuities and corporate-owned life insurance policies. Most of these agreements are coinsurance, coinsurance with
funds withheld or modco. The Company recognizes profits or losses primarily from the spread between the investment income
earned and the interest credited on the underlying deposit liabilities, income associated with longevity risk, and fees associated
with variable annuity account values and guaranteed investment contracts.
Impact of certain derivatives
Income from the asset-intensive business tends to be volatile due to changes in the fair value of certain derivatives,
including embedded derivatives associated with reinsurance treaties structured on a modco or funds withheld basis, as well as
embedded derivatives associated with the Company’s reinsurance of EIAs and variable annuities with guaranteed minimum benefit
riders. Fluctuations occur period to period primarily due to changing investment conditions including, but not limited to, interest
rate movements (including risk-free rates and credit spreads), implied volatility, the Company’s own credit risk and equity market
performance, all of which are factors in the calculations of fair value. Therefore, management believes it is helpful to distinguish
between the effects of changes in these derivatives, net of related hedging activity, and the primary factors that drive profitability
of the underlying treaties, namely investment income, fee income (included in other revenues), and interest credited. These
fluctuations are considered unrealized by management and do not affect current cash flows, crediting rates or spread performance
on the underlying treaties.
The following table summarizes the asset-intensive results and quantifies the impact of these embedded derivatives for
the periods presented. Revenues before certain derivatives, benefits and expenses before certain derivatives, and income before
income taxes and certain derivatives, should not be viewed as substitutes for GAAP revenues, GAAP benefits and expenses, and
GAAP income before income taxes.
For the year ended December 31,
2018
2017
2016
(dollars in thousands)
Revenues:
Total revenues
Less:
$
798,140
$
1,036,740
$
755,585
Embedded derivatives – modco/funds withheld treaties
Guaranteed minimum benefit riders and related free standing derivatives
Revenues before certain derivatives
(20,991)
6,241
812,890
146,329
(18,686)
909,097
58,737
(39,786)
736,634
Benefits and expenses:
Total benefits and expenses
Less:
Embedded derivatives – modco/funds withheld treaties
Guaranteed minimum benefit riders and related free standing derivatives
Equity-indexed annuities
Benefits and expenses before certain derivatives
Income (loss) before income taxes:
Income before income taxes
Less:
630,346
716,032
531,443
(14,658)
11,352
(6,443)
640,095
70,392
(5,369)
(14,463)
665,472
40,077
(10,937)
(11,046)
513,349
167,794
320,708
224,142
Embedded derivatives – modco/funds withheld treaties
Guaranteed minimum benefit riders and related free standing derivatives
Equity-indexed annuities
(6,333)
(5,111)
6,443
75,937
(13,317)
14,463
Income before income taxes and certain derivatives
$
172,795
$
243,625
$
18,660
(28,849)
11,046
223,285
51
Embedded Derivatives - Modco/Funds Withheld Treaties - Represents the change in the fair value of embedded derivatives
on funds withheld at interest associated with treaties written on a modco or funds withheld basis. The fair value changes of
embedded derivatives on funds withheld at interest associated with treaties written on a modco or funds withheld basis are reflected
in revenues, while the related impact on deferred acquisition expenses is reflected in benefits and expenses. The Company’s
utilization of a credit valuation adjustment did not have a material effect on the change in fair value of these embedded derivatives
for the years ended December 31, 2018, 2017 and 2016.
The change in fair value of the embedded derivatives - modco/funds withheld treaties increased (decreased) income
before income taxes by $(6.3) million, $75.9 million and $18.7 million in 2018, 2017 and 2016, respectively. The decrease in
income for 2018 was primarily due to the repositioning in the funds withheld portfolio. The increases in income in 2017 and
2016 were primarily due to tightening credit spreads.
Guaranteed Minimum Benefit Riders - Represents the impact related to guaranteed minimum benefits associated with
the Company’s reinsurance of variable annuities. The fair value changes of the guaranteed minimum benefits along with the
changes in fair value of the free standing derivatives (interest rate swaps, financial futures and equity options), purchased by the
Company to substantially hedge the liability are reflected in revenues, while the related impact on deferred acquisition expenses
is reflected in benefits and expenses. The Company’s utilization of a credit valuation adjustment did not have a material effect
on the change in fair value of these embedded derivatives for the years ended December 31, 2018, 2017 and 2016.
The change in fair value of the guaranteed minimum benefits, after allowing for changes in the associated free standing
derivatives, decreased income before income taxes by $5.1 million, $13.3 million and $28.8 million in 2018, 2017 and 2016,
respectively. The decrease in income for 2018 is primarily associated with unfavorable policyholder termination experience. The
decrease in income for 2017 and 2016 was primarily due to the annual update of best estimate actuarial assumptions to account
for lower policyholder termination experience.
Equity-Indexed Annuities - Represents changes in the liability for equity-indexed annuities in excess of changes in account
value, after adjustments for related deferred acquisition expenses. The change in fair value of embedded derivative liabilities
associated with equity-indexed annuities increased income before income taxes by $6.4 million, $14.5 million and $11.0 million,
in 2018, 2017 and 2016, respectively. The increase in income in 2018 was primarily due to lower policyholder lapses and
withdrawals. The increase in income in 2017 and 2016 was primarily due to declining long-term interest rates and the flattening
of the treasury yield curve.
Discussion and analysis before certain derivatives
Income before income taxes and certain derivatives decreased by $70.8 million and increased by $20.3 million in 2018
and 2017, respectively. The decrease in income in 2018 was primarily due to lower investment related gains (losses,) partially
due to the repositioning of coinsurance portfolios associated with new transactions, net of the corresponding impact to deferred
acquisition costs. The increase in income in 2017, was primarily due to the impact of rising equity markets associated with the
Company’s reinsurance of EIAs and variable annuities and higher variable investment income.
Revenue before certain derivatives decreased by $96.2 million and increased by $172.5 million in 2018 and 2017,
respectively. The decrease in 2018 was primarily due to the change in fair value of equity options associated with the reinsurance
of EIAs and lower investment related gains (losses) associated with coinsurance portfolios, partially offset by revenues from new
transactions. The increase in 2017 was primarily due to the change in fair value of equity options associated with the reinsurance
of EIAs, investment income from a new coinsurance transaction in 2017, and higher investment related gains (losses) associated
with coinsurance and funds withheld portfolios. The effect on investment income related to equity options is substantially offset
by a corresponding change in interest credited.
Benefits and expenses before certain derivatives decreased by $25.4 million and increased by $152.1 million in 2018
and 2017, respectively. The decrease in benefits and expenses in 2018 was primarily due to lower interest credited associated
with the reinsurance of EIAs, partially offset by the impact from new transactions. The increase in 2017 was primarily due to
higher interest credited associated with the reinsurance of EIAs, interest credited from a new coinsurance transaction in 2017 and
the corresponding impact to deferred acquisition costs from investment related gains (losses) in coinsurance and funds withheld
portfolios. The effect on interest credited related to equity options is substantially offset by a corresponding change in investment
income.
The invested asset base supporting this segment increased to $20.1 billion as of December 31, 2018 from $15.4 billion
as of December 31, 2017. The increase in the asset base was due primarily to new coinsurance transactions in the second half of
2018. As of December 31, 2018 and 2017, $3.8 billion and $4.1 billion, respectively, of the invested assets were funds withheld
at interest, of which greater than 90% is associated with one client.
Financial Solutions - Financial Reinsurance
Financial Reinsurance within the U.S. Financial Solutions segment income before income taxes consists primarily of net
fees earned on financial reinsurance transactions. Additionally, a portion of the business is brokered business in which the Company
52
does not participate in the assumption of risk. The fees earned from financial reinsurance contracts and brokered business are
reflected in other revenues, and the fees paid to retrocessionaires are reflected in policy acquisition costs and other insurance
expenses.
Income before income taxes increased by $1.8 million, or 2.2%, and $21.6 million, or 36.5%, in 2018 and 2017,
respectively. The increases in 2018 and 2017 were primarily related to the growth from new transactions.
At December 31, 2018, 2017 and 2016, the amount of reinsurance assumed from client companies, as measured by pre-
tax statutory surplus, risk based capital and other financial reinsurance structures, was $14.2 billion, $13.1 billion and $8.8 billion,
respectively. The increases in both 2018 and 2017 can primarily be attributed to an increase in the number of new transactions
executed each year and is consistent with the increase in related income. Fees earned from this business can vary significantly
depending on the size of the transactions and the timing of their completion and, therefore, can fluctuate from period to period.
Canada Operations
The Company conducts reinsurance business in Canada primarily through RGA Canada, which assists clients with capital
management activity and mortality and morbidity risk management. The Canada operations are primarily engaged in Traditional
reinsurance, which consists mainly of traditional individual life reinsurance, and to a lesser extent creditor, group life and health,
critical illness and disability reinsurance. Creditor insurance covers the outstanding balance on personal, mortgage or commercial
loans in the event of death, disability or critical illness and is generally shorter in duration than traditional individual life insurance.
The Canada Financial Solutions segment consists of longevity and financial reinsurance.
For the year ended December 31, 2018
Traditional
Financial Solutions
Total Canada
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
For the year ended December 31, 2017
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
Traditional
Financial Solutions
Total Canada
1,067,393
200,746
(733)
5,586
1,272,992
884,553
83
232,024
34,448
1,151,108
121,884
940,205
194,133
10,619
7,501
1,152,458
787,531
20
192,972
35,074
1,015,597
136,861
$
1,024,021
$
43,372
$
199,412
(733)
1,704
1,224,404
847,745
83
231,258
33,010
1,112,096
1,334
—
3,882
48,588
36,808
—
766
1,438
39,012
112,308
$
9,576
$
$
$
901,976
$
38,229
$
189,018
10,619
1,907
1,103,520
757,892
20
192,183
33,207
983,302
5,115
—
5,594
48,938
29,639
—
789
1,867
32,295
$
120,218
$
16,643
$
53
For the year ended December 31, 2016
Traditional
Financial Solutions
Total Canada
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
$
928,642
$
38,701
$
178,927
10,528
(93)
1,118,004
707,409
19
238,252
37,619
983,299
2,692
—
5,545
46,938
36,275
—
1,231
1,487
38,993
$
134,705
$
7,945
$
967,343
181,619
10,528
5,452
1,164,942
743,684
19
239,483
39,106
1,022,292
142,650
Income before income taxes decreased by $15.0 million, or 10.9%, and $5.8 million, or 4.1%, in 2018 and 2017,
respectively. The decrease in income for 2018 was primarily due to unfavorable traditional individual life mortality experience
as compared to 2017. The decrease in income for 2017 was primarily due to unfavorable traditional individual life mortality
experience compared to favorable experience in 2016, partially offset by favorable experience on longevity business. Foreign
currency exchange fluctuation in the Canadian dollar resulted in a decrease in income before income taxes of $1.0 million and an
increase of $3.7 million in 2018 and 2017, respectively.
Traditional Reinsurance
Income before income taxes decreased by $7.9 million, or 6.6%, and $14.5 million, or 10.8%, in 2018 and 2017,
respectively. The decrease in income for 2018 was primarily due to unfavorable traditional individual life mortality experience.
The decrease in income for 2017 was primarily due to unfavorable traditional individual life mortality experience compared to
favorable experience in 2016. Foreign currency exchange fluctuation in the Canadian dollar resulted in a decrease in income before
income taxes of $1.2 million and an increase of $3.2 million in 2018 and 2017, respectively.
Net premiums increased by $122.0 million, or 13.5%, and decreased by $26.7 million, or 2.9%, in 2018 and 2017,
respectively. The increase in 2018 was primarily due to new in force block transactions completed during 2018. The decrease in
2017 was primarily due to a decrease in creditor premiums of $80.4 million partially offset by an increase in traditional individual
life business premiums from annually increasing premium rates on yearly renewable term treaties and favorable foreign currency
exchange fluctuation. Foreign currency exchange fluctuation in the Canadian dollar had a negligible effect on net premiums in
2018 and resulted in an increase of $18.5 million in 2017. The segment added new business production, measured by face amount
of insurance in force, of $43.1 billion, $35.6 billion and $34.9 billion during 2018, 2017 and 2016, respectively.
Net investment income increased $10.4 million, or 5.5%, and $10.1 million, or 5.6%, in 2018 and 2017, respectively.
The effect of changes in the Canadian dollar exchange rates had a negligible effect on net investment income in 2018 and resulted
in an increase of $4.0 million in 2017. Increases in the invested asset base increased net investment income in 2018 and 2017.
Loss ratios for the segment were 82.8%, 84.0% and 76.2% in 2018, 2017 and 2016, respectively. The decrease in the
2018 loss ratio was due to the aforementioned new inforce block transactions completed during of 2018 partially offset by
unfavorable traditional life mortality experience compared to the prior year. The increase in the 2017 loss ratio was due to
unfavorable traditional life mortality experience compared to favorable experience in 2016 and a decrease in creditor business
premiums. Loss ratios for the individual life mortality business were 91.6%, 97.2% and 93.5% in 2018, 2017 and 2016, respectively.
The aforementioned new inforce block transactions reduced the traditional individual life mortality business loss ratio in 2018 by
8.3%. Historically, the loss ratio increased annually primarily as the result of several large permanent level premium in force
blocks assumed in 1997 and 1998. These blocks are mature blocks of long-term permanent level premium business in which
mortality as a percentage of net premiums is expected to be higher than historical ratios. The nature of permanent level premium
policies requires the Company to set up actuarial liabilities and invest the amounts received in excess of early-year claims costs
to fund claims in later years when premiums, by design, continue to be level as compared to expected increasing mortality or claim
costs. As such, investment income becomes a more significant component of profitability of these in force blocks. Excluding
creditor business, claims and other policy benefits, as a percentage of net premiums and investment income were 74.2%, 76.5%
and 73.7% in 2018, 2017 and 2016, respectively.
Policy acquisition costs and other insurance expenses as a percentage of net premiums for traditional individual life
business were 22.6%, 21.3% and 25.7% in 2018, 2017 and 2016, respectively. Overall, while these ratios are expected to remain
in a predictable range, and may fluctuate from period to period due to varying allowance levels and product mix. The decrease in
2017 reflects a lower level of creditor business, which typically has a higher level of acquisition costs. In addition, the amortization
54
pattern of previously capitalized amounts, which are subject to the form of the reinsurance agreement and the underlying insurance
policies, may vary.
Other operating expenses decreased by $0.2 million, or 0.6%, and $4.4 million, or 11.7%, in 2018 and 2017, respectively.
Foreign currency exchange fluctuation in the Canadian dollar had a negligible effect on other operating expenses for 2018 and
resulted in an increase in other operating expenses of $0.7 million in 2017, respectively. The decrease in other operating expenses
in 2017 is primarily due to decrease in allocated expense from corporate operations. Other operating expenses as a percentage of
net premiums were 3.2%, 3.7% and 4.1% in 2018, 2017 and 2016, respectively.
Financial Solutions
Income before income taxes decreased by $7.1 million, or 42.5%, and increased by $8.7 million, or 109.5%, in 2018 and
2017, respectively. The decrease in income before income taxes in 2018 was primarily a result of favorable experience on the
longevity block of business in 2017 and a decrease in investment income. The increase in income before income taxes in 2017
was primarily due to favorable experience on longevity business. Foreign currency exchange fluctuation in the Canadian dollar
resulted in an increase in income before income taxes of $0.2 million and a decrease of $0.4 million in 2018 and 2017, respectively.
Net premiums increased $5.1 million, or 13.5%, and decreased by $0.5 million, or 1.2%, in 2018 and 2017, respectively.
The increase in net premiums in 2018 was primarily due to longevity business, where the premium structure generally increases
over time. Foreign currency exchange fluctuation in the Canadian dollar resulted in an increase in net premiums of $0.1 million
and $0.9 million in 2018 and 2017, respectively.
Net investment income decreased by $3.8 million, or 73.9%, and increased by $2.4 million, or 90.0%, in 2018 and 2017,
respectively. The decrease in net investment income in 2018 was primarily due to a decrease in the invested asset base. The
increase in net investment income for 2017 was primarily due to a growth in the invested asset base.
Claims and other policy benefits increased by $7.2 million, or 24.2%, and decreased by $6.6 million, or 18.3%, in 2018
and 2017, respectively. The increase in 2018 and the decrease in 2017 reflect favorable experience on the longevity block of
business in 2017. The effect of changes in the Canadian dollar exchange rates resulted in a decrease in claims and other policy
benefits of $0.2 million and an increase of $0.6 million in 2018 and 2017, respectively.
Europe, Middle East and Africa Operations
The Europe, Middle East and Africa (“EMEA”) operations includes business generated by its offices principally in France,
Germany, Ireland, Italy, the Middle East, the Netherlands, Poland, South Africa, Spain and the United Kingdom (“UK”). EMEA
consists of two major segments: Traditional and Financial Solutions. The Traditional segment primarily provides reinsurance
through yearly renewable term and coinsurance agreements on a variety of life, health and critical illness products. Reinsurance
agreements may be facultative or automatic agreements covering primarily individual risks and, in some markets, group risks.
The Financial Solutions segment consists of reinsurance and other transactions associated with longevity closed blocks, payout
annuities, capital management solutions and financial reinsurance.
For the year ended December 31, 2018
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
Traditional
Financial Solutions
Total EMEA
$
$
1,423,199
66,242
(161)
5,325
1,494,605
1,233,458
—
98,981
107,047
1,439,486
55,119
$
$
195,333
133,855
555
20,143
349,886
123,151
(6,659)
3,981
33,026
153,499
196,387
$
$
1,618,532
200,097
394
25,468
1,844,491
1,356,609
(6,659)
102,962
140,073
1,592,985
251,506
55
For the year ended December 31, 2017
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
For the year ended December 31, 2016
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
Traditional
Financial Solutions
Total EMEA
$
$
$
$
1,301,640
55,511
52
4,872
1,362,075
1,096,211
—
92,143
103,235
1,291,589
70,486
Traditional
1,140,062
50,301
5
4,781
1,195,149
999,005
—
63,848
102,237
1,165,090
30,059
$
$
$
$
163,720
123,258
5,487
18,606
311,071
142,796
11,078
1,833
31,850
187,557
123,514
Financial Solutions
180,271
125,282
13,537
21,428
340,518
164,883
13,131
6
24,491
202,511
138,007
$
$
$
$
1,465,360
178,769
5,539
23,478
1,673,146
1,239,007
11,078
93,976
135,085
1,479,146
194,000
Total EMEA
1,320,333
175,583
13,542
26,209
1,535,667
1,163,888
13,131
63,854
126,728
1,367,601
168,066
Income before income taxes increased by $57.5 million, or 29.6%, and $25.9 million, or 15.4%, in 2018 and 2017,
respectively. The increase in income before income taxes for 2018 was primarily due to favorable performance in the closed block
longevity and payout annuity business partially offset by unfavorable individual mortality and morbidity experience. The increase
in income before income taxes for 2017 was primarily due to favorable individual mortality, morbidity and longevity experience,
partly offset by lower payout annuity performance. Foreign currency exchange fluctuations resulted in an increase in income
before income taxes of $7.4 million and a decrease of $4.3 million in 2018 and 2017, respectively.
Traditional Reinsurance
Income before income taxes decreased by $15.4 million, or 21.8%, and increased by $40.4 million, or 134.5%, in 2018
and 2017, respectively. The decrease in income before income taxes in 2018 was primarily due to unfavorable individual mortality
and morbidity experience. The increase in income before income taxes in 2017 was primarily due to business growth and favorable
individual morbidity and mortality experience. Foreign currency exchange fluctuations resulted in an increase in income before
income taxes of $1.5 million in both 2018 and 2017.
Net premiums increased by $121.6 million, or 9.3%, and $161.6 million, or 14.2%, in 2018 and 2017, respectively. The
increase in 2018 was primarily due to increased volumes of mostly individual life business as well as increased health business.
The increase in 2017 was primarily due to increased business volumes, most notably in Italy, South Africa, the Middle East and
the Netherlands related to new treaties in 2017 and favorable growth from existing treaties. The segment added new business
production, measured by face amount of insurance in force, of $190.2 billion, $181.5 billion and $169.8 billion during 2018, 2017
and 2016, respectively. The face amount of reinsurance in force totaled $716.3 billion, $739.0 billion, and $603.0 billion at
December 31, 2018, 2017 and 2016, respectively. Foreign currency fluctuations unfavorably affected the face amount of
reinsurance in force by $41.4 billion and favorably by $64.7 billion in 2018 and 2017, respectively. Foreign currency exchange
fluctuations resulted in an increase in net premiums of $40.6 million and a decrease of $8.3 million in 2018 and 2017, respectively.
The segment’s primary currencies are the British pound, the Euro and the South African rand.
A portion of the net premiums for the segment, in each period presented, relates to reinsurance of critical illness coverage,
primarily in the UK. This coverage provides a benefit in the event of the diagnosis of a pre-defined critical illness. Net premiums
earned from this coverage totaled $187.6 million, $191.5 million and $203.4 million in 2018, 2017 and 2016, respectively.
56
Net investment income increased by $10.7 million, or 19.3%, and $5.2 million, or 10.4%, in 2018 and 2017, respectively.
The increase in 2018 was primarily due to an increase in the invested asset base and increased invested asset yield. The increase
in 2017 was primarily due to an increase in the invested asset base related to increased business volumes. Foreign currency
exchange fluctuations resulted in an increase in net investment income of $1.8 million and $0.1 million in 2018 and 2017,
respectively.
Other revenues increased by $0.5 million, or 9.3% and $0.1 million, or 1.9%, in 2018 and 2017, respectively. These
variances are primarily due to foreign currency transactions.
Loss ratios for this segment were 86.7%, 84.2% and 87.6% in 2018, 2017 and 2016, respectively. The decrease in loss
ratio in 2017 was primarily due to favorable claims experience and changes in the mix of business reflecting increased volumes
of new business with lower loss ratios, but with higher commissions. These higher commissions are reflected in the increase of
the 2017 policy acquisition cost ratio below.
Policy acquisition costs and other insurance expenses as a percentage of net premiums were 7.0%, 7.1% and 5.6% for
2018, 2017 and 2016, respectively. The increase in policy acquisition cost ratio in 2017 was due primarily to changes in the mix
of business reflecting increased volumes of new business with higher commissions.
Other operating expenses increased by $3.8 million, or 3.7%, and $1.0 million, or 1.0%, in 2018 and 2017, respectively.
The increases in 2018 and 2017 were primarily due to the effects of foreign currency exchange fluctuations. Foreign currency
exchange fluctuations resulted in an increase in operating expenses of $2.6 million and $1.6 million 2018 and 2017, respectively.
Other operating expenses as a percentage of net premiums totaled 7.5%, 7.9% and 9.0% in 2018, 2017 and 2016, respectively.
Financial Solutions
Income before income taxes increased by $72.9 million, or 59.0%, and decreased by $14.5 million, or 10.5%, in 2018
and 2017, respectively. The increase in 2018 was primarily due to favorable performance in the closed block longevity and payout
annuity businesses. The decrease in 2017 in income before income taxes was primarily due to payout annuity experience
normalizing after a particularly positive 2016, partly offset by favorable longevity business results. Foreign currency exchange
fluctuations resulted in an increase in income before income taxes of $5.8 million and a decrease of $5.8 million in 2018 and 2017,
respectively.
Net premiums increased by $31.6 million, or 19.3%, and decreased by $16.6 million, or 9.2%, in 2018 and 2017,
respectively. The increase in 2018 in net premiums was due to increased volumes of closed block longevity business. The decrease
in 2017 in net premiums was due to a new retrocession treaty, executed for risk management purposes that cedes longevity risk
to third parties, partially offset by an increase in premiums from new transactions. Foreign currency exchange fluctuations resulted
in an increase in net premiums of $6.5 million and a decrease of $7.6 million in 2018 and 2017, respectively.
Net investment income increased $10.6 million, or 8.6%, and decreased by $2.0 million, or 1.6%, in 2018 and 2017,
respectively. The increase in investment income in 2018 was due to an increased invested asset base resulting from business
growth. The decrease in investment income in 2017 was primarily due to adverse foreign currency exchange fluctuations. Foreign
currency exchange fluctuations resulted in an increase in investment income of $4.8 million and a decrease of $4.8 million in 2018
and 2017, respectively.
Other revenues increased by $1.5 million, or 8.3% and decreased by $2.8 million, or 13.2%, in 2018 and 2017, respectively.
The increase in 2018 in other revenues was due to increased volumes of fee income business. The decrease in 2017 in other
revenues was due to experience from a longevity swap normalizing after a particularly positive 2016. Fees earned from this
business can vary significantly depending on the size of the transactions and the timing of their completion and, therefore, can
fluctuate from period to period.
Claims and other policy benefits decreased $19.6 million, or 13.8%, and $22.1 million, or 13.4%, in 2018 and 2017,
respectively. The decrease in 2018 was primarily due to higher terminations in closed block longevity business. The decrease in
2017 was primarily due to the aforementioned new longevity retrocession treaty that cedes longevity risk to third parties, net of
an increase in claims and other policy benefits from new transactions.
Interest credited expense decreased by $17.7 million, or 160.1%, and $2.1 million, or 15.6%, in 2018 and 2017,
respectively. Interest credited in this segment relates to amounts credited to the contractholders of unit-linked products. This
amount will fluctuate according to contractholder investment selections, equity returns and interest rates. The effect on interest
credited related to unit-linked products is substantially offset by a corresponding change in investment income.
Other operating expenses increased by $1.2 million, or 3.7%, and $7.4 million, or 30.0%, in 2018 and 2017, respectively.
The increase in other operating expenses of 2018 was primarily due to an increase in foreign currency exchange fluctuations. The
increase in 2017 was primarily due to increased administration costs related to longevity transactions, costs related to a potential
57
acquisition and by the effect of foreign currency exchange fluctuations. Foreign currency exchange fluctuations resulted in an
increase in operating expenses of $1.2 million and a decrease of $0.4 million 2018 and 2017, respectively.
Asia Pacific Operations
The Asia Pacific operations include business generated by its offices principally in Australia, China, Hong Kong, India,
Japan, Malaysia, New Zealand, Singapore, South Korea and Taiwan. The Traditional segment’s principal types of reinsurance
include individual and group life and health, critical illness, disability and superannuation. Superannuation is the Australian
government mandated compulsory retirement savings program. Superannuation funds accumulate retirement funds for employees,
and, in addition, typically offer life and disability insurance coverage. The Financial Solutions segment includes financial
reinsurance, asset-intensive and certain disability and life blocks. Reinsurance agreements may be facultative or automatic
agreements covering primarily individual risks and in some markets, group risks.
For the year ended December 31, 2018
Traditional
Financial Solutions
Total Asia Pacific
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
For the year ended December 31, 2017
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
$
2,296,435
$
866
$
2,297,301
95,521
7
24,885
2,416,848
1,885,355
—
194,685
159,307
2,239,347
40,729
(10,278)
23,162
54,479
13,343
26,383
3,467
17,252
60,445
177,501
$
(5,966) $
136,250
(10,271)
48,047
2,471,327
1,898,698
26,383
198,152
176,559
2,299,792
171,535
Traditional
Financial Solutions
Total Asia Pacific
$
$
2,053,029
$
2,419
$
91,675
(10)
65,992
2,210,686
1,635,728
—
277,582
148,590
2,061,900
34,529
13,938
22,889
73,775
18,020
22,447
5,111
15,067
60,645
2,055,448
126,204
13,928
88,881
2,284,461
1,653,748
22,447
282,693
163,657
2,122,545
161,916
$
148,786
$
13,130
$
58
For the year ended December 31, 2016
Traditional
Financial Solutions
Total Asia Pacific
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Total benefits and expenses
Income before income taxes
$
1,681,505
$
5,428
$
83,049
14
6,582
1,771,150
1,345,951
—
163,036
148,235
1,657,222
23,648
9,436
24,870
63,382
25,180
12,796
6,071
15,272
59,319
$
113,928
$
4,063
$
1,686,933
106,697
9,450
31,452
1,834,532
1,371,131
12,796
169,107
163,507
1,716,541
117,991
Income before income taxes increased by $9.6 million, or 5.9%, and $43.9 million, or 37.2%, in 2018 and 2017,
respectively. The increase in income before income taxes in 2018 was primarily due to business growth across the region and net
favorable claims experience in Asia, partially offset by adverse claims experience in Australia. Also offsetting the increase in
income before income taxes were losses on sales of investment securities and unfavorable changes in the fair value of derivatives
in 2018 compared with gains on security sales and favorable changes in the fair value of derivatives in 2017. The increase in
income before income taxes in 2017 was primarily due to higher income from offices in Asia driven by business growth, most
notably in Hong Kong and Southeast Asia. Foreign currency exchange fluctuations resulted in an increase in income before income
taxes of $3.1 million and a decrease of $1.1 million in 2018 and 2017, respectively.
Traditional Reinsurance
Income before income taxes increased by $28.7 million, or 19.3%, and $34.9 million, or 30.6%, in 2018 and 2017,
respectively. The increase in income before income taxes in 2018 was primarily due to business growth across the region and
favorable claims experience in Asia partially offset by adverse claims experience in Australia. The increase in income before
income taxes in 2017 was primarily due to higher income from offices in Asia driven by business growth. Foreign currency
exchange fluctuations resulted in an increase in income before income taxes of $2.8 million and a decrease of $1.4 million in 2018
and 2017, respectively.
Net premiums increased by $243.4 million, or 11.9%, and $371.5 million, or 22.1%, in 2018 and 2017, respectively. The
increase in premiums for 2018 was primarily driven by new business written in Asian markets partially offset by the effect of three
treaties recaptured in Australia in the fourth quarter of 2017. The increase in premiums for 2017 was driven by both new and
existing business written throughout the segment. The segment added new business production, measured by face amount of
insurance in force, of $66.9 billion, $78.9 billion and $73.7 billion during 2018, 2017 and 2016, respectively. The face amount
of reinsurance in force totaled $616.9 billion, $552.3 billion, and $492.2 billion at December 31, 2018, 2017 and 2016, respectively.
Foreign currency fluctuations unfavorably affected the face amount of reinsurance in force by $28.0 billion and favorably by $30.6
billion in 2018 and 2017, respectively. Foreign currency exchange fluctuations resulted in a decrease in net premiums of $2.8
million and an increase of $22.7 million in 2018 and 2017, respectively.
A portion of the net premiums for the segment, in each period presented, relates to reinsurance of critical illness coverage.
This coverage provides a benefit in the event of the diagnosis of a pre-defined critical illness. Reinsurance of critical illness in the
Asia Pacific operations is offered primarily in South Korea, Australia, China and Hong Kong. Net premiums from this coverage
totaled $806.1 million, $611.0 million, and $398.3 million in 2018, 2017 and 2016, respectively.
Net investment income increased $3.8 million, or 4.2%, and $8.6 million, or 10.4%, in 2018 and 2017, respectively. The
increase in 2018 was primarily due to higher investment yields, largely offset by a lower invested asset base. The increase in 2017
was primarily due to a higher invested asset base. Foreign currency exchange fluctuations resulted in a decrease in net investment
income of $1.2 million and an increase of $1.7 million in 2018 and 2017, respectively.
Other revenues decreased by $41.1 million, or 62.3%, and increased by $59.4 million, or 902.6%, in 2018 and 2017,
respectively. The decrease in other revenues in 2018 was primarily due to $57.9 million in recapture fees recognized in 2017
associated with the recapture of three treaties in Australia, compared to $9.7 million of recapture fees in 2018 associated with the
recapture of one treaty in Australia. The increase in other revenues in 2017 was primarily due to the aforementioned recapture
fees associated with three treaties recaptured in Australia.
59
Loss ratios for this segment were 82.1%, 79.7% and 80.0% for 2018, 2017 and 2016, respectively. The increase in the
loss ratio in 2018 was primarily due to new business mix in Asia and adverse claims experience in Australia. The decrease in the
loss ratio in 2017 was primarily due to improved claims experience in Australia compared to the prior year.
Policy acquisition costs and other insurance expenses as a percentage of net premiums were 8.5%, 13.5% and 9.7% for
2018, 2017 and 2016, respectively. The ratio of policy acquisition costs and other insurance expenses as a percentage of net
premiums increased in 2017, primarily due to the acceleration of policy acquisition costs related to the aforementioned recaptured
treaties in Australia. The ratio of policy acquisition costs and other insurance expenses as a percentage of net premiums should
generally decline as the business matures; however, the percentage does fluctuate periodically due to variations in the mixture of
business and client-related actions.
Other operating expenses increased $10.7 million, or 7.2%, and $0.4 million, or 0.2%, in 2018 and 2017, respectively.
The 2018 increase in other operating expenses is mainly due to increased compensation costs, primarily in the growing Asian
operations. Foreign currency exchange fluctuations resulted in a decrease in operating expenses of $0.3 million and an increase
of $1.2 million in 2018 and 2017, respectively. Other operating expenses as a percentage of net premiums totaled 6.9%, 7.2% and
8.8% in 2018, 2017 and 2016, respectively. The timing of premium flows and the level of costs associated with the entrance into
and development of new markets in the Asia Pacific segment may cause other operating expenses as a percentage of net premiums
to fluctuate over periods of time.
Financial Solutions
Income before income taxes decreased by $19.1 million, or 145.4%, and increased by $9.1 million, or 223.2%, in 2018
and 2017, respectively. The decrease in income before income taxes in 2018 was primarily due to investment related losses and
a decrease in the fair value of derivatives in 2018 compared to investment related gains and an increase in the fair value of derivatives
in 2017. The increase in income before income taxes in 2017 was primarily due to favorable lapse experience on a closed treaty
in Japan as compared to 2016. Foreign currency exchange fluctuations resulted in an increase in income before income taxes of
$0.4 million and $0.3 million in 2018 and 2017, respectively.
Net premiums decreased by $1.6 million, or 64.2%, and $3.0 million, or 55.4%, in 2018 and 2017, respectively. The
decreases were primarily due to policy lapses on a closed treaty in Japan.
Net investment income increased $6.2 million, or 18.0%, and $10.9 million, or 46.0%, in 2018 and 2017, respectively.
The increase in investment income in 2018 was primarily due to higher investment yields, partially offset by a lower invested
asset base. The increase in investment income in 2017 was primarily due to a higher invested asset base.
Other revenues increased by $0.3 million, or 1.2%, and decreased by $2.0 million, or 8.0%, in 2018 and 2017, respectively.
The decrease in other revenues in 2017 was primarily due to run-off of the previously mentioned treaty in Japan. The amount of
reinsurance assumed from client companies, as measured by pre-tax statutory surplus, risk based capital and other financial
reinsurance structures was $2.9 billion and $2.6 billion at December 31, 2018 and 2017, respectively. Fees earned from this
business can vary significantly depending on the size of the transactions and the timing of their completion and therefore can
fluctuate from period to period.
Claims and other policy benefits decreased by $4.7 million, or 26.0%, and $7.2 million, or 28.4%, in 2018 and 2017,
respectively. The decrease in 2018 was attributable to lower lapses on the aforementioned closed treaty in Japan, partially offset
by higher claims and policy benefits from new business. The decrease in 2017 was attributable to lower lapses from policies from
a closed block of business in Japan. Management views recent experience as normal short-term volatility that is inherent in the
business.
Other operating expenses increased by $2.2 million, or 14.5%, and decreased by $0.2 million, or 1.3%, in 2018 and 2017,
respectively. The timing of premium flows and the level of costs associated with the entrance into and development of new markets
in the Asia Pacific segment causes other operating expenses to fluctuate over periods of time.
Corporate and Other
Corporate and Other revenues primarily include investment income from unallocated invested assets, investment related
gains and losses and service fees. Corporate and Other expenses consist of the offset to capital charges allocated to the operating
segments within the policy acquisition costs and other insurance income line item, unallocated overhead and executive costs,
interest expense related to debt, and the investment income and expense associated with the Company’s collateral finance and
securitization transactions and service business expenses. Additionally, Corporate and Other includes results from certain wholly-
owned subsidiaries, such as RGAx, and joint ventures that, among other activities, develop and market technology, and provide
consulting and outsourcing solutions for the insurance and reinsurance industries. In the past two years, the Company has increased
its investment and expenditures in this area in an effort to both support its clients and generate new future revenue streams.
60
For the year ended December 31,
2018
2017
2016
(dollars in thousands)
Revenues:
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses:
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance income
Other operating expenses
Interest expense
Collateral finance and securitization expense
Total benefits and expenses
Loss before income taxes
$
91
$
113
$
165,051
(110,427)
29,161
83,876
86
11,514
(124,138)
255,353
147,355
29,699
319,869
148,999
(4,943)
10,986
155,155
(10)
6,356
(108,641)
207,769
146,025
28,636
280,135
$
(235,993) $
(124,980) $
342
117,057
51,256
12,301
180,956
(9)
2,469
(100,266)
154,554
137,623
25,827
220,198
(39,242)
Loss before income taxes increased by $111.0 million and $85.7 million in 2018 and 2017, respectively. The increase in
loss before income taxes for 2018 was primarily due to investment related losses and higher other operating expenses partially
offset by increased other revenue. The increase in loss before income taxes for 2017 was primarily due to decreased net investment
related gains, decreased other revenues and higher other operating expenses partially offset by increased investment income.
Net investment income increased by $16.1 million, or 10.8%, and $31.9 million, or 27.3%, in 2018 and 2017, respectively.
The increase in 2018 was related to an increase in unallocated invested assets and higher variable investment income. The increase
in 2017 was related to an increase in unallocated invested assets and higher investment yields.
Net investment related losses increased by $105.5 million and $56.2 million in 2018 and 2017, respectively. The increase
in net investment related losses in 2018 was due to net losses on the sale of fixed maturity securities of $55.2 million compared
to gains in the prior year of $36.7 million and a decline in the fair value of equity securities of $23.6 million, which were offset
by a $18.3 million decrease in other-than-temporary impairments on fixed maturity securities. Net investment related losses in
2017 reflect higher impairments on fixed maturity and other securities of $21.3 million and a reduction in net gains on the sale of
fixed maturity securities of $29.7 million, compared to 2016.
Other revenues increased by $18.2 million, or 165.4%, and decreased by $1.3 million, or 10.7%, in 2018 and 2017,
respectively. The increase in 2018 was mainly due to the Company’s January 2018 acquisition of LOGiQ3 Inc., a group of
companies providing technology, consulting and outsourcing solutions primarily to the North American life insurance and
reinsurance industry, which contributed $20.5 million to other revenues in 2018.
Policy acquisition costs and other insurance income decreased by $15.5 million, or 14.3%, and $8.4 million, or 8.4%, in
2018 and 2017, respectively. Fluctuations period over period were attributable to the offset to capital charges allocated to the
operating segments.
Other operating expenses increased by $47.6 million, or 22.9%, and $53.2 million, or 34.4%, in 2018 and 2017,
respectively. The increase in other operating expenses during 2018 was due to increased compliance costs, strategic initiatives,
acquisitions and increased incentive-based compensation. In addition, the aforementioned acquisition of LOGiQ3 Inc. contributed
$29.3 million of other operating expenses in 2018. The $53.2 million increase in other operating expenses in 2017 was primarily
related to a $22.5 million capital project write-off, in addition to a $13.7 million increase in compensation expense, mainly due
to increased incentive-based compensation and pension benefits, and a $10.0 million increase in consulting expenses due to various
corporate initiatives.
Interest expense increased by $1.3 million, or 0.9%, and $8.4 million, or 6.1%, in 2018 and 2017, respectively. The
increase in interest expense was primarily due to variability in tax-related interest expense. The $8.4 million increase in interest
expense during 2017 was primarily due to the issuance of $800.0 million in long-term debt in June 2016, which was partially
offset by the repayment of $300.0 million of long-term debt in 2017.
61
Liquidity and Capital Resources
Overview
The Company believes that cash flows from the source of funds available to it will provide sufficient cash flows for the
next twelve months to satisfy the current liquidity requirements of the Company under various scenarios that include the potential
risk of early recapture of reinsurance treaties, market events and higher than expected claims. The Company performs periodic
liquidity stress testing to ensure its asset portfolio includes sufficient high quality liquid assets that could be utilized to bolster its
liquidity position under stress scenarios. These assets could be utilized as collateral for secured borrowing transactions with various
third parties or by selling the securities in the open market if needed. The Company’s liquidity requirements have been and will
continue to be funded through net cash flows from operations. However, in the event of significant unanticipated cash requirements
beyond normal liquidity needs, the Company has multiple liquidity alternatives available based on market conditions and the
amount and timing of the liquidity need. These alternatives include borrowings under committed credit facilities, secured
borrowings, the ability to issue long-term debt, preferred securities or common equity and, if necessary, the sale of invested assets
subject to market conditions.
Current Market Environment
The current interest rate environment in select markets, primarily the U.S. and Canada, continues to put downward
pressure on the Company’s investment yield. The Company’s average investment yield, excluding spread related business, for
2018 was at 4.45%, 10 basis points below the comparable 2017 rate. The Company’s insurance liabilities, in particular its annuity
products, are sensitive to changing market factors. Due to increases in risk free interest rates, gross unrealized gains on fixed
maturity securities available-for-sale decreased from $2,982.8 million at December 31, 2017 to $1,858.7 million at December 31,
2018. Gross unrealized losses increased from $113.3 million at December 31, 2017 to $748.5 million at December 31, 2018.
The Company continues to be in a position to hold any investment security showing an unrealized loss until recovery,
provided it remains comfortable with the credit of the issuer. As indicated above, gross unrealized gains on investment securities
of $1,858.7 million remain well in excess of gross unrealized losses of $748.5 million as of December 31, 2018. Historically low
interest rates continued to put pressure on the Company’s investment yield. The Company does not rely on short-term funding
or commercial paper and to date it has experienced no liquidity pressure, nor does it anticipate such pressure in the foreseeable
future.
The Company projects its reserves to be sufficient and it would not expect to write down deferred acquisition costs or
be required to take any actions to augment capital, even if interest rates remain at current levels for the next five years, assuming
all other factors remain constant. While the Company has felt the pressures of sustained low interest rates and volatile equity
markets and may continue to do so, its business operations are not overly sensitive to these risks. Although management believes
the Company’s current capital base is adequate to support its business at current operating levels, it continues to monitor new
business opportunities and any associated new capital needs that could arise from the changing financial landscape.
The Holding Company
RGA is an insurance holding company whose primary uses of liquidity include, but are not limited to, the immediate
capital needs of its operating companies, dividends paid to its shareholders, repurchase of common stock and interest payments
on its indebtedness. The primary sources of RGA’s liquidity include proceeds from its capital-raising efforts, interest income on
undeployed corporate investments, interest income received on surplus notes with RGA Reinsurance, RCM and Rockwood Re
and dividends from operating subsidiaries. As the Company continues its expansion efforts, RGA will continue to be dependent
upon these sources of liquidity. See “Part IV – Item 15(a)(2) Financial Statement Schedules – Schedule II – Condensed Financial
Information of Registrant” for more information regarding RGA’s financial information.
RGA, through wholly-owned subsidiaries, has committed to provide statutory reserve support to third parties, in exchange
for a fee, by funding loans if certain defined events occur. Such statutory reserves are required under the U.S. Valuation of Life
Policies Model Regulation (commonly referred to as Regulation XXX for term life insurance policies and Regulation A-XXX for
universal life secondary guarantees). The third-parties have recourse to RGA should the subsidiary fail to provide the required
funding, however, as of December 31, 2018, the Company does not believe that it will be required to provide any funding under
these commitments as the occurrence of the defined events is considered remote. See Note 12 - “Commitments, Contingencies
and Guarantees” in the Notes to Consolidated Financial Statements for a table that presents these commitments by period and
maximum obligation.
RGA established an intercompany revolving credit facility where certain subsidiaries can lend to or borrow from each
other and from RGA in order to manage capital and liquidity more efficiently. The intercompany revolving credit facility, which
is a series of demand loans among RGA and its affiliates, is permitted under applicable insurance laws. This facility reduces overall
borrowing costs by allowing RGA and its operating companies to access internal cash resources instead of incurring third-party
transaction costs. The statutory borrowing and lending limit for RGA’s Missouri-domiciled insurance subsidiaries is currently 3%
of the insurance company’s admitted assets as of its most recent year-end. There were $20.9 million and no borrowings outstanding
under the intercompany revolving credit facility as of December 31, 2018 and 2017, respectively. In addition to loans associated
62
with the intercompany revolving credit facility, RGA and its subsidiary, RGA Capital LLC, provided loans to RGA Australian
Holdings Pty Limited with a total outstanding balance of $42.3 million and $46.9 million as of December 31, 2018 and 2017,
respectively.
The Company believes that it has sufficient liquidity for the next 12 months to fund its cash needs under various scenarios
that include the potential risk of early recapture of reinsurance treaties and higher than expected death claims. Historically, the
Company has generated positive net cash flows from operations. However, in the event of significant unanticipated cash
requirements beyond normal liquidity, the Company has multiple liquidity alternatives available based on market conditions and
the amount and timing of the liquidity need. These options include borrowings under committed credit facilities, secured borrowings,
the ability to issue long-term debt, preferred securities or common equity and, if necessary, the sale of invested assets, subject to
market conditions.
Undistributed earnings of the Company’s foreign subsidiaries are targeted for reinvestment outside of the U.S. As of
December 31, 2018, the amount of cash and cash equivalents and short-term investments held by the Company’s subsidiaries that
are taxed in a foreign jurisdiction was $913.8 million. The GILTI provision generally eliminates U.S. federal income tax deferral
on earnings of foreign subsidiaries, therefore the Company does not expect to incur any material incremental U.S. federal income
tax on repatriation of these earnings. Incremental foreign withholding taxes are not expected to be material.
RGA endeavors to maintain a capital structure that provides financial and operational flexibility to its subsidiaries, credit
ratings that support its competitive position in the financial services marketplace, and shareholder returns. As part of the Company’s
capital deployment strategy, it has in recent years repurchased shares of RGA common stock and paid dividends to RGA
shareholders, as authorized by the board of directors. In January 2017, RGA’s board of directors authorized a share repurchase
program, with no expiration date, to repurchase up to $400.0 million of RGA’s outstanding common stock. The pace of repurchase
activity depends on various factors such as the level of available cash, an evaluation of the costs and benefits associated with
alternative uses of excess capital, such as acquisitions and in force reinsurance transactions, and RGA’s stock price. Details
underlying dividend and share repurchase program activity were as follows (in thousands, except share data):
Dividends to shareholders
Repurchases of treasury stock (1)
Total amount paid to shareholders
Number of shares repurchased (1)
Average price per share
2018
2017
2016
$
$
$
140,110
283,524
423,634
$
$
1,932,055
146.75
$
117,291
26,897
144,188
$
$
208,680
128.89
$
100,371
116,522
216,893
1,356,892
85.87
(1) Excludes shares utilized to execute and settle certain stock incentive awards.
On January 24, 2019, RGA’s board of directors authorized a share repurchase program for up to $400.0 million of RGA’s
outstanding common stock. The authorization was effective immediately and does not have an expiration date. In connection
with this new authorization, the board of directors terminated the stock repurchase authority granted in 2017.
RGA declared dividends totaling $2.20 per share in 2018. All future payments of dividends are at the discretion of RGA’s
board of directors and will depend on the Company’s earnings, capital requirements, insurance regulatory conditions, operating
conditions, and other such factors as the board of directors may deem relevant. The amount of dividends that RGA can pay will
depend in part on the operations of its reinsurance subsidiaries.
See Note 13 - “Debt” and Note 17 - “Equity” in the Notes to Consolidated Financial Statements for additional information
regarding the Company’s securities transactions.
Statutory Dividend Limitations
RCM, RGA Reinsurance and Chesterfield Re are subject to Missouri statutory provisions that restrict the payment of
dividends. They may not pay dividends in any 12-month period in excess of the greater of the prior year’s statutory net gain from
operations or 10% of statutory capital and surplus at the preceding year-end, without regulatory approval. Aurora National is
subject to California statutory provisions that are identical to those imposed by Missouri regarding the ability of Aurora National
to pay dividends to RGA Reinsurance. The applicable statutory provisions only permit an insurer to pay a shareholder dividend
from unassigned surplus. Any dividends paid by RGA Reinsurance would be paid to RCM, its parent company, which in turn has
restrictions related to its ability to pay dividends to RGA. Chesterfield Re would pay dividends to its immediate parent Chesterfield
Financial, which would in turn pay dividends to RCM, subject to the terms of the indenture for the embedded value securitization
transaction, in which Chesterfield Financial cannot declare or pay any dividends so long as any private placement notes are
outstanding. The MDOI allows RCM to pay a dividend to RGA to the extent RCM received the dividend from its subsidiaries,
without limitation related to the level of unassigned surplus. Dividend payments from other subsidiaries are subject to regulations
in the jurisdiction of domicile, which are generally based on their earnings and/or capital level.
63
The dividend limitations for RCM, RGA Reinsurance and Chesterfield Re are based on statutory financial results. Statutory
accounting practices differ in certain respects from accounting principles used in financial statements prepared in conformity with
GAAP. Significant differences include the treatment of deferred acquisition costs, deferred income taxes, required investment
reserves, reserve calculation assumptions and surplus notes.
Dividend payments from non-U.S. operations are subject to similar restrictions established by local regulators. The non-
U.S. regulatory regimes also commonly limit the dividend payments to the parent to a portion of the prior year’s statutory income,
as determined by the local accounting principles. The regulators of the Company’s non-U.S. operations may also limit or prohibit
profit repatriations or other transfers of funds to the U.S. if such transfers are deemed to be detrimental to the solvency or financial
strength of the non-U.S. operations, or for other reasons. Most of the non-U.S. operating subsidiaries are second tier subsidiaries
that are owned by various non-U.S. holding companies. The capital and rating considerations applicable to the first tier subsidiaries
may also impact the dividend flow to RGA.
Debt
Certain of the Company’s debt agreements contain financial covenant restrictions related to, among others, liens, the
issuance and disposition of stock of restricted subsidiaries, minimum requirements of consolidated net worth, maximum ratios of
debt to capitalization and change of control provisions. The Company is required to maintain a minimum consolidated net worth,
as defined in the debt agreements, of $5.3 billion, calculated as of the last day of each fiscal quarter. Also, consolidated indebtedness,
calculated as of the last day of each fiscal quarter, cannot exceed 35% of the sum of the Company’s consolidated indebtedness
plus adjusted consolidated stockholders’ equity. A material ongoing covenant default could require immediate payment of the
amount due, including principal, under the various agreements. Additionally, the Company’s debt agreements contain cross-default
covenants, which would make outstanding borrowings immediately payable in the event of a material uncured covenant default
under any of the agreements, including, but not limited to, non-payment of indebtedness when due for an amount in excess of the
amounts set forth in those agreements, bankruptcy proceedings, or any other event that results in the acceleration of the maturity
of indebtedness.
As of December 31, 2018 and 2017, the Company had $2.8 billion in outstanding borrowings under its debt agreements
and was in compliance with all covenants under those agreements. As of December 31, 2018 and 2017, the average interest rate
on long-term debt outstanding was 5.24%. The ability of the Company to make debt principal and interest payments depends on
the earnings and surplus of subsidiaries, investment earnings on undeployed capital proceeds, available liquidity at the holding
company, and the Company’s ability to raise additional funds.
The Company enters into derivative agreements with counterparties that reference either the Company’s debt rating or
its financial strength rating. If either rating is downgraded in the future, it could trigger certain terms in the Company’s derivative
agreements, which could negatively affect overall liquidity. For the majority of the Company’s derivative agreements, there is a
termination event, at the Company’s option, should the long-term senior debt ratings drop below either BBB+ (S&P) or Baa1
(Moody’s) or the financial strength ratings drop below either A- (S&P) or A3 (Moody’s).
The Company may borrow up to $850.0 million in cash and obtain letters of credit in multiple currencies on its revolving
credit facility that matures in August 2023. As of December 31, 2018, the Company had no cash borrowings outstanding and $18.2
million in issued, but undrawn, letters of credit under this facility.
Based on the historic cash flows and the current financial results of the Company, management believes RGA’s cash
flows will be sufficient to enable RGA to meet its obligations for at least the next 12 months.
Letters of Credit
The Company has obtained bank letters of credit in favor of various affiliated and unaffiliated insurance companies from
which the Company assumes business. These letters of credit represent guarantees of performance under the reinsurance agreements
and allow ceding companies to take statutory reserve credits. Certain of these letters of credit contain financial covenant restrictions
similar to those described in the “Debt” discussion above. At December 31, 2018, there were approximately $105.6 million of
outstanding bank letters of credit in favor of third parties. Additionally, in accordance with applicable regulations, the Company
utilizes letters of credit to secure statutory reserve credits when it retrocedes business to its affiliated subsidiaries. The Company
cedes business to its affiliates to help reduce the amount of regulatory capital required in certain jurisdictions, such as the U.S.
and the UK. The Company believes the capital required to support the business in the affiliates reflects more realistic expectations
than the original jurisdiction of the business, where capital requirements are often considered to be quite conservative. As of
December 31, 2018, $1.4 billion in letters of credit from various banks were outstanding, but undrawn, backing reinsurance between
the various subsidiaries of the Company. See Note 13—“Debt” in the Notes to Consolidated Financial Statements for information
regarding the Company’s letter of credit facilities.
64
Collateral Finance and Securitization Notes and Statutory Reserve Funding
The Company uses various internal and third-party reinsurance arrangements and funding sources to manage statutory
reserve strain, including reserves associated with the U.S. Valuation of Life Policies Model Regulation (commonly referred to as
Regulation XXX), and collateral requirements. Assets in trust and letters of credit are often used as collateral in these arrangements.
Regulation XXX, implemented in the U.S. for various types of life insurance business beginning January 1, 2000,
significantly increased the level of reserves that U.S. life insurance and life reinsurance companies must hold on their statutory
financial statements for various types of life insurance business, primarily certain level premium term life products. The reserve
levels required under Regulation XXX increase over time and are normally in excess of reserves required under GAAP. In situations
where primary insurers have reinsured business to reinsurers that are unlicensed and unaccredited in the U.S., the reinsurer must
provide collateral equal to its reinsurance reserves in order for the ceding company to receive statutory financial statement credit.
In order to manage the effect of Regulation XXX on its statutory financial statements, RGA Reinsurance has retroceded a majority
of Regulation XXX reserves to unaffiliated and affiliated reinsurers, both licensed and unlicensed.
RGA Reinsurance’s statutory capital may be significantly reduced if the unlicensed unaffiliated or affiliated reinsurer is
unable to provide the required collateral to support RGA Reinsurance’s statutory reserve credits and RGA Reinsurance cannot
find an alternative source for collateral.
The Company has issued both collateral finance and securitization notes. The consolidated balance sheets include
outstanding notes of $682.0 million and $783.9 million as of December 31, 2018 and 2017, respectively. See Note 14 - “Collateral
Finance and Securitization Notes” in the Notes to Consolidated Financial Statements for additional information regarding the
Company’s collateral finance and securitization notes.
The demand for financing of the ceded reserve credits associated with the Company’s assumed term life business has
grown at a slower rate in recent years. The Company has been able to utilize its certified reinsurer, RGA Americas, as a means
of reducing the burden of financing Regulation XXX and other types of reserves. The Company’s Regulation XXX statutory
reserve requirements associated with term life business and other statutory reserve requirements continues to require the Company
to obtain additional letters of credit, put additional assets in trust, or utilize other funding mechanisms to support reserve credits.
If the Company is unable to support the reserve credits, the regulatory capital levels of several of its subsidiaries may be significantly
reduced, while the regulatory capital requirements for these subsidiaries would not change. The reduction in regulatory capital
would not directly affect the Company’s consolidated shareholders’ equity under GAAP; however, it could affect the Company’s
ability to write new business and retain existing business.
Affiliated captives are commonly used in the insurance industry to help manage statutory reserve and collateral
requirements. The NAIC has analyzed the insurance industry’s use of affiliated captive reinsurers to satisfy certain reserve
requirements and has adopted measures to promote uniformity in both the approval and supervision of such reinsurers. New
standards to address the use of captive reinsurers were implemented, allowing current captives to continue in accordance with
their currently approved plans. State insurance regulators that regulate the Company’s domestic insurance companies have placed
additional restrictions on the use of newly established captive reinsurers, which may increase costs and add complexity. As a
result, the Company may need to alter the type and volume of business it reinsures, increase prices on those products, raise additional
capital to support higher regulatory reserves or implement higher cost strategies, all of which could adversely affect the Company’s
competitive position and its results of operations. It is also possible that the NAIC could place limits on the recognition of capital
held in related party captives when adopting its group capital calculation. Doing so would adversely impact the amount of capital
that the group would otherwise be able to recognize and report as capital resident in the group.
In the U.S., the introduction of the certified reinsurer has provided an alternative way to manage collateral requirements.
In 2014, RGA Americas was designated as a certified reinsurer by the MDOI. This designation allows the Company to retrocede
business to RGA Americas in lieu of using captives for collateral requirements. Effective in 2017, principles-based reserves are
permitted in the U.S. During 2016, the NAIC amended the standard valuation law to adopt life principles-based reserving that
was effective January 1, 2017, allowing a three-year adoption period. The Company has chosen not to establish new captives
while it evaluates the impact of principles-based reserving upon its overall risk management and financing programs, but continues
to evaluate the effectiveness of the certified reinsurer option for financing its reserve growth compared to the option of establishing
captives under the U.S. post-2014 regulations.
Assets in Trust
Some treaties give ceding companies the right to request that the Company place assets in trust for the benefit of the
cedant to support statutory reserve credits in the event of a downgrade of the Company’s ratings to specified levels, generally non-
investment grade levels, or if minimum levels of financial condition are not maintained. As of December 31, 2018, these treaties
had approximately $3.4 billion in statutory reserves. Assets placed in trust continue to be owned by the Company, but their use is
restricted based on the terms of the trust agreement. Securities with an amortized cost of $2.3 billion were held in trust for the
benefit of certain RGA subsidiaries to satisfy collateral requirements for reinsurance business at December 31, 2018. Additionally,
65
securities with an amortized cost of $20.1 billion as of December 31, 2018, were held in trust to satisfy collateral requirements
under certain third-party reinsurance treaties. Under certain conditions, the Company may be obligated to move reinsurance from
one subsidiary of RGA to another subsidiary or make payments under a given treaty. These conditions include change in control
or ratings of the subsidiary, insolvency, nonperformance under a treaty, or loss of reinsurance license of such subsidiary. If the
Company was ever required to perform under these obligations, the risk to the Company on a consolidated basis under the
reinsurance treaties would not change; however, additional capital may be required due to the change in jurisdiction of the subsidiary
reinsuring the business, which could lead to a strain on liquidity.
Proceeds from the notes issued by Timberlake Financial and RGA’s direct investment in Timberlake Financial were
deposited into a series of trust accounts as collateral and are not available to satisfy the general obligations of the Company. As
of December 31, 2018 the Company held deposits in trust and in custody of $767.9 million for this purpose, which is not included
in the figures above. A reserve account has been established to cover interest payments on notes issued by Chesterfield Financial
that are not available to satisfy the general obligations of the Company. As of December 31, 2018 the Company held deposits in
trust of $13.5 million for this purpose, which is not included in the figures above. See “Collateral Finance and Securitization
Notes and Statutory Reserve Funding” above for additional information on the Timberlake Financial and Chesterfield Financial
notes.
Reinsurance Operations
Reinsurance agreements, whether facultative or automatic, generally provide recapture provisions. Most U.S.-based
reinsurance treaties include a recapture right for ceding companies, generally after 10 years. Outside of the U.S., treaties primarily
include a mutually agreed-upon recapture provision. Recapture rights permit the ceding company to reassume all or a portion of
the risk formerly ceded to the reinsurer. In some situations, the Company has the right to place assets in trust for the benefit of the
ceding party in lieu of recapture. Additionally, certain treaties may grant recapture rights to ceding companies in the event of a
significant decrease in RGA Reinsurance’s NAIC risk based capital ratio or financial strength rating. The RBC ratio trigger varies
by treaty, with the majority between 125% and 225% of the NAIC’s company action level. Financial strength rating triggers vary
by treaty with the majority of the triggers reached if RGA Reinsurance’s financial strength rating falls five notches from its current
rating of “AA-” to the “BBB” level on the S&P scale. Recapture of business previously ceded does not affect premiums ceded
prior to the recapture of such business, but would reduce premiums in subsequent periods. Upon recapture, the Company would
reflect a net gain or loss on the settlement of the assets and liabilities associated with the treaty. In some cases, the ceding company
is required to pay the Company a recapture fee. The Company estimates approximately $544.9 billion of its gross assumed in
force business, as of December 31, 2018, was subject to treaties where the ceding company could recapture in the event minimum
levels of financial condition or ratings were not maintained.
Guarantees
RGA has issued guarantees to third parties on behalf of its subsidiaries for the payment of amounts due under certain
reinsurance treaties, securities borrowing arrangements, financing arrangements and office lease obligations, whereby if a
subsidiary fails to meet an obligation, RGA or one of its other subsidiaries will make a payment to fulfill the obligation. In limited
circumstances, treaty guarantees are granted to ceding companies in order to provide additional security, particularly in cases
where RGA’s subsidiary is relatively new, unrated, or not of significant size, relative to the ceding company. Potential guaranteed
amounts of future payments will vary depending on production levels and underwriting results. Guarantees related to borrowed
securities provide additional security to third parties should a subsidiary fail to return the borrowed securities when due. RGA
has issued payment guarantees on behalf of two of its subsidiaries in the event the subsidiaries fail to make payment under their
office lease obligations. See Note 12 - “Commitments, Contingencies and Guarantees” in the Notes to Consolidated Financial
Statements for a table that presents the amounts for guarantees, by type, issued by the Company.
In addition, the Company indemnifies its directors and officers pursuant to its charters and by-laws. Since this indemnity
generally is not subject to limitation with respect to duration or amount, the Company does not believe that it is possible to determine
the maximum potential amount due under this indemnity in the future.
Off-Balance Sheet Arrangements
The Company has commitments to fund investments in limited partnerships, joint ventures, commercial mortgage loans,
private placement investments and bank loans, including revolving credit agreements. See Note 12 - “Commitments, Contingencies
and Guarantees” in the Notes to Consolidated Financial Statements for additional information on the Company’s commitments
to fund investments and other off-balance sheet arrangements.
The Company has not engaged in trading activities involving non-exchange-traded contracts reported at fair value, nor
has it engaged in relationships or transactions with persons or entities that derive benefits from their non-independent relationship
with the Company.
66
Cash Flows
The Company’s principal cash inflows from its reinsurance operations include premiums and deposit funds received
from ceding companies. The primary liquidity concerns with respect to these cash flows are early recapture of the reinsurance
contract by the ceding company and lapses of annuity products reinsured by the Company. The Company’s principal cash inflows
from its invested assets result from investment income and the maturity and sales of invested assets. The primary liquidity concerns
with respect to these cash inflows relates to the risk of default by debtors and interest rate volatility. The Company manages these
risks very closely. See “Investments” and “Interest Rate Risk” below.
Additional sources of liquidity to meet unexpected cash outflows in excess of operating cash inflows and current cash
and equivalents on hand include selling short-term investments or fixed maturity securities and drawing funds under a revolving
credit facility, under which the Company had availability of $831.8 million as of December 31, 2018. The Company also has
$684.0 million of funds available through collateralized borrowings from the Federal Home Loan Bank of Des Moines (“FHLB”)
as of December 31, 2018. As of December 31, 2018, the Company could have borrowed these additional amounts without violating
any of its existing debt covenants.
The Company’s principal cash outflows relate to the payment of claims liabilities, interest credited, operating expenses,
income taxes, dividends to shareholders, purchases of treasury stock, and principal and interest under debt and other financing
obligations. The Company seeks to limit its exposure to loss on any single insured and to recover a portion of benefits paid by
ceding reinsurance to other insurance enterprises or reinsurers under excess coverage and coinsurance contracts (See Note 2,
“Significant Accounting Policies and Pronouncements” of the Notes to Consolidated Financial Statements). The Company performs
annual financial reviews of its retrocessionaires to evaluate financial stability and performance. The Company has never experienced
a material default in connection with retrocession arrangements, nor has it experienced any difficulty in collecting claims
recoverable from retrocessionaires; however, no assurance can be given as to the future performance of such retrocessionaires nor
to the recoverability of future claims. The Company’s management believes its current sources of liquidity are adequate to meet
its cash requirements for the next 12 months.
Summary of Primary Sources and Uses of Liquidity and Capital
The Company’s primary sources and uses of liquidity and capital are summarized as follows (dollars in thousands):
Sources:
Net cash provided by operating activities
Proceeds from long-term debt issuance
Excess tax benefits from share-based payment arrangement
Exercise of stock options, net
Change in cash collateral for derivatives and other arrangements
Cash provided by changes in universal life and other
investment type policies and contracts
Effect of exchange rate changes on cash
Total sources
Uses:
Net cash used in investing activities
Dividends to stockholders
Repayment of collateral finance and securitization notes
Debt issuance costs
Principal payments of long-term debt
Purchases of treasury stock
Change in cash collateral for derivatives and other arrangements
Effect of exchange rate changes on cash
Total uses
Net change in cash and cash equivalents
For the years ended December 31,
2017
2018
2016
$
$
1,581,121
—
—
3,459
43,607
169,794
—
1,797,981
636,552
140,110
96,354
—
2,690
299,679
—
36,387
1,211,772
586,209
$
$
1,982,308
—
—
7,292
—
265,318
52,693
2,307,611
1,607,573
117,291
68,429
—
302,582
43,508
65,422
—
2,204,805
102,806
$
$
1,421,076
799,984
162
15,321
26,413
512,612
—
2,775,568
2,781,084
100,371
64,571
8,766
2,479
122,916
—
19,938
3,100,125
(324,557)
Cash Flows from Operations - The principal cash inflows from the Company’s reinsurance activities come from premiums,
investment and fee income, annuity considerations and deposit funds. The principal cash outflows relate to the liabilities associated
with various life and health insurance, annuity and disability products, operating expenses, income tax and interest on outstanding
debt obligations. The primary liquidity concern with respect to these cash flows is the risk of shortfalls in premiums and investment
income, particularly in periods with abnormally high claims levels.
Cash Flows from Investments - The principal cash inflows from the Company’s investment activities come from
repayments of principal on invested assets, proceeds from sales and maturities of invested assets, and settlements of freestanding
derivatives. The principal cash outflows relate to purchases of investments, issuances of policy loans and settlements of freestanding
derivatives. The Company typically has a net cash outflow from investing activities because cash inflows from insurance operations
67
are reinvested in accordance with its asset/liability management discipline to fund insurance liabilities. The Company closely
monitors and manages these risks through its credit risk management process. The primary liquidity concerns with respect to these
cash flows are the risk of default by debtors and market disruption, which could make it difficult for the Company to sell investments.
Financing Cash Flows - The principal cash inflows from the Company’s financing activities come from issuances of
RGA debt and equity securities, and deposit funds associated with universal life and other investment type policies and contracts.
The principal cash outflows come from repayments of debt, payments of dividends to stockholders, purchases of treasury stock,
and withdrawals associated with universal life and other investment type policies and contracts. A primary liquidity concern with
respect to these cash flows is the risk of early contractholder and policyholder withdrawal.
Contractual Obligations
The following table displays the Company’s contractual obligations, including obligations arising from its reinsurance
business (in millions):
Future policy benefits
(1)
Interest-sensitive contract liabilities
(2)
Long-term debt, including interest
Collateral finance and securitization notes, including interest
(3)
Other policy claims and benefits
Operating leases
Limited partnership interests and joint ventures
Payables for collateral received under derivative transactions
Other investment related commitments
Total
Payment Due by Period
Total
Less than 1 Year
1-3 Years
4-5 Years
After 5 Years
$
7,550.0
$
(472.1) $
(1,014.5) $
(860.1) $
9,896.7
31,175.4
5,624.7
755.6
5,642.8
65.5
523.9
235.6
453.7
2,483.5
556.2
130.6
5,642.8
13.6
523.9
235.6
453.7
4,928.7
4,815.1
660.7
352.5
—
21.0
—
—
—
620.7
175.5
—
16.8
—
—
—
18,948.1
3,787.1
97.0
—
14.1
—
—
—
$
52,027.2
$
9,567.8
$
4,948.4
$
4,768.0
$
32,743.0
(1) Future policyholder benefits include liabilities related primarily to the Company’s reinsurance of life and health insurance products. Amounts presented in
the table above represent the estimated obligations as they become due to ceding companies for benefits under such contracts, and also include future
premiums, allowances and other amounts due to or from the ceding companies as the result of the Company’s assumptions of mortality, morbidity, policy
lapse and surrender risk as appropriate to the respective product. Total payments may vary materially from prior years due to the assumption of new treaties
or as a result of changes in projections of future experience. All estimated cash payments presented in the table above are undiscounted as to interest, net of
estimated future premiums on policies currently in force and gross of any reinsurance recoverable. The sum of the undiscounted estimated cash flows shown
for all years in the table is an obligation of $7,550.0 million compared to the discounted liability amount of $25,285.4 million included on the consolidated
balance sheets, substantially all due to the effects of discounting the estimated cash flows in the balance sheet liability. The time value of money is not
factored into the calculations in the table above. In addition, differences will arise due to changes in the projection of future benefit payments compared with
those developed when the reserve was established. Expected premiums can exceed expected policy benefit payments and allowances due to the nature of
the reinsurance treaties, which generally have increasing premium rates that exceed the increasing benefit payments.
(2)
Interest-sensitive contract liabilities include amounts related to the Company’s reinsurance of asset-intensive products, primarily deferred annuities and
corporate-owned life insurance. Amounts presented in the table above represent the estimated obligations as they become due both to and from ceding
companies relating to activity of the underlying policyholders. Amounts presented in the table above represent the estimated obligations under such contracts
undiscounted as to interest, including assumptions related to surrenders, withdrawals, premium persistency, partial withdrawals, surrender charges,
annuitizations, mortality, future interest credited rates and policy loan utilization. The sum of the obligations shown for all years in the table of $31,175.4
million exceeds the liability amount of $18,004.5 million included on the consolidated balance sheets principally due to the lack of discounting and accounting
for separate account contracts.
(3)
Includes the Manor Re collateral financing arrangement that does not appear on the consolidated balance sheets due to a master netting agreement where
the Company holds a term deposit note of equal value from the counterparty.
Excluded from the table above are net deferred income tax liabilities, unrecognized tax benefits, and accrued interest
related to unrecognized tax benefits of $2,079.9 million, for which the Company cannot reliably determine the timing of payment.
Current income tax payable is also excluded from the table.
The net funded status of the Company’s qualified and nonqualified pension and other postretirement liabilities included
within other liabilities has been excluded from the amounts presented in the table above. As of December 31, 2018, the Company
had a net unfunded balance of $143.4 million related to qualified and nonqualified pension and other postretirement liabilities.
See Note 10 – “Employee Benefit Plans” in the Notes to Consolidated Financial Statements for information related to the Company’s
obligations and funding requirements for pension and other post-employment benefits.
Asset / Liability Management
The Company actively manages its cash and invested assets using an approach that is intended to balance quality,
diversification, asset/liability matching, liquidity and investment return. The goals of the investment process are to optimize after-
68
tax, risk-adjusted investment income and after-tax, risk-adjusted total return while managing the assets and liabilities on a cash
flow and duration basis.
The Company has established target asset portfolios for its operating segments, which represent the investment strategies
intended to profitably fund its liabilities within acceptable risk parameters. These strategies include objectives and limits for
effective duration, yield curve sensitivity and convexity, liquidity, asset sector concentration and credit quality.
The Company’s asset-intensive products are primarily supported by investments in fixed maturity securities reflected on
the Company’s consolidated balance sheets and under funds withheld arrangements with the ceding company. Investment guidelines
are established to structure the investment portfolio based upon the type, duration and behavior of products in the liability portfolio
so as to achieve targeted levels of profitability. The Company manages the asset-intensive business to provide a targeted spread
between the interest rate earned on investments and the interest rate credited to the underlying interest-sensitive contract liabilities.
The Company periodically reviews models projecting different interest rate scenarios and their effect on profitability. Certain of
these asset-intensive agreements, primarily in the U.S. and Latin America Financial Solutions operating segment, are generally
funded by fixed maturity securities that are withheld by the ceding company.
The Company’s liquidity position (cash and cash equivalents and short-term investments) was $2,032.3 million and
$1,396.8 million at December 31, 2018 and 2017, respectively. Liquidity needs are determined from valuation analyses conducted
by operational units and are driven by product portfolios. Periodic evaluations of demand liabilities and short-term liquid assets
are designed to adjust specific portfolios, as well as their durations and maturities, in response to anticipated liquidity needs.
See “Securities Borrowing, Lending and Other” in Note 4 - “Investments” in the Notes to Consolidated Financial
Statements for information related to the Company’s securities borrowing, lending and repurchase/reverse repurchase programs.
In addition to its security agreements with third parties, certain RGA’s subsidiaries have entered into intercompany securities
lending agreements to more efficiently source securities for lending to third parties and to provide for more efficient regulatory
capital management.
The Company is a member of the FHLB and holds $83.2 million of FHLB common stock, which is included in other
invested assets on the Company’s consolidated balance sheets. The Company has entered into funding agreements with the FHLB
under guaranteed investment contracts whereby the Company has issued the funding agreements in exchange for cash and for
which the FHLB has been granted a blanket lien on the Company’s commercial and residential mortgage-backed securities and
commercial mortgage loans used to collateralize the Company’s obligations under the funding agreements. The Company maintains
control over these pledged assets, and may use, commingle, encumber or dispose of any portion of the collateral as long as there
is no event of default and the remaining qualified collateral is sufficient to satisfy the collateral maintenance level. The funding
agreements and the related security agreements represented by this blanket lien provide that upon any event of default by the
Company, the FHLB’s recovery is limited to the amount of the Company’s liability under the outstanding funding agreements.
The amount of the Company’s liability for the funding agreements with the FHLB under guaranteed investment contracts was
$1.7 billion and $1.4 billion at December 31, 2018 and 2017, respectively, which is included in interest sensitive contract liabilities
on the Company’s consolidated balance sheets. The advances on these agreements are collateralized primarily by commercial and
residential mortgage-backed securities, commercial mortgage loans, and U.S. Treasury and government agency securities. The
amount of collateral exceeds the liability and is dependent on the type of assets collateralizing the guaranteed investment contracts.
Investments
Management of Investments
The Company’s investment and derivative strategies involve matching the characteristics of its reinsurance products and
other obligations and to seek to closely approximate the interest rate sensitivity of the assets with estimated interest rate sensitivity
of the reinsurance liabilities. The Company achieves its income objectives through strategic and tactical asset allocations, security
and derivative strategies within an asset/liability management and disciplined risk management framework. Derivative strategies
are employed within the Company’s risk management framework to help manage duration, currency, and other risks in assets and/
or liabilities and to replicate the credit characteristics of certain assets. For a discussion of the Company’s risk management process,
see “Market and Credit Risk” in the “Enterprise Risk Management” section below.
The Company’s portfolio management groups work with the Enterprise Risk Management function to develop the
investment policies for the assets of the Company’s domestic and international investment portfolios. All investments held by the
Company, directly or in a funds withheld at interest reinsurance arrangement, are monitored for conformance with the Company’s
stated investment policy limits as well as any limits prescribed by the applicable jurisdiction’s insurance laws and regulations.
See Note 4 – “Investments” in the Notes to Consolidated Financial Statements for additional information regarding the Company’s
investments.
69
Portfolio Composition
The Company had total cash and invested assets of $56.1 billion and $53.0 billion as of December 31, 2018 and 2017,
respectively, as illustrated below (dollars in thousands):
Fixed maturity securities, available-for-sale
$
39,992,346
71.3% $
38,150,820
71.9%
2018
% of Total
2017
% of Total
Equity securities
Mortgage loans on real estate
Policy loans
Funds withheld at interest
Short-term investments
Other invested assets
Cash and cash equivalents
Total cash and invested assets
Investment Yield
82,197
4,966,298
1,344,980
5,761,471
142,598
1,915,297
1,889,733
0.1
8.8
2.4
10.3
0.3
3.4
3.4
100,152
4,400,533
1,357,624
6,083,388
93,304
1,505,332
1,303,524
0.2
8.3
2.6
11.5
0.2
2.8
2.5
$
56,094,920
100.0% $
52,994,677
100.0%
The following table presents consolidated average invested assets at amortized cost, net investment income and investment
yield, excluding spread related business. Spread related business is primarily associated with contracts on which the Company
earns an interest rate spread between assets and liabilities. To varying degrees, fluctuations in the yield on other spread related
business is generally subject to corresponding adjustments to the interest credited on the liabilities (dollars in thousands).
2018
2017
2016
2018
2017
Increase /(Decrease)
Average invested assets at amortized cost
$
26,640,947
$
25,225,400
$
23,188,717
1,185,067
1,147,713
1,060,641
5.6%
3.3%
8.8%
8.2%
Net investment income
Investment yield (ratio of net investment
income to average invested assets)
4.45%
4.55%
4.57%
(10) bps
(2) bps
Investment yield was progressively lower each year primarily due to the effect of a lower interest rate environment
notably in the U.S. and Canada.
Fixed Maturity and Equity Securities Available-for-Sale
See “Fixed Maturity and Equity Securities Available-for-Sale” in Note 4 – “Investments” in the Notes to Consolidated
Financial Statements for tables that provide the amortized cost, unrealized gains and losses, estimated fair value of these securities,
and the other-than-temporary impairments in AOCI by sector as of December 31, 2018 and 2017.
The Company holds various types of fixed maturity securities available-for-sale and classifies them as corporate securities
(“Corporate”), Canadian and Canadian provincial government securities (“Canadian government”), residential mortgage-backed
securities (“RMBS”), asset-backed securities (“ABS”), commercial mortgage-backed securities (“CMBS”), U.S. government and
agencies (“U.S. government”), state and political subdivisions, and other foreign government, supranational and foreign
government-sponsored enterprises (“Other foreign government”). As of both December 31, 2018 and 2017, approximately 95.6%
of the Company’s consolidated investment portfolio of fixed maturity securities were investment grade.
Important factors in the selection of investments include diversification, quality, yield, call protection and total rate of
return potential. The relative importance of these factors is determined by market conditions and the underlying reinsurance liability
and existing portfolio characteristics. The largest asset class in which fixed maturity securities were invested was corporate
securities, which represented approximately 59.9% of total fixed maturity securities as of December 31, 2018, compared to 60.9%
as of December 31, 2017. See “Corporate Fixed Maturity Securities” in Note 4 – “Investments” in the Notes to Consolidated
Financial Statements for tables showing the major industry types, which comprise the corporate fixed maturity holdings as of
December 31, 2018 and 2017.
As of December 31, 2018, the Company’s investments in Canadian and Canadian provincial government securities
represented 9.7% of the fair value of total fixed maturity securities compared to 11.1% of the fair value of total fixed maturity
securities as of December 31, 2017. These assets are primarily high quality, long duration provincial strips, the valuation of which
is closely linked to the interest rate curve. These assets are longer in duration and held primarily for asset/liability management
to meet Canadian regulatory requirements. See “Fixed Maturity and Equity Securities Available-for-Sale” in Note 4 – “Investments”
in the Notes to Consolidated Financial Statements for tables showing the various sectors as of December 31, 2018 and 2017.
The Company references rating agency designations in some of its investments disclosures. These designations are
based on the ratings from nationally recognized statistical rating organizations, primarily Moody’s, S&P and Fitch. Structured
70
securities (mortgage-backed and asset-backed securities) held by the Company’s insurance subsidiaries that maintain the NAIC
statutory basis of accounting utilize the NAIC rating methodology. The NAIC assigns designations to publicly traded as well as
privately placed securities. The designations assigned by the NAIC range from class 1 to class 6, with designations in classes 1
and 2 generally considered investment grade (BBB or higher rating agency designation). NAIC designations in classes 3
through 6 are generally considered below investment grade (BB or lower rating agency designation).
The quality of the Company’s available-for-sale fixed maturity securities portfolio, as measured at fair value and by the
percentage of fixed maturity securities invested in various ratings categories, relative to the entire available-for-sale fixed maturity
security portfolio, as of December 31, 2018 and 2017 was as follows (dollars in thousands):
NAIC
Designation
Rating Agency
Designation
Amortized Cost
2018
Estimated
Fair Value
% of Total
Amortized Cost
2017
Estimated
Fair Value
% of Total
1
2
3
4
5
6
AAA/AA/A
$
24,904,526
$
26,180,440
65.5% $
23,534,574
$
25,762,103
BBB
BB
B
CCC
In or near default
12,141,601
1,409,235
395,694
13,183
17,929
12,023,426
1,371,328
385,670
12,860
18,622
30.1
3.4
1.0
—
—
10,115,008
1,139,200
408,990
78,143
5,497
10,709,170
1,173,639
420,284
79,747
5,877
67.5%
28.1
3.1
1.1
0.2
—
Total
$
38,882,168
$
39,992,346
100.0% $
35,281,412
$
38,150,820
100.0%
The Company’s fixed maturity portfolio includes structured securities. The following table shows the types of structured
securities the Company held as of December 31, 2018 and 2017 (dollars in thousands):
RMBS:
Agency
Non-agency
Total RMBS
CMBS
ABS
Total
2018
2017
Amortized Cost
Estimated
Fair Value
Amortized Cost
Estimated
Fair Value
$
$
811,044
$
814,568
$
878,559
$
1,061,192
1,872,236
1,428,115
2,171,254
1,054,653
1,869,221
1,419,034
2,149,204
816,567
1,695,126
1,285,594
1,634,758
5,471,605
$
5,437,459
$
4,615,478
$
896,977
822,903
1,719,880
1,303,387
1,648,362
4,671,629
The Company’s RMBS include agency-issued pass-through securities and collateralized mortgage obligations. A majority
of the agency-issued pass-through securities are guaranteed or otherwise supported by the Federal Home Loan Mortgage
Corporation, Federal National Mortgage Association, or the Government National Mortgage Association. The principal risks
inherent in holding mortgage-backed securities are prepayment and extension risks, which will affect the timing of when cash will
be received and are dependent on the level of mortgage interest rates. Prepayment risk is the unexpected increase in principal
payments from the expected, primarily as a result of owner refinancing. Extension risk relates to the unexpected slowdown in
principal payments from the expected. In addition, non-agency mortgage-backed securities face credit risk should the borrower
be unable to pay the contractual interest or principal on their obligation. The Company monitors its mortgage-backed securities
to mitigate exposure to the cash flow uncertainties associated with these risks.
The Company’s ABS include credit card receivables, railcar leasing, student loans, single-family rentals, home equity
loans and collateralized debt obligations (primarily collateralized loan obligations). The Company owns floating rate securities
that represent approximately 16.0% and 13.8% of the total fixed maturity securities as of December 31, 2018 and 2017, respectively.
These investments have a higher degree of income variability than the other fixed income holdings in the portfolio due to the
floating rate nature of the interest payments. The Company holds these investments to match specific floating rate liabilities
primarily reflected in the consolidated balance sheets as collateral finance notes, as well as to enhance asset management strategies.
In addition to the risks associated with floating rate securities, principal risks in holding asset-backed securities are structural,
credit and capital market risks. Structural risks include the securities’ cash flow priority in the capital structure and the inherent
prepayment sensitivity of the underlying collateral. Credit risks include the adequacy and ability to realize proceeds from the
collateral. Credit risks are mitigated by credit enhancements that include excess spread, over-collateralization and subordination.
Capital market risks include general level of interest rates and the liquidity for these securities in the marketplace.
The Company monitors its fixed maturity securities to determine impairments in value and evaluates factors such as
financial condition of the issuer, payment performance, the length of time and the extent to which the market value has been below
amortized cost, compliance with covenants, general market and industry sector conditions, current intent and ability to hold
securities, and various other subjective factors. Based on management’s judgment, securities determined to have an other-than-
71
temporary impairment in value are written down to fair value. See “Investments – Other-than-Temporary Impairment” in Note 2
– “Significant Accounting Policies and Pronouncements” in the Notes to Consolidated Financial Statements for additional
information. The table below summarizes other-than-temporary impairments and changes in the mortgage loan provision for
2018, 2017 and 2016 (dollars in thousands):
Impairment losses on available-for-sale securities:
Fixed maturity securities
Equity securities
Other impairment losses
Change in mortgage loan provision
Total
2018
2017
2016
$
$
28,494
$
42,639
$
—
10,001
1,918
1,202
7,806
1,691
40,413
$
53,338
$
38,731
—
10,134
872
49,737
The fixed maturity impairments in 2018, 2017 and 2016 were largely related to high-yield and emerging market corporate
securities. The equity impairments in 2017 were related to an equity position received as part of a debt restructuring. In addition,
other impairment losses in 2018, 2017 and 2016 were primarily due to impairments on real estate joint ventures and limited
partnerships.
As of December 31, 2018 and 2017, the Company had $748.5 million and $113.3 million, respectively, of gross unrealized
losses related to its fixed maturity securities. The distribution of the gross unrealized losses related to these securities is shown
below:
2018
2017
Sector:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
Total
Industry:
Finance
Asset-backed
Industrial
Mortgage-backed
Government
Utility
Total
74.2%
0.3
3.4
4.4
2.4
7.7
1.2
6.4
100.0%
27.5%
4.4
38.2
5.8
15.6
8.5
100.0%
48.8%
1.5
10.5
4.6
4.3
19.4
3.8
7.1
100.0%
15.8%
4.6
30.0
14.8
31.8
3.0
100.0%
See “Unrealized Losses for Fixed Maturity and Equity Securities Available-for-Sale” in Note 4 – “Investments” in the
Notes to Consolidated Financial Statements for a table that presents the total gross unrealized losses for these securities as of
December 31, 2018 and 2017, respectively, where the estimated fair value had declined and remained below amortized cost by
20% or more or less than 20%.
The Company’s determination of whether a decline in value is other-than-temporary includes analysis of the underlying
credit and the extent and duration of a decline in value. The Company’s credit analysis of an investment includes determining
whether the issuer is current on its contractual payments, evaluating whether it is probable that the Company will be able to collect
all amounts due according to the contractual terms of the security and analyzing the overall ability of the Company to recover the
amortized cost of the investment. In the Company’s impairment review process, the duration and severity of an unrealized loss
position for equity securities are given greater weight and consideration given the lack of contractual cash flows and the deferability
features of these securities.
See “Unrealized Losses for Fixed Maturity and Equity Securities Available-for-Sale” in Note 4 – “Investments” in the
Notes to Consolidated Financial Statements for tables that present the estimated fair values and gross unrealized losses, including
other-than-temporary impairment losses reported in AOCI, for these securities that have estimated fair values below amortized
cost, by class and grade security, as well as the length of time the related market value has remained below amortized cost as of
December 31, 2018 and 2017.
As of December 31, 2018 and 2017, respectively, the Company classified approximately 5.0% and 5.9% of its fixed
maturity securities in the Level 3 category (refer to Note 6 – “Fair Value of Assets and Liabilities” in the Notes to Consolidated
72
Financial Statements for additional information). These securities primarily consist of private placement corporate securities, bank
loans and Canadian provincial strips with inactive trading markets.
See “Securities Borrowing, Lending and Other” in Note 4 – “Investments” in the Notes to Consolidated Financial
Statements for information related to the Company’s securities borrowing, lending, repurchase and repurchase/reverse repurchase
programs.
Mortgage Loans on Real Estate
Mortgage loans represented approximately 8.8% and 8.3% of the Company’s cash and invested assets as of December 31,
2018 and 2017, respectively. The Company’s mortgage loan portfolio consists of U.S., Canada and United Kingdom based
investments primarily in commercial offices, light industrial properties and retail locations. The mortgage loan portfolio is
diversified by geographic region and property type. Most of the mortgage loans in the Company’s portfolio range in size up to
$30.0 million, with the average mortgage loan investment as of December 31, 2018 totaling approximately $9.6 million. The
mortgage loan portfolio was diversified by geographic region and property type as discussed further under “Mortgage Loans on
Real Estate” in Note 4 - “Investments” in the Notes to Consolidated Financial Statements.
As of December 31, 2018 and 2017, the Company’s mortgage loans, gross of unamortized deferred loan origination fees
and expenses and valuation allowances, were distributed geographically as follows (dollars in thousands):
U.S. Region:
Pacific
South Atlantic
Mountain
East North Central
West North Central
West South Central
Middle Atlantic
East South Central
New England
Subtotal - U.S.
Canada
UK
Total
2018
2017
Recorded
Investment
% of Total
Recorded
Investment
% of Total
$
1,396,346
28.0% $
1,258,753
28.6%
964,174
693,281
605,608
288,949
567,541
202,235
117,588
5,609
4,841,331
135,394
6,629
19.3
13.9
12.2
5.8
11.4
4.1
2.4
0.1
97.2
2.7
0.1
896,117
694,324
527,316
309,326
387,151
137,600
96,887
5,700
4,313,174
99,997
—
20.3
15.7
11.9
7.0
8.8
3.1
2.2
0.1
97.7
2.3
—
$
4,983,354
100.0% $
4,413,171
100.0%
Valuation allowances on mortgage loans are established based upon inherent losses expected by management to be
realized in connection with future dispositions or settlement of mortgage loans, including foreclosures. The valuation allowances
are established after management considers, among other things, the value of underlying collateral and payment capabilities of
debtors. Any subsequent adjustments to the valuation allowances will be treated as investment gains or losses.
See “Mortgage Loans on Real Estate” in Note 4 - “Investments” in the Notes to Consolidated Financial Statements for
information regarding valuation allowances and impairments.
Policy Loans
Policy loans comprised approximately 2.4% and 2.6% of the Company’s cash and invested assets as of December 31,
2018 and 2017, respectively, the majority of which are associated with one client. These policy loans present no credit risk because
the amount of the loan cannot exceed the obligation due the ceding company upon the death of the insured or surrender of the
underlying policy. The provisions of the treaties in force and the underlying policies determine the policy loan interest rates. The
Company earns a spread between the interest rate earned on policy loans and the interest rate credited to corresponding liabilities.
Funds Withheld at Interest
Funds withheld at interest comprised approximately 10.3% and 11.5% of the Company’s cash and invested assets as of
December 31, 2018 and 2017, respectively. For reinsurance agreements written on a modified coinsurance basis and certain
agreements written on a coinsurance basis, assets equal to the net statutory reserves are withheld and legally owned and managed
by the ceding company, and are reflected as funds withheld at interest on the Company’s consolidated balance sheets. In the event
of a ceding company’s insolvency, the Company would need to assert a claim on the assets supporting its reserve liabilities.
However, the risk of loss to the Company is mitigated by its ability to offset amounts it owes the ceding company for claims or
73
allowances against amounts owed by the ceding company. Interest accrues to the total funds withheld at interest assets at rates
defined by the treaty terms. The Company is subject to the investment performance on the withheld assets, although it does not
directly control them. These assets are primarily fixed maturity investment securities and pose risks similar to the fixed maturity
securities the Company owns. To mitigate this risk, the Company helps set the investment guidelines followed by the ceding
company and monitors compliance. Ceding companies with funds withheld at interest had an average financial strength rating of
“A” as of December 31, 2018 and 2017. Certain ceding companies maintain segregated portfolios for the benefit of the Company.
The majority of the Company’s funds withheld at interest balances are associated with its reinsurance of annuity contracts.
The funds withheld receivable balance for segregated portfolios is subject to the general accounting principles for Derivatives and
Hedging related to embedded derivatives.
Under these principles, the Company’s funds withheld receivable under certain reinsurance arrangements incorporate
credit risk exposures that are unrelated or only partially related to the creditworthiness of the obligor and include an embedded
derivative feature that is not clearly and closely related to the host contract. Therefore, the embedded derivative feature must be
measured at fair value on the consolidated balance sheets and changes in fair value reported in income. See “Embedded Derivatives”
in Note 2 - “Significant Accounting Policies and Pronouncements” in the Notes to Consolidated Financial Statements for further
discussion.
Based on data provided by ceding companies as of December 31, 2018 and 2017, funds withheld at interest totaled
(dollars in thousands):
Underlying Security Type:
Segregated portfolios
Non-segregated portfolios
Embedded derivatives (1)
Total funds withheld at interest
2018
2017
Book Value
Estimated
Fair Value
Book Value
Estimated
Fair Value
$
$
3,681,874
$
3,829,337
$
3,958,583
$
1,973,181
106,416
1,973,181
—
1,996,509
128,296
4,279,114
1,996,509
—
5,761,471
$
5,802,518
$
6,083,388
$
6,275,623
(1) Represents the fair value of embedded derivatives related to reinsurance written on a modco or funds withheld basis and subject to the general accounting
principles for Derivatives and Hedging related to embedded derivatives for the segregated portfolios. When the segregated portfolios are presented on a fair
value basis in the “Estimated Fair Value” column, the calculation of a separate embedded derivative is not applicable.
Based on data provided by the ceding company as of December 31, 2018 and 2017, segregated portfolios contained
primarily corporate, municipal, government and asset-backed securities as well as derivative securities and reverse repurchase
obligations. These assets pose risks similar to the fixed maturity securities the Company directly owns. Derivatives consist
primarily of S&P 500 options that are used to hedge liabilities and interest credited for EIAs reinsured by the Company. The
securities held within the segregated portfolios are primarily investment-grade, with an average rating of “A.” The average maturity
for investments held within the segregated portfolios of funds withheld at interest is ten years or more. Interest accrues to the total
funds withheld at interest assets at rates defined by the treaty terms and the Company estimated the yields were approximately
5.43%, 7.78% and 5.89% for the years ended December 31, 2018, 2017 and 2016, respectively. Changes in these estimated yields
are affected by changes in the fair value of equity options held in the funds withheld portfolio associated with EIAs. Additionally,
under certain treaties the Company is subject to the investment performance on the withheld assets, although it does not directly
control them. To mitigate this risk, the Company helps set the investment guidelines followed by the ceding company and monitors
compliance.
Other Invested Assets
Other invested assets include limited partnership interests, joint ventures (other than operating joint ventures), equity
release mortgages, derivative contracts, fair value option (“FVO”) contractholder-directed unit-linked investments and FHLB
common stock. Other invested assets represented approximately 3.4% and 2.8% of the Company’s cash and invested assets as of
December 31, 2018 and 2017, respectively. See “Other Invested Assets” in Note 4 – “Investments” in the Notes to Consolidated
Financial Statements for a table that presents the carrying value of the Company’s other invested assets by type as of December 31,
2018 and 2017.
The Company utilizes derivative financial instruments to protect the Company against possible changes in the fair value
of its investment portfolio as a result of interest rate changes, to hedge against risk of changes in the purchase price of securities,
to hedge liabilities associated with the reinsurance of variable annuities with guaranteed living benefits and to manage the portfolio’s
effective yield, maturity and duration. In addition, the Company utilizes derivative financial instruments to reduce the risk associated
with fluctuations in foreign currency exchange rates. The Company uses both exchange-traded, centrally cleared, and customized
over-the-counter derivative financial instruments.
See Note 5 – “Derivative Instruments” in the Notes to Consolidated Financial Statements for a table that presents the
notional amounts and fair value of investment related derivative instruments held as of December 31, 2018 and 2017.
74
The Company may be exposed to credit-related losses in the event of non-performance by counterparties to derivative
financial instruments. Generally, the credit exposure of the Company’s derivative contracts is limited to the fair value at the
reporting date plus or minus any collateral posted or held by the Company. The Company had no credit exposure related to its
derivative contracts, excluding futures and mortality swaps, as of December 31, 2018 and 2017, as the net amount of collateral
pledged to the Company from counterparties exceeded the fair value of the derivative contracts.
The Company manages its credit risk related to over-the-counter derivatives by entering into transactions with
creditworthy counterparties, maintaining collateral arrangements and through the use of master agreements that provide for a
single net payment to be made by one counterparty to another at each due date and upon termination. As exchange-traded futures
are affected through regulated exchanges, and positions are marked to market on a daily basis, the Company has minimal exposure
to credit-related losses in the event of nonperformance by counterparties. See Note 5 – “Derivative Instruments” in the Notes to
Consolidated Financial Statements for more information regarding the Company’s derivative instruments.
The Company holds beneficial interests in equity release mortgages in the UK. Equity release mortgages represent loans
provided to individuals 55 years of age and older secured by the borrower’s residence. Equity release mortgages are comparable
to a home equity loan by allowing the borrower to utilize the equity in their home as collateral. The amount of the loan is dependent
on the appraised value of the home at the time of origination, the borrower's age and interest rate. Unlike a home equity loan, no
payment of principal or interest is required until the death of the borrower or sale of the home. Equity release mortgages may also
be either fully funded at origination, or the borrower can request periodic funding similar to a line of credit. Equity release
mortgages are subject to risks, including market, credit, interest rate, liquidity, operational, reputational and legal risks.
Other invested assets includes $475.9 million and $219.9 million of equity release mortgages as of December 31, 2018
and 2017, respectively. Investment income includes $17.9 million, $8.3 million and $2.6 million in interest income earned on
equity release mortgages for the years ended December 31, 2018, 2017 and 2016, respectively.
Enterprise Risk Management
RGA maintains a dedicated Enterprise Risk Management (“ERM”) function that is responsible for analyzing and reporting
the Company’s risks on an aggregated basis; facilitating monitoring to ensure the Company’s risks remain within its appetites and
limits; and ensuring, on an ongoing basis, that RGA’s ERM objectives are met. This includes ensuring proper risk controls are in
place; risks are effectively identified, assessed, and managed; and key risks to which the Company is exposed are disclosed to
appropriate stakeholders. The ERM function plays an important role in fostering the Company’s risk management culture and
practices.
Enterprise Risk Management Structure and Governance
The Board of Directors (“the Board”) oversees enterprise risk through its standing committees. The Finance, Investments,
and Risk Management (“FIRM”) Committee of the Board oversees the management of the Company’s ERM program and policies.
The FIRM receives regular reports and assessments that describe the Company’s key risk exposures and include quantitative and
qualitative assessments and information about breaches, exceptions, and waivers.
The Company’s Global Chief Risk Officer (“CRO”) leads the dedicated ERM function. The CRO reports to the Chief
Executive Officer (“CEO”) and has direct access to the Board through the FIRM Committee with formal reporting occurring
quarterly. The CRO is supported by a network of Business Unit Chief Risk Officers and Risk Management Officers throughout
the business who are responsible for the analysis and management of risks within their scope. A Lead Risk Management Officer
is assigned to each risk to take overall responsibility to monitor and assess the risk consistently across all markets.
In addition to leading the ERM function, the CRO also chairs the Company’s Risk Management Steering Committee
(“RMSC”), which is made up of senior management executives, including the CEO, the Chief Financial Officer (“CFO”), and the
Chief Operating Officer, among others. The RMSC provides oversight for the Insurance, Market and Credit, Capital, and
Operational risk committees and retains direct risk oversight responsibilities for the following:
•
•
•
•
Company’s global ERM framework, activities, and issues.
Identification, assessments, and management of all known, new and emerging strategic risk exposures.
Risk appetite statement, including the ongoing alignment of the risk appetite statement with the Company’s
strategy and capital plans.
Review, revise and approve RGA group-level strategic risk limits consistent with the risk appetite statement
The Insurance, Market and Credit, Capital, and Operational risk committees have direct oversight accountability for their
respective risks areas including the identification, assessments, and management of known, new and emerging risk exposures and
the review and approval of RGA group-level risk limits
To ensure appropriate oversight of enterprise-wide risk management issues without unnecessary duplication, as well as
to foster cross-committee communication and coordination regarding risk issues, risk committee chairs attend RMSC meetings.
75
In addition to the risk committees, their sub-committees and working groups, some RGA operating entities have risk management
committees that oversee relevant risks related to segment-level risk limits.
Enterprise Risk Management Framework
RGA’s ERM framework provides a platform to assess the risk / return profiles of risks throughout the organization to
enable enhanced decision making by business leaders. The ERM framework also guides the development and implementation of
mitigation strategies to reduce exposures to these risks to acceptable levels.
RGA’s ERM framework includes the following elements:
1.
2.
3.
4.
5.
Risk Culture: Risk management is an integral part of the Company’s culture and is embedded in RGA’s business
processes in accordance with RGA’s risk philosophy. As the cornerstone of the ERM framework, a culture of
prudent risk management reinforced by senior management plays a preeminent role in the effective management
of risks assumed by RGA.
Risk Appetite Statement: A general and high level overview of the risk profile RGA aims to achieve to meet its
strategic objectives. This statement is then supported by more granular risk limits guiding the businesses to
achieve this Risk Appetite Statement.
Risk Limits: Risk Limits establish the maximum amount of defined risk that the Company is willing to assume
to remain within the Company’s overall risk appetite. These risks have been identified by the management of
the Company as relevant to manage the overall risk profile of the Company while allowing achievement of
strategic objectives.
Risk Assessment Process: RGA uses qualitative and quantitative methods to assess key risks through a portfolio
approach, which analyzes established and emerging risks in conjunction with other risks.
Business Specific Limits/Controls: These limits/controls provide additional safeguards against undesired risk
exposures and are embedded in business processes. Examples include maximum retention limits, pricing and
underwriting reviews, per issuer limits, concentration limits, and standard treaty language.
Proactive risk monitoring and reporting enable early detection and mitigation of emerging risks. The RMSC and its
subcommittees monitor adherence to risk limits through the ERM function, which reports regularly to the RMSC and FIRM
Committee. The frequency of monitoring is tailored to the volatility assessment and relative priority of each risk. Risk escalation
channels coupled with open communication lines enhance the mitigations explained above. The Company has devoted significant
resources to developing its ERM program and expects to continue to do so in the future. Nonetheless, the Company’s policies and
procedures to identify, manage, and monitor risks may not be fully effective. Many of the Company’s methods for managing risk
are based on historical information, which may not be a good predictor of future risk exposures, such as the risk of a pandemic
causing a large number of deaths. Management of operational, legal, and regulatory risk relies on policies and procedures that
may not be fully effective under all scenarios.
Risk Categories
The Company groups its risks into the following categories: Insurance risk, Market and Credit risk, Capital risk,
Operational risk and Strategic risk. Specific risk assessments and descriptions can be found below and in Item 1A - “Risk Factors.”
Insurance Risk
Insurance risk is the risk of lower or negative earnings and potentially a reduction in enterprise value due to a greater
amount of benefits and related expenses paid than expected, or from non-market related adverse policyholder or client behavior.
The Company uses multiple approaches to managing insurance risk: active insurance risk assessment and pricing appropriately
for the risks assumed, transferring undesired risks, and managing the retained exposure prudently. These strategies are explained
below.
Insurance Risk Assessment and Pricing
The Company has developed extensive expertise in assessing insurance risks that ultimately forms an integral part of
ensuring that it is compensated commensurately for the risks it assumes and that it does not overpay for the risks it transfers to
third parties. This expertise includes a vast array of market and product knowledge supported by a large information database of
historical experience that is closely monitored. Analysis and experience studies derived from this database help form the basis for
the Company’s pricing assumptions that are used in developing rates for new risks. If actual mortality or morbidity experience is
materially adverse, some reinsurance treaties allow for increases to future premium rates.
76
Mis-estimation of any key risk can threaten the long term viability of the enterprise. Further, the pricing process is a key
operational risk and significant effort is applied to ensuring the appropriateness of pricing assumptions. Some of the safeguards
the Company uses to ensure proper pricing are: experience studies, strict underwriting, sensitivity and scenario testing, pricing
guidelines and controls, authority limits and internal and external pricing reviews. In addition, the ERM function provides pricing
oversight that includes periodic pricing audits.
Risk Transfer
To minimize volatility in financial results and reduce the impact of large losses, the Company transfers some of its
insurance risk to third parties using vehicles such as retrocession and catastrophe coverage.
Individual Exposure Retrocession
In the normal course of business, the Company seeks to limit its exposure to loss on any single insured and to recover a
portion of claims paid by ceding reinsurance to other insurance enterprises (or retrocessionaires) under excess coverage and
coinsurance contracts. In individual life markets, the Company retains a maximum of $8.0 million of coverage per individual life.
In certain limited situations the Company has retained more than $8.0 million per individual life. The Company enters into
agreements with other reinsurers to mitigate the residual risk related to the over-retained policies. Additionally, due to some lower
face amount reinsurance coverages provided by the Company in addition to individual life, such as group life, disability and health,
under certain circumstances, the Company could potentially incur claims totaling more than $8.0 million per individual life.
Catastrophic Excess Loss Retrocession
The Company seeks to limit its exposure to loss on its assumed catastrophic excess of loss reinsurance agreements by
ceding a portion of its exposure to multiple retrocessionaires through retrocession line slips or directly to retrocession markets.
The Company’s policy is to retain a maximum of $20.0 million of catastrophic loss exposure per agreement and to retrocede up
to $40.0 million additional loss exposures to the retrocession markets. The Company limits its exposure on a country-by-country
(and state-by-state in the U.S.) basis by managing its total exposure to all catastrophic excess of loss agreements bound within a
given country to established maximum aggregate exposures. The maximum exposures are established and managed both on gross
amounts issued prior to including retrocession and for amounts net of exposures retroceded.
Catastrophe Coverage
The Company accesses the markets each year for annual catastrophic coverages and reviews current coverage and pricing
of current and alternate designs. The coverage may vary from year to year based on the Company’s perceived value of such
protection. The current policy covers events involving 5 or more insured deaths from a single occurrence and covers $100.0 million
of claims in excess of the Company’s $25.0 million deductible.
Managing Retained Exposure
The Company retains most of the inbound insurance risk. The Company manages the retained exposure proactively using
various mitigating factors such as diversification and limits. Diversification is the primary mitigating factor of short term volatility
risk, but it also mitigates adverse impacts of changes in long term trends and catastrophic events. The Company’s insured populations
are dispersed globally, diversifying the insurance exposure because factors that cause actual experience to deviate materially from
expectations do not affect all areas uniformly and synchronously or in close sequence. A variety of limits mitigate retained insurance
risk. Examples of these limits include geographic exposure limits, which set the maximum amount of business that can be written
in a given country, and jumbo limits, which prevent excessive coverage on a given individual.
In the event that mortality or morbidity experience develops in excess of expectations, some reinsurance treaties allow
for increases to future premium rates. Other treaties include experience refund provisions, which may also help reduce RGA’s
mortality risk.
RGA has various methods to manage its insurance risks, including access to the capital and reinsurance markets.
Market and Credit Risk
Market and Credit risk is the risk of lower or negative earnings and potentially a reduction in enterprise value due to
changes in the market prices of asset and liabilities.
Interest Rate Risk
Interest Rate risk is risk that changes in the level and volatility of nominal interest rates affect the profitability, value or
solvency position of the Company. This includes credit spread changes and inflation but excludes credit quality deterioration. This
risk arises from many of the Company’s primary activities, as the Company invests substantial funds in interest-sensitive assets,
primarily fixed maturity securities, and also has certain interest-sensitive contract liabilities. A prolonged period where market
77
yields are significantly below the book yields of the Company’s asset portfolio puts downward pressure on portfolio book yields.
The Company has been proactive in its investment strategies, reinsurance structures and overall asset-liability management practices
to reduce the risk of unfavorable consequences in this type of environment.
The Company manages interest rate risk to optimize the return on the Company’s capital and to preserve the value created
by its business operations within certain constraints. For example, certain management and monitoring processes are designed to
minimize the effect of sudden and/or sustained changes in interest rates on fair value, cash flows, and net interest income. The
Company manages its exposure to interest rates principally by managing the relative matching of the cash flows of its liabilities
and assets.
The following table presents the account values, the weighted average interest-crediting rates and minimum guaranteed
rate ranges for the contracts containing guaranteed rates by major class of interest-sensitive product as of December 31, 2018 and
2017 (dollars in thousands):
Account Value
Current Weighted-Average
Interest Crediting Rate
Interest Sensitive Contract Liability
2018
2017
Traditional individual fixed annuities
$
8,497,997
$
6,671,880
Equity-indexed annuities
Individual variable annuity contracts
Guaranteed investment contracts
Universal life – type policies
3,727,953
130,826
1,744,418
2,603,802
4,071,702
144,615
1,358,612
2,659,445
2018
2.96%
1.11
2.97
2.45
4.00
2017
2.86%
3.88
3.04
1.63
3.97
Minimum Guaranteed
Rate Ranges
2018
2017
0.50 – 5.50%
0.50 – 4.50%
0.10 – 3.00
1.50 – 3.04
1.47 – 3.61
3.00 – 6.00
1.00 – 3.00
1.50 – 3.04
1.47 – 2.63
3.00 – 6.00
The following table presents the account values by each minimum guaranteed rate, rounded to the nearest percentage,
by class of interest-sensitive product as of December 31, 2018 and 2017 (dollars in thousands):
Account Value as of December 31, 2018
Interest Sensitive Contract Liability
1%
2%
3%
4%
5%
6%
Total
Traditional individual fixed annuities
$
937,992
$
759,700
$
4,697,125
$
2,071,431
$
10,718
$
21,031
$
8,497,997
Equity-indexed annuities
685,249
2,252,767
Individual variable annuity contracts
Guaranteed investment contracts
Universal life – type policies
—
125,000
—
2,123
635,555
—
789,937
128,703
973,151
—
—
10,712
—
—
—
—
—
—
6
2,526,631
55,862
21,303
3,727,953
130,826
1,744,418
2,603,802
Account Value as of December 31, 2017
Interest Sensitive Contract Liability
1%
2%
3%
4%
5%
6%
Total
Traditional individual fixed annuities
$
833,788
$
742,760
$
3,761,978
$
1,322,063
$
11,291
$
— $
6,671,880
Equity-indexed annuities
692,601
2,508,847
Individual variable annuity contracts
—
2,528
Guaranteed investment contracts
239,809
1,093,776
Universal life – type policies
—
—
870,254
142,087
25,027
51,010
—
—
—
—
—
—
—
—
—
2,529,314
56,634
22,487
4,071,702
144,615
1,358,612
2,659,445
The spread profits on the Company’s fixed annuity and interest-sensitive whole life, universal life (“UL”) and fixed
portion of variable universal life (“VUL”) insurance policies are at risk if interest rates decline and remain relatively low for a
period of time, which has generally been the case in recent years. Should interest rates remain at current levels, which are significantly
lower than those existing prior to the declines of recent years, the average earned rate of return on the Company’s annuity and UL
investment portfolios will continue to decline. Declining portfolio yields may cause the spreads between investment portfolio
yields and the interest rate credited to contract holders to deteriorate as the Company’s ability to manage spreads can become
limited by minimum guaranteed rates on annuity and UL policies. In 2018, minimum guaranteed rates on non-variable annuity
and UL policies generally ranged from 0.10% to 6.00%, with an average guaranteed rate of approximately 2.86%. In 2017,
minimum guaranteed rates on non-variable annuity and UL policies generally ranged from 0.50% to 6.00%, with an average
guaranteed rate of approximately 2.74%.
Interest rate spreads are managed for near term income through a combination of crediting rate actions and portfolio
management. Certain annuity products contain crediting rates that reset annually, of which $7,003.9 million and $5,343.9 million
of account balances are not subject to surrender charges as of December 31, 2018 and 2017, respectively, with substantially all of
these already at their minimum guaranteed rates. As such, certain management and monitoring processes are designed to minimize
the effect of sudden and/or sustained changes in interest rates on fair value, cash flows, and net interest income.
The Company’s exposure to interest rate price risk and interest rate cash flow risk is reviewed on a quarterly basis. Interest
rate price risk exposure is measured using interest rate sensitivity analysis to determine the change in fair value of the Company’s
78
financial instruments in the event of a hypothetical change in interest rates. Interest rate cash flow risk exposure is measured using
interest rate sensitivity analysis to determine the Company’s variability in cash flows in the event of a hypothetical change in
interest rates.
Interest rate sensitivity analysis is used to measure the Company’s interest rate price risk by computing estimated changes
in fair value of fixed rate assets and liabilities in the event of a hypothetical 100 basis point change (increase or decrease) in market
interest rates. The Company does not have fixed rate instruments classified as trading securities. The Company’s projected net
decrease in fair value of financial instruments in the event of a 100 basis point increase in market interest rates at its fiscal years
ended December 31, 2018 and 2017 was $1,493.1 million and $966.7 million, respectively.
The calculation of fair value is based on the net present value of estimated discounted cash flows expected over the life
of the market risk sensitive instruments, using market prepayment assumptions and market rates of interest provided by independent
broker quotations and other public sources, with adjustments made to reflect the shift in the treasury yield curve as appropriate.
The interest rate sensitivity relating to the Company’s fixed maturity securities is assessed using hypothetical scenarios
that assume positive and negative 50 and 100 basis point parallel shifts in the yield curves. This analysis assumes that the U.S.,
Canadian and other pertinent countries’ yield curve shifts are of equal direction and magnitude. Change in value of individual
securities is estimated consistently under each scenario using a commercial valuation tool. The Company’s actual experience may
differ from the results noted below particularly due to assumptions utilized or if events differ from those included in the methodology.
The following tables summarize the results of this analysis for fixed maturity securities in the Company’s investment portfolio as
of the dates indicated (dollars in millions):
December 31, 2018:
Total estimated fair value
Interest Rate Analysis of Estimated Fair Value of Fixed Maturity Securities
-
39,992
-100 bps
-50 bps
41,494
43,073
$
$
$
50 bps
$
38,570
% Change in estimated fair value from base
$ Change in estimated fair value from base
December 31, 2017:
Total estimated fair value
% Change in estimated fair value from base
$ Change in estimated fair value from base
7.7%
3.8%
—%
(3.6)%
3,081
$
1,502
$
— $
(1,422)
-100 bps
-50 bps
41,312
8.3%
3,161
$
$
39,695
4.0%
1,544
$
$
-
38,151
50 bps
$
36,699
—%
(3.8)%
— $
(1,452)
$
$
$
100 bps
37,248
(6.9)%
(2,744)
100 bps
35,354
(7.3)%
(2,797)
$
$
$
$
Interest rate sensitivity analysis is also used to measure the Company’s interest rate cash flow risk by computing estimated
changes in the expected cash flows for floating rate assets and liabilities over a one year period following an instantaneous, parallel,
hypothetical 100 basis point change (increase or decrease) in market interest rates. The Company does not have variable rate
instruments classified as trading securities. The Company’s projected decrease in cash flows associated with floating rate
instruments in the event of an instantaneous 100 basis point decrease in market interest rates for its fiscal years ended December
31, 2018 and 2017 was $71.3 million and $44.4 million, respectively.
Computations of prospective effects of hypothetical interest rate changes are based on numerous assumptions, and should
not be relied on as indicative of future results. Further, the computations do not contemplate any actions management could
undertake in response to changes in interest rates. Certain shortcomings are inherent in the method of analysis presented in the
computation of the estimated fair value of fixed maturity securities and the estimated cash flows of floating rate instruments, which
constitute forward-looking statements. Actual values may differ materially from those projections presented due to a number of
factors, including, without limitation, market conditions varying from assumptions used in the calculation of the fair value.
In order to reduce the exposure to changes in fair values from interest rate fluctuations, the Company has developed
strategies to manage the net interest rate sensitivity of its assets and liabilities. In addition, from time to time, the Company has
utilized the swap market to manage the sensitivity of fair values to interest rate fluctuations.
Inflation can also have direct effects on the Company’s assets and liabilities. The primary direct effect of inflation is the
increase in operating expenses. A large portion of the Company’s operating expenses consists of salaries, which are subject to
wage increases at least partly affected by the rate of inflation.
The Company reinsures annuities with benefits indexed to the cost of living. Some of these benefits are hedged with a
combination of CPI swaps and indexed bonds when material.
Long Term Care products have an inflation component linked to the future cost of such services. If health care costs
increase at a much larger rate than what is prevalent in the nominal interest rates available in the markets, the Company may not
earn enough investment yield to pay future claims on such products.
79
Real Estate Risk
Real Estate risk is the risk that changes in the level and volatility of real estate market valuations may impact the
profitability, value or solvency position of the Company. The Company has investments in direct real estate equity and debt
instruments collateralized by real estate (“real estate loans”). Real estate equity risks include significant reduction in valuations,
which could be caused by downturns in the broad economy or in specific geographic regions or sectors. In addition, real estate
loan risks include defaults, borrower or tenant bankruptcy and reduced liquidity. Real estate loan risks are partially mitigated by
the excess of the value of the property over the loan principle, which provides a buffer should the value of the real estate decrease.
The Company manages its real estate loan risk by diversifying by property type and geography and through exposure limits.
Equity Risk
Equity risk is the risk that changes in the level and volatility of equity market valuations affect the profitability, value or
solvency position of the Company. This risk includes Variable Annuity and other equity linked exposures and asset related equity
exposure. The Company assumes equity risk from alternative investments, fixed indexed annuities and variable annuities. The
Company uses derivatives to hedge its exposure to movements in equity markets that have a direct correlation with certain of its
reinsurance products.
Alternative Investments
Alternative investments are investments in non-traditional asset classes that primarily back the Company’s capital and
surplus as well as certain long-term illiquid liability portfolios. Alternative investments generally encompass: hedge funds,
emerging markets debt, distressed debt, commodities, infrastructure, tax credits, and equities, both public and private. The Company
mitigates its exposure to alternative investments by limiting the size of the alternative investments holding and using per-issuer
investment limits.
Fixed Indexed Annuities
The Company reinsures fixed indexed annuities (“FIAs”). Credits for FIAs are affected by changes in equity markets.
Thus the fair value of the benefit is primarily a function of index returns and volatility. The Company hedges most of the underlying
FIA equity exposure with derivatives.
Variable Annuities
The Company reinsures variable annuities including those with guaranteed minimum death benefits (“GMDB”),
guaranteed minimum income benefits (“GMIB”), guaranteed minimum accumulation benefits (“GMAB”) and guaranteed
minimum withdrawal benefits (“GMWB”). Strong equity markets, increases in interest rates and decreases in equity market
volatility will generally decrease the fair value of the liabilities underlying the benefits. Conversely, a decrease in the equity markets
along with a decrease in interest rates and an increase in equity market volatility will generally result in an increase in the fair
value of the liabilities underlying the benefits, which has the effect of increasing reserves and lowering earnings. The Company
maintains a customized dynamic hedging program that is designed to substantially mitigate the risks associated with income
volatility around the change in reserves on guaranteed benefits, ignoring the Company’s own credit risk assessment. However,
the hedge positions may not fully offset the changes in the carrying value of the guarantees due to, among other things, time lags,
high levels of volatility in the equity and derivative markets, extreme changes in interest rates, unexpected contract holder behavior,
and divergence between the performance of the underlying funds and hedging indices. These factors, individually or collectively,
may have a material adverse effect on the Company’s net income, financial condition or liquidity. The table below provides a
summary of variable annuity account values and the fair value of the guaranteed benefits as of December 31, 2018 and 2017.
(dollars in millions)
No guaranteed minimum benefits
GMDB only
GMIB only
GMAB only
GMWB only
GMDB / WB
Other
Total variable annuity account values
Fair value of liabilities associated with living benefit riders
December 31,
2018
2017
$
$
$
797
159
21
7
1,090
272
19
2,365
168
$
$
$
950
182
24
22
1,366
343
31
2,918
152
80
Credit Risk
Credit risk, which includes default risk, is risk of loss due to credit quality deterioration of an individual financial asset,
derivative or non-derivative contract or instrument. Credit quality deterioration may or may not be accompanied by a ratings
downgrade. Generally, the credit exposure for an asset is limited to the fair value, net of any collateral received, at the reporting
date.
Investment Credit Risk
Investment credit risk is credit risk related to invested assets. The Company manages investment credit risk using per-
issuer investment limits. In addition to per-issuer limits, the Company also limits the total amounts of investments per rating
category. An automated compliance system checks for compliance for all investment positions and sends warning messages when
there is a breach. The Company manages its credit risk related to over-the-counter derivatives by entering into transactions with
creditworthy counterparties, maintaining collateral arrangements and through the use of master agreements that provide for a
single net payment to be made by one counterparty to another at each due date and upon termination. Because futures are transacted
through regulated exchanges, and positions are marked to market on a daily basis, the Company has minimal exposure to credit-
related losses in the event of nonperformance by counterparties to such derivative instruments.
The Company enters into various collateral arrangements, which require both the posting and accepting of collateral in
connection with its derivative instruments. Collateral agreements contain attachment thresholds that vary depending on the posting
party’s financial strength ratings. Additionally, a decrease in the Company’s financial strength rating to a specified level results
in potential settlement of the derivative positions under the Company’s agreements with its counterparties. A committee is
responsible for setting rules and approving and overseeing all transactions requiring collateral. See “Credit Risk” in Note 5 -
“Derivative Instruments” in the Notes to Consolidated Financial Statements for additional information on credit risk related to
derivatives.
Counterparty Risk
Counterparty risk is the potential for the Company to incur losses due to a client, retrocessionaire, or partner becoming
distressed or insolvent. This includes run-on-the-bank risk and collection risk.
Run-on-the-Bank
The risk that a client’s in force block incurs substantial surrenders and/or lapses due to credit impairment, reputation
damage or other market changes affecting the counterparty. Substantially higher than expected surrenders and/or lapses could
result in inadequate in force business to recover cash paid out for acquisition costs.
Collection Risk
For clients and retrocessionaires, this includes their inability to satisfy a reinsurance agreement because the right of offset
is disallowed by the receivership court; the reinsurance contract is rejected by the receiver, resulting in a premature termination
of the contract; and/or the security supporting the transaction becomes unavailable to RGA.
The Company manages counterparty risk by limiting the total exposure to a single counterparty and by only initiating
contracts with creditworthy counterparties. In addition, some of the counterparties have set up trusts and letters of credit, reducing
the Company’s exposure to these counterparties.
Generally, RGA’s insurance subsidiaries retrocede amounts in excess of their retention to certain other RGA insurance
subsidiaries. External retrocessions are arranged through the Company’s retrocession pools for amounts in excess of its retention.
As of December 31, 2018, all retrocession pool members in this excess retention pool rated by the A.M. Best Company were rated
“A-” or better except one pool member that was rated “B+.” A rating of “A-” is the fourth highest rating out of sixteen possible
ratings. For a majority of the retrocessionaires that were not rated, letters of credit or trust assets have been given as additional
security. In addition, the Company performs annual financial and in force reviews of its retrocessionaires to evaluate financial
stability and performance.
The Company has never experienced a material default in connection with retrocession arrangements, nor has it
experienced any material difficulty in collecting claims recoverable from retrocessionaires; however, no assurance can be given
as to the future performance of such retrocessionaires or as to the recoverability of any such claims.
Aggregate Counterparty Limits
In addition to investment credit limits and counterparty limits, there are aggregate counterparty risk limits that include
counterparty exposures from reinsurance, financing and investment activities at an aggregated level to control total exposure to a
single counterparty. Counterparty risk aggregation is important because it enables the Company to capture risk exposures at a
comprehensive level and under more extreme circumstances compared to analyzing the components individually.
81
All counterparty exposures are calculated on a quarterly basis, reviewed by management and monitored by the ERM
function.
Capital Risk
Capital risk is the risk of lower/negative earnings, potential reduction in enterprise value, and/or the loss of ability to
conduct business due to insufficient financial capacity, including not having the appropriate amount of group or entity-level capital
to conduct business today or in the future. The Company monitors capital risk exposure using relevant bases of measurement
including but not limited to economic, rating agency, and local regulatory methodologies. Additionally, the Company regularly
assesses risk related to collateral, financing, liquidity and tax.
Collateral Risk
Collateral risk is the risk that collateral will not be available at expected costs or in the capacity required to meet current
and future needs. The Company monitors risks related to interest rate movement, collateral requirements and position and capital
markets environment. Collateral demands and resources continue to be actively managed with available collateral sources being
more than sufficient to cover stress level collateral demands.
Foreign Currency Risk
Foreign currency risk is the risk of changes in level and volatility of currency exchange rates affect the profitability, value
or solvency position of the Company. The Company manages its exposure to currency principally by currency matching invested
assets with the underlying liabilities to the extent practical. The Company has in place net investment hedges for a portion of its
investments in its Canadian operations to reduce excess exposure to these currencies. Translation differences resulting from
translating foreign subsidiary balances to U.S. dollars are reflected in stockholders’ equity on the consolidated balance sheets.
The Company generally does not hedge the foreign currency exposure of its subsidiaries transacting business in currencies
other than their functional currency (transaction exposure). However, the Company has entered into cross currency swaps to
manage exposure to specific currencies. The majority of the Company’s foreign currency transactions are denominated in Australian
dollars, British pounds, Canadian dollars, Euros, Japanese yen, Korean won, and the South African rand. The maximum amount
of assets held in a specific currency (with the exception of the U.S. dollar) is measured relative to risk targets and is monitored
regularly.
The Company does not hedge the income statement risk associated with translating foreign currencies. The foreign
exchange risk sensitivity of the Company’s consolidated pre-tax income is assessed using hypothetical test scenarios. Actual
results may differ from the results noted below particularly due to assumptions utilized or if events occur that were not included
in the methodology. For more information on this risk, see “Item 1A - Risk Factors - Risks Related to Our Business.” In general,
a weaker U.S. dollar relative to foreign currencies has a favorable impact on the Company’s income before income taxes. The
following tables summarize the impact on the Company’s reported income before income taxes of an immediate favorable or
unfavorable change in each of the foreign exchange rates to which the Company has exposure (dollars in thousands):
Year Ended December 31, 2018
Income before income taxes
% change of income before income taxes from base
Unfavorable
-10%
-5%
$ 795,645
$ 820,732
(5.9)%
(3.0)%
$ change of income before income taxes from base
$
(50,175)
$
(25,088)
Favorable
-
845,820
5%
$
870,908
—%
3.0%
— $
25,088
10%
895,995
5.9%
50,175
$
$
$
$
Year Ended December 31, 2017
Income before income taxes
Unfavorable
-10%
-5%
$ 1,096,520
$ 1,119,667
-
$ 1,142,815
Favorable
5%
10%
$ 1,165,963
$ 1,189,110
% change of income before income taxes from base
(4.1)%
(2.0)%
—%
2.0%
4.1%
$ change of income before income taxes from base
$
(46,295)
$
(23,148)
$
— $
23,148
$
46,295
Financing Risk
Financing risk is the risk that capital will not be available at expected costs or in the capacity required. The Company
continues to monitor financing risks related to regulatory financing, contingency financing, and debt capital and sees no immediate
issues with its current structures, capacity and plans.
Liquidity Risk
Liquidity risk is the risk that the Company is unable to meet payment obligations at expected costs or in the capacity
required. The Company’s traditional liquidity demands include items such as claims, expenses, debt financing and investment
82
purchases, which are largely known or can be reasonably forecasted. The Company regularly performs liquidity risk modeling,
including both market and Company specific stresses, to assess the sufficiency of available resources.
Tax Risk
Tax risk is the risk that current and future tax positions are different than expected. The Company monitors tax risks
related to the evolving tax and regulatory environment, business transactions, legal entity reorganizations, tax compliance
obligations, and financial reporting.
Operational Risk
Operational risk is the risk of lower/negative earnings and a potential reduction in enterprise value caused by unexpected
losses associated with inadequacy or failure on the part of internal processes, people and systems, or from external events. The
Company regularly monitors and assesses the risks related to business conduct and governance, fraud, privacy and security, business
disruption, and business operations. Various insurance, market and credit, capital, and strategy risk obligations and concerns often
intersect with the Company’s core operational process risk areas. Given the scope of the Company’s business and the number of
countries in which it operates, this set of risks has the potential to affect the business locally, regionally, or globally. Operational
risks are core to managing the Company’s brand and market confidence as well as maintaining its ability to acquire and retain the
appropriate expertise to execute and operate the business.
Business Conduct and Governance
Business conduct and governance is the risk related to management oversight, compliance, market conduct, and legal
matters. The Company’s Compliance Risk Management Program facilitates a proactive evaluation of present and potential
compliance risks associated with both local and enterprise-wide regulatory requirements as well as compliance with Company
policies and procedures.
Fraud Risk
Fraud risk is the risk related to the deliberate abuse of and/or taking of Company assets in order to secure gain for the
perpetrator or inflict harm on the Company or other victim. Ongoing monitoring and an annual fraud risk assessment enables the
Company to continually evaluate potential fraud risks within the organization.
Privacy and Security Risk
Privacy and security risk is the risk of theft, loss, or unauthorized disclosure of physical or electronic assets resulting in
a loss of asset value, confidentiality, or intellectual property. The Company’s privacy and security programs, processes, and
procedures are designed to prevent unauthorized physical and electronic theft and the disclosure of confidential and personal data
related to its customers, insured individuals or its employees. The Company employs technology, administrative related processes
and procedural controls, security measures and other preventative actions to reduce the risk of such incidents.
Business Disruption Risk
Business disruption risk is the risk of impairment to operational capabilities due to the unavailability of people, systems,
and/or facilities. The Company’s global business continuity process enables associates to identify potential impacts that threaten
operations by providing the framework, policies and procedures and required recurring training for how the Company will recover
and restore interrupted critical functions, within a predetermined time, after a disaster or extended disruption, until its normal
facilities are restored.
Business Operations Risk
Business operations risk is the risk related to business processes and procedures. Business operations risk includes risk
associated with the processing of transactions, data use and management, monitoring and reporting, the integrity and accuracy of
models, the use of third parties, and the delivery of advisory services.
Human Capital Risk
Human capital risk is related to workforce management, including talent acquisition, development, retention, and
employment relations/regulations. The Company actively monitors human capital risks using multiple practices that include but
are not limited to human resource and compliance policies and procedures, regularly reviewing key risk indicators, performance
evaluations, compensation and benefits benchmarking, succession planning, employee engagement surveys and associate exit
interviews.
Strategic Risk
Strategic risk relates to the planning, implementation, and management of the Company’s business plans and strategies,
including the risks associated with: the global environment in which it operates; future law and regulation changes; political risks;
and relationships with key external parties.
83
Strategy Risk
Strategy risk is the risk related to the design and execution of the Company’s strategic plan, including risks associated
with merger and acquisition activity. Strategy risks are addressed by a robust multi-year planning process, regular business unit
level assessments of strategy execution and active benchmarking of key performance and risk indicators across the Company’s
portfolios of businesses. The Company’s risk appetites and limits are set to be consistent with strategic objectives.
External Environment Risk
External environment risk relates to external competition, macro trends, and client needs. Macro characteristics that drive
market opportunities, risk and growth potential, the competitive landscape and client feedback are closely monitored.
Key Relationships Risk
Key relationships risk relates to areas of important interactions with parties external to the Company. The Company’s
reputation is a critical asset in successfully conducting business and therefore relationships with its primary stakeholders (including
but not limited to business partners, shareholders, clients, rating agencies, and regulators) are all carefully monitored.
Political and Regulatory Risk
Political and regulatory risk relates to future law and regulation changes and the impact of political changes or instability
on the Company’s ability to achieve its objectives. Regulatory and political developments and related risks that may affect the
Company are identified, assessed and monitored as part of regular oversight activities.
New Accounting Standards
See “New Accounting Pronouncements” in Note 2 — “Significant Accounting Policies and Pronouncements” in the
Notes to Consolidated Financial Statements.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Information required by Item 7A is contained in Item 7 under the caption “Management’s Discussion and Analysis of
Financial Condition and Results of Operations—Market and Credit Risk”
84
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
Index to Consolidated Financial Statements
Annual Financial Statements:
Financial Statements as of December 31, 2018 and 2017 and for the years ended December 31, 2018, 2017 and 2016:
Consolidated Balance Sheets
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Statements of Stockholders' Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements:
Note 1 Business and Basis of Presentation
Note 2 Significant Accounting Policies and Pronouncements
Note 3 Earnings per Share
Note 4 Investments
Note 5 Derivative Instruments
Note 6 Fair Value of Assets and Liabilities
Note 7 Reinsurance
Note 8 Deferred Policy Acquisition Costs
Note 9 Income Tax
Note 10 Employee Benefit Plans
Note 11 Financial Condition and Net Income on a Statutory Basis - Significant Subsidiaries
Note 12 Commitments, Contingencies and Guarantees
Note 13 Debt
Note 14 Collateral Finance and Securitization Notes
Note 15 Segment Information
Note 16 Policy Claims and Benefits
Note 17 Equity
Note 18 Quarterly Results of Operations
Note 19 Subsequent Event
Report of Independent Registered Public Accounting Firm
Page
86
87
88
89
90
91
91
103
104
113
119
132
134
134
137
141
142
144
146
147
150
153
158
158
159
85
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
Assets
Fixed maturity securities:
Available-for-sale at fair value (amortized cost of $38,882,168 and $35,281,412)
$
39,992,346
$
38,150,820
December 31,
2018
December 31,
2017
Equity securities (amortized cost of $107,721 and $102,841)
Mortgage loans on real estate (net of allowances of $11,286 and $9,384)
Policy loans
Funds withheld at interest
Short-term investments
Other invested assets
Total investments
Cash and cash equivalents
Accrued investment income
Premiums receivable and other reinsurance balances
Reinsurance ceded receivables
Deferred policy acquisition costs
Other assets
Total assets
Liabilities and Stockholders’ Equity
Future policy benefits
Interest-sensitive contract liabilities
Other policy claims and benefits
Other reinsurance balances
Deferred income taxes
Other liabilities
Long-term debt
Collateral finance and securitization notes
Total liabilities
Commitments and contingent liabilities (See Note 12)
Stockholders’ Equity:
Preferred stock (par value $.01 per share; 10,000,000 shares authorized; no shares issued or outstanding)
Common stock (par value $.01 per share; 140,000,000 shares authorized;
shares issued: 79,137,758 at December 31, 2018 and 2017)
Additional paid-in-capital
Retained earnings
Treasury stock, at cost - 16,323,390 and 14,685,663 shares
Accumulated other comprehensive income
Total stockholders’ equity
Total liabilities and stockholders’ equity
See accompanying notes to consolidated financial statements.
82,197
4,966,298
1,344,980
5,761,471
142,598
1,915,297
54,205,187
1,889,733
427,893
3,017,868
757,572
3,397,770
839,222
64,535,245
25,285,400
18,004,526
5,642,755
487,177
1,798,800
1,396,200
2,787,873
681,961
$
$
100,152
4,400,533
1,357,624
6,083,388
93,304
1,505,332
51,691,153
1,303,524
392,721
2,338,481
782,027
3,239,824
767,088
60,514,818
22,363,241
16,227,642
4,992,074
488,739
2,198,309
1,102,975
2,788,365
783,938
$
$
56,084,692
50,945,283
—
791
1,898,652
7,284,949
(1,370,602)
636,763
8,450,553
—
791
1,870,906
6,736,265
(1,102,058)
2,063,631
9,569,535
$
64,535,245
$
60,514,818
86
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
Revenues
Net premiums
Investment income, net of related expenses
Investment related gains (losses), net:
For the years ended December 31,
2018
2017
2016
$
10,543,776
$
9,841,130
$
2,138,525
2,154,651
9,248,871
1,911,886
Other-than-temporary impairments on fixed maturity securities
(28,494)
(42,639)
(38,805)
Other-than-temporary impairments on fixed maturity securities
transferred to other comprehensive income
Other investment related gains (losses), net
Total investment related gains (losses), net
Other revenues
Total revenues
Benefits and expenses
Claims and other policy benefits
Interest credited
Policy acquisition costs and other insurance expenses
Other operating expenses
Interest expense
Collateral finance and securitization expense
Total benefits and expenses
Income before income taxes
Provision for income taxes
Net income
Earnings per share
Basic earnings per share
Diluted earnings per share
—
(141,594)
(170,088)
363,451
—
210,519
167,880
352,108
74
132,926
94,195
266,559
12,875,664
12,515,769
11,521,511
9,318,929
425,204
1,322,520
786,137
147,355
29,699
12,029,844
845,820
129,978
715,842
11.25
11.00
$
$
8,518,917
502,040
1,466,646
710,690
146,025
28,636
11,372,954
1,142,815
(679,366)
1,822,181
28.28
27.71
$
$
7,993,375
364,691
1,310,540
645,509
137,623
25,827
10,477,565
1,043,946
342,503
701,443
10.91
10.79
$
$
See accompanying notes to consolidated financial statements.
87
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
Comprehensive income (loss)
Net Income
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments
Net unrealized investment gains (losses)
Defined benefit pension and postretirement plan adjustments
Total other comprehensive income (loss), net of tax
Total comprehensive income (loss)
For the years ended December 31,
2018
2017
2016
$
715,842
$
1,822,181
$
701,443
(79,775)
(1,344,502)
(18)
(1,424,295)
69,126
698,078
726
767,930
8,610
419,336
3,099
431,045
$
(708,453) $
2,590,111
$
1,132,488
See accompanying notes to consolidated financial statements.
88
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(in thousands except per share amounts)
Balance, December 31, 2015
Net income
Total other comprehensive income (loss)
Dividends to stockholders, $1.56 per share
Purchase of treasury stock
Reissuance of treasury stock
Balance, December 31, 2016
Adoption of new accounting standards
Net income
Total other comprehensive income (loss)
Dividends to stockholders, $1.82 per share
Purchase of treasury stock
Reissuance of treasury stock
Balance, December 31, 2017
Adoption of new accounting standards
Net income
Total other comprehensive income (loss)
Dividends to stockholders, $2.20 per share
Purchase of treasury stock
Reissuance of treasury stock
Balance, December 31, 2018
Common
Stock
Additional
Paid In Capital
Retained
Earnings
Treasury
Stock
Accumulated
Other
Comprehensive
Income
Total
$
791
$
1,816,142
$
4,620,303
$ (1,010,139) $
708,284
$
6,135,381
701,443
(100,371)
32,469
(22,245)
(122,916)
38,276
791
1,848,611
5,199,130
(1,094,779)
(138,649)
1,822,181
(117,291)
22,295
(29,106)
(43,508)
36,229
431,045
1,139,329
156,372
767,930
701,443
431,045
(100,371)
(122,916)
48,500
7,093,082
17,723
1,822,181
767,930
(117,291)
(43,508)
29,418
791
1,870,906
6,736,265
(1,102,058)
2,063,631
9,569,535
553
715,842
(140,110)
27,746
(27,601)
(299,679)
31,135
(2,573)
(2,020)
715,842
(1,424,295)
(1,424,295)
(140,110)
(299,679)
31,280
$
791
$
1,898,652
$
7,284,949
$ (1,370,602) $
636,763
$
8,450,553
See accompanying notes to consolidated financial statements.
89
REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(in thousands)
Cash flows from operating activities
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
For the years ended December 31,
2017
2018
2016
$
715,842
$
1,822,181
$
701,443
Change in operating assets and liabilities:
Accrued investment income
Premiums receivable and other reinsurance balances
Deferred policy acquisition costs
Reinsurance ceded receivable balances
Future policy benefits, other policy claims and benefits, and
other reinsurance balances
Deferred income taxes
Other assets and other liabilities, net
Amortization of net investment premiums, discounts and other
Depreciation and amortization expense
Investment related (gains) losses, net
Excess tax benefits from share-based payment arrangement
Other, net
Net cash provided by operating activities
Cash flows from investing activities
Sales of fixed maturity securities available-for-sale
Maturities of fixed maturity securities available-for-sale
Sales of equity securities
Principal payments on mortgage loans on real estate
Principal payments on policy loans
Purchases of fixed maturity securities available-for-sale
Purchases of equity securities
Cash invested in mortgage loans on real estate
Cash invested in policy loans
Cash invested in funds withheld at interest
Purchase of businesses, net of cash acquired of $4,988
Purchases of property and equipment
Change in short-term investments
Change in other invested assets
Net cash used in investing activities
Cash flows from financing activities
Dividends to stockholders
Repayment of collateral finance and securitization notes
Proceeds from long-term debt issuance
Debt issuance costs
Principal payments of long-term debt
Purchases of treasury stock
Excess tax benefits from share-based payment arrangement
Exercise of stock options, net
Change in cash collateral for derivative positions and other arrangements
Deposits on universal life and other investment type policies and contracts
Withdrawals on universal life and other investment type policies and contracts
Net cash used in financing activities
Effect of exchange rate changes on cash
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:
Interest paid
Income taxes paid, net of refunds
Non-cash transactions:
Transfer of invested assets
Purchase of a business:
Assets acquired, excluding cash acquired
Liabilities assumed
Net cash paid on purchase
7,159
(764,159)
(107,325)
66,298
1,593,065
76,507
(162,835)
(57,378)
45,127
170,088
—
(1,268)
1,581,121
9,339,632
626,650
45,863
445,360
57,352
(9,724,190)
(13,428)
(1,019,212)
(44,708)
(53,626)
(31,441)
(28,891)
129,329
(365,242)
(636,552)
(140,110)
(96,354)
—
—
(2,690)
(299,679)
—
3,459
43,607
864,193
(694,399)
(321,973)
(36,387)
586,209
1,303,524
1,889,733
170,191
141,703
4,636,099
69,791
(38,350)
31,441
$
$
$
$
$
$
(43,142)
(346,737)
154,234
(124,056)
1,320,810
(847,304)
242,466
(105,382)
52,902
(167,880)
—
24,216
1,982,308
7,308,608
589,214
207,347
339,919
114,586
(8,941,293)
(81,254)
(964,421)
(44,607)
(22,557)
—
(44,211)
52,302
(121,206)
(1,607,573)
(117,291)
(68,429)
—
—
(302,582)
(43,508)
—
7,292
(65,422)
1,017,699
(752,381)
(324,622)
52,693
102,806
1,200,718
1,303,524
173,471
37,098
3,285,837
$
$
$
$
— $
—
— $
(18,761)
(156,836)
31,024
(53,221)
810,474
293,777
(98,675)
(93,952)
26,853
(94,195)
(162)
117,949
1,465,718
4,584,828
472,435
434,518
442,755
88,840
(7,414,647)
(584,532)
(1,092,876)
(47,646)
(32,597)
—
(44,642)
465,628
(97,790)
(2,825,726)
(100,371)
(64,571)
799,984
(8,766)
(2,479)
(122,916)
162
15,321
26,413
1,041,623
(529,011)
1,055,389
(19,938)
(324,557)
1,525,275
1,200,718
156,727
61,085
120,500
—
—
—
$
$
$
$
$
$
See accompanying notes to consolidated financial statements.
90
Reinsurance Group of America, Incorporated
Notes to consolidated financial statements
For the years ended December 31, 2018, 2017 and 2016
Note 1 BUSINESS AND BASIS OF PRESENTATION
Business
Reinsurance Group of America, Incorporated (“RGA”) is an insurance holding company that was formed on December 31, 1992.
The consolidated financial statements herein include the assets, liabilities, and results of operations of RGA and its subsidiaries,
all of which are wholly owned (collectively, the “Company”).
The Company is engaged in providing traditional reinsurance, which includes individual and group life and health, disability, and
critical illness reinsurance. The Company also provides financial solutions, which includes longevity reinsurance, asset-intensive
products, primarily annuities, financial reinsurance and stable value products.
Reinsurance is an arrangement under which an insurance company, the reinsurer, agrees to indemnify another insurance company,
the ceding company, for all or a portion of the insurance risks underwritten by the ceding company. Reinsurance is designed to
(i) reduce the net amount at risk on individual risks, thereby enabling the ceding company to increase the volume of business it
can underwrite, as well as increase the maximum risk it can underwrite on a single risk; (ii) enhance the ceding company’s financial
strength and surplus position; (iii) stabilize operating results by leveling fluctuations in the ceding company’s loss experience; and
(iv) assist the ceding company in meeting applicable regulatory requirements.
Basis of Presentation
The consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting
principles (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as
of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most
significant estimates include those used in determining deferred policy acquisition costs, premiums receivable, future policy
benefits, incurred but not reported claims, income taxes, valuation of investments and investment impairments, and valuation of
embedded derivatives. Actual results could differ materially from the estimates and assumptions used by management.
The accompanying consolidated financial statements include the accounts of RGA and its subsidiaries, all of which are wholly
owned, and any variable interest entities where the Company is the primary beneficiary. Entities in which the Company has
significant influence over the operating and financing decisions but are not required to be consolidated are reported under the
equity method of accounting. The Company evaluates variable interest entities in accordance with the general accounting principles
for Consolidation. Intercompany balances and transactions have been eliminated.
There were no subsequent events, other than as disclosed in Note 19 - “Subsequent Event,” that would require disclosure or
adjustments to the accompanying consolidated financial statements through the date the consolidated financial statements were
issued.
Note 2 SIGNIFICANT ACCOUNTING POLICIES AND PRONOUNCEMENTS
Investments
Fixed Maturity Securities
Fixed maturity securities classified as available-for-sale are reported at fair value and are so classified based upon the possibility
that such securities could be sold prior to maturity if that action enables the Company to execute its investment philosophy and
appropriately match investment results to operating and liquidity needs.
Unrealized gains and losses on fixed maturity securities classified as available-for-sale, less applicable deferred income taxes as
well as related adjustments to deferred acquisition costs, if applicable, are reflected as a direct charge or credit to accumulated
other comprehensive income (“AOCI”) in stockholders’ equity on the consolidated balance sheets.
Investment income is recognized as it accrues or is legally due. Realized gains and losses on sales of investments are included in
investment related gains (losses), net, as are credit impairments that are other-than-temporary in nature. The cost of investments
sold is primarily determined based upon the specific identification method.
Equity Securities
Equity securities are carried at fair value with the exception of the Company’s investment in the Federal Home Loan Bank of Des
Moines (“FHLB”) common stock, which is carried at cost and included in other invested assets. Realized and unrealized gains
and losses associated with equity securities carried at fair value are included in investment related gains (losses), net.
91
Mortgage Loans on Real Estate
Mortgage loans on real estate are carried at unpaid principal balances, net of any unamortized premium or discount and valuation
allowances. Interest income is accrued on the principal amount of the mortgage loan based on its contractual interest rate.
Amortization of premiums and discounts is recorded using the effective yield method. The Company accrues interest on loans
until it is probable the Company will not receive interest or the loan is 90 days past due. Interest income, amortization of premiums,
accretion of discounts and prepayment fees are reported in investment income, net of related expenses in the consolidated statements
of income.
A mortgage loan is considered to be impaired when, based on the current information and events, it is probable that the Company
will be unable to collect all amounts due according to the contractual terms of the mortgage agreement. Although all available and
applicable factors are considered in the Company’s analysis, loan-to-value and debt service coverage ratios are the most critical
factors in determining impairment.
Valuation allowances on mortgage loans are established based upon inherent losses expected by management to be realized in
connection with future dispositions or settlement of mortgage loans, including foreclosures. The Company establishes valuation
allowances for estimated impairments on an individual loan basis as of the balance sheet date. Such valuation allowances are based
on the excess carrying value of the loan over the present value of expected future cash flows discounted at the loan’s original
effective interest rate, the value of the loan’s collateral if the loan is in the process of foreclosure or is otherwise collateral-dependent,
or the loan’s market value if the loan is being sold. Non-specific valuation allowances are established for mortgage loans based
upon several loan factors, including the Company’s historical experience for loan losses, defaults and loss severity, loss expectations
for loans with similar risk characteristics and industry statistics. These evaluations are revised as conditions change and new
information becomes available. In addition to historical experience, management considers qualitative factors that include the
impact of changing macro-economic conditions, which may not be currently reflected in the loan portfolio performance, and the
quality of the loan portfolio.
Any interest accrued or received on the net carrying amount of the impaired loan will be included in investment income or applied
to the principal of the loan, depending on the assessment of the collectability of the loan. Mortgage loans deemed to be uncollectible
or that have been foreclosed are charged off against the valuation allowances and subsequent recoveries, if any, are credited to the
valuation allowances. Changes in valuation allowances are reported in investment related gains (losses), net on the consolidated
statements of income.
The Company evaluates whether a mortgage loan modification represents a troubled debt restructuring. In a troubled debt
restructuring, the Company grants concessions related to the borrower’s financial difficulties. Generally, the types of concessions
include: reduction of the contractual interest rate, extension of the maturity date at an interest rate lower than current market interest
rates and/or a reduction of accrued interest. The Company considers the amount, timing and extent of the concession granted in
determining any impairment or changes in the specific valuation allowance recorded in connection with the troubled debt
restructuring. Through the continuous monitoring process, the Company may have recorded a specific valuation allowance prior
to when the mortgage loan is modified in a troubled debt restructuring. Accordingly, the carrying value (after specific valuation
allowance) before and after modification through a troubled debt restructuring may not change significantly, or may increase if
the expected recovery is higher than the pre-modification recovery assessment.
Policy Loans
Policy loans are reported at the unpaid principal balance. Interest income on such loans is recorded as earned using the contractually
agreed-upon interest rate. These policy loans present no credit risk because the amount of the loan cannot exceed the obligation
due the ceding company upon the death of the insured or surrender of the underlying policy.
Funds Withheld at Interest
Funds withheld at interest represent amounts contractually withheld by ceding companies in accordance with reinsurance
agreements. For agreements written on a modified coinsurance (“modco”) basis and agreements written on a coinsurance funds
withheld basis, assets that support the net statutory reserves or as defined in the treaty, are withheld and legally owned by the
ceding company. Interest, recorded in investment income, net of related expenses in the consolidated statements of income, accrues
to these assets at calculated rates as defined by the treaty terms. Changes in the value of the equity options held within the funds
withheld portfolio associated with equity-indexed annuity treaties are reflected in investment income, net of related expenses.
Short-term Investments
Short-term investments represent investments with remaining maturities of one year or less, but greater than three months, at the
time of acquisition and are stated at estimated fair value or amortized cost, which approximates estimated fair value. Interest on
short-term investments is recorded in investment income, net of related expenses in the consolidated statements of income.
92
Other Invested Assets
In addition to FHLB common stock discussed in the Equity Securities section above and derivative contracts discussed below,
other invested assets include limited partnership interests, joint ventures (other than operating joint ventures), equity release
mortgages and contractholder-directed investments. Limited partnership interests are primarily carried at cost. Based on the
nature and structure of these investments, they do not meet the characteristics of an equity security in accordance with applicable
accounting standards. Joint ventures and certain limited partnerships are reported using the equity method of accounting.
Equity release mortgages are carried at unpaid principal balances, net of any unamortized premium or discount and valuation
allowance. Interest income is accrued on the principal amount of the equity release mortgage based on its contractual interest
rate.
The fair value option (“FVO”) was elected for contractholder-directed investments supporting unit-linked variable annuity type
liabilities that do not qualify for presentation and reporting as separate accounts. Changes in estimated fair value of these securities
are included in investment income, net of related expenses.
Securities Borrowing, Lending and Repurchase Agreements
The Company participates in securities borrowing programs whereby securities, which are not reflected on the Company’s
consolidated balance sheets, are borrowed from third parties. The borrowed securities are used to provide collateral under affiliated
reinsurance transactions. The Company is required to maintain a minimum of 100% of the fair value, or par value under certain
programs, of the borrowed securities as collateral. The collateral consists of rights to reinsurance treaty cash flows. If cash flows
from the reinsurance treaties are insufficient to maintain the minimum collateral requirement, the Company may substitute cash
or securities to meet the requirement.
The Company participates in a securities lending program whereby securities, reflected as investments on the Company’s
consolidated balance sheets, are loaned to a third party. The Company receives securities as collateral, in an amount equal to a
minimum of 105% of the fair value of the securities lent. The securities received as collateral are not reflected on the Company’s
consolidated balance sheets.
The Company participates in a repurchase program in which securities, reflected as investments on the Company’s consolidated
balance sheets, are pledged to a third party. In return, the Company receives cash from the third party, which is reflected as a
payable to a third party, included in other liabilities on the consolidated balance sheets. The Company is required to maintain a
minimum collateral balance with a fair value of 105% of the cash received.
The Company participates in repurchase/reverse repurchase programs in which securities, reflected as investments on the
Company’s consolidated balance sheets, are pledged to third parties. In return, the Company receives securities from the third
parties with an estimated fair value equal to a minimum of 100% of the securities pledged. The securities received are not reflected
on the Company’s consolidated balance sheets.
Other-than-Temporary Impairment
The Company identifies fixed maturity securities that could potentially have credit impairments that are other-than-temporary by
monitoring market events that could impact issuers’ credit ratings, business climates, management changes, litigation, government
actions and other similar factors. The Company also monitors late payments, pricing levels, rating agency actions, key financial
ratios, financial statements, revenue forecasts and cash flow projections as indicators of credit issues.
The Company reviews all securities on a case-by-case basis to determine whether an other-than-temporary decline in value exists
and whether losses should be recognized. The Company considers relevant facts and circumstances in evaluating whether a credit
or interest rate-related impairment of a security is other-than-temporary. Relevant facts and circumstances considered include: (1)
the extent and length of time the fair value has been below cost or amortized cost; (2) the reasons for the decline in fair value; (3)
the issuer’s financial position and access to capital; and (4) the Company’s intent to sell a security or whether it is more likely
than not it will be required to sell the security before the recovery of its amortized cost that, in some cases, may extend to maturity.
To the extent the Company determines that a security is deemed to be other-than-temporarily impaired, an impairment loss is
recognized.
Impairment losses on fixed maturity securities recognized in the financial statements are dependent on the facts and circumstances
related to the specific security. If the Company intends to sell a security or it is more likely than not that it would be required to
sell a security before the recovery of its amortized cost, less any recorded credit loss, it recognizes an other-than-temporary
impairment in investment related gains (losses), net on the consolidated statements of income for the difference between amortized
cost and fair value. If neither of these two conditions exists then the recognition of the other-than-temporary impairment is bifurcated
and the Company recognizes the credit loss portion in investment related gains (losses), net and the non-credit loss portion in
AOCI.
The Company estimates the amount of the credit loss component of a fixed maturity security impairment as the difference between
amortized cost and the present value of the expected cash flows of the security. The present value is determined using the best
93
estimate cash flows discounted at the effective interest rate implicit to the security at the date of purchase or the current yield to
accrete an asset-backed or floating rate security. The techniques and assumptions for establishing the best estimate cash flows
vary depending on the type of security. The asset-backed securities’ cash flow estimates are based on security-specific facts and
circumstances that may include collateral characteristics, expectations of delinquency and default rates, loss severity and
prepayment speeds and structural support, including subordination and guarantees. The corporate fixed maturity security cash
flow estimates are derived from scenario-based outcomes of expected corporate restructurings or the disposition of assets using
security specific facts and circumstances including timing, security interests and loss severity.
In periods after an other-than-temporary impairment loss is recognized on a fixed maturity security, the Company will report the
impaired security as if it had been purchased on the date it was impaired and will continue to estimate the present value of the
estimated cash flows of the security. Accordingly, the discount (or reduced premium) based on the new cost basis is accreted into
net investment income over the remaining term of the fixed maturity security in a prospective manner based on the amount and
timing of estimated future cash flows.
The Company considers its cost method investments for other-than-temporary impairment when the carrying value of these
investments exceeds the net asset value. The Company takes into consideration the severity and duration of this excess when
deciding if the cost method investment is other-than-temporarily impaired. For equity method investments (including real estate
joint ventures), the Company considers financial and other information provided by the investee, other known information and
inherent risks in the underlying investments, as well as future capital commitments, in determining whether an impairment has
occurred.
Derivative Instruments
Overview
The Company utilizes a variety of derivative instruments including swaps, options, forwards and futures, primarily to manage or
hedge interest rate risk, credit risk, inflation risk, foreign currency risk, market volatility and various other market risks associated
with its business. The Company does not invest in derivatives for speculative purposes. It is the Company’s policy to enter into
derivative contracts primarily with highly rated parties. See Note 5 - “Derivative Instruments” for additional detail on the Company’s
derivative positions.
Accounting and Financial Statement Presentation of Derivatives
Derivatives are carried on the Company’s consolidated balance sheets primarily in other invested assets or other liabilities, at fair
value. Certain derivatives are subject to master netting provisions and reported as a net asset or liability. On the date a derivative
contract is executed, the Company designates the derivative as (1) a fair value hedge, (2) a cash flow hedge, (3) a net investment
hedge in a foreign operation or (4) free-standing derivatives held for other risk management purposes, which primarily involve
managing asset or liability risks associated with the Company’s reinsurance treaties that do not qualify for hedge accounting.
Changes in the fair value of free-standing derivative instruments, which do not receive accounting hedge treatment, are primarily
reflected in investment related gains (losses), net.
Changes in the fair value of non-investment free-standing derivative instruments (e.g. mortality and longevity swaps), which do
not receive accounting hedge treatment, are reflected in other revenues.
Hedge Documentation and Hedge Effectiveness
To qualify for hedge accounting, at the inception of the hedging relationship, the Company formally documents its risk management
objective and strategy for undertaking the hedging transaction, as well as its designation of the hedge as either (i) a fair value
hedge; (ii) a cash flow hedge; or (iii) a hedge of a net investment in a foreign operation. In this documentation, the Company sets
forth how the hedging instrument is expected to hedge the designated risks related to the hedged item and sets forth the method
that will be used to retrospectively and prospectively assess the hedging instrument’s effectiveness and the method that will be
used to measure ineffectiveness. A derivative designated as a hedging instrument must be assessed as being highly effective in
offsetting the designated risk of the hedged item. Hedge effectiveness is formally assessed at inception and periodically throughout
the life of the designated hedging relationship.
Under a fair value hedge, changes in the fair value of the hedging derivative, including amounts measured as ineffective, and
changes in the fair value of the hedged item related to the designated risk being hedged, are reported within investment related
gains (losses), net. The fair values of the hedging derivatives are exclusive of any accruals that are separately reported in the
consolidated statements of income within interest income or interest expense to match the location of the hedged item.
Under a cash flow hedge, changes in the fair value of the hedging derivative measured as effective are reported within AOCI and
the deferred gains or losses on the derivative are reclassified into the consolidated statements of income when the Company’s
earnings are affected by the variability in cash flows of the hedged item. Changes in the fair value of the hedging instrument
measured as ineffective are reported within investment related gains (losses), net. The fair values of the hedging derivatives are
94
exclusive of any accruals that are separately reported in the consolidated statements of income within interest income or interest
expense to match the location of the hedged item.
In a hedge of a net investment in a foreign operation, changes in the fair value of the hedging derivative that are measured as
effective are reported within AOCI consistent with the translation adjustment for the hedged net investment in the foreign operation.
Changes in the fair value of the hedging instrument measured as ineffective are reported within investment related gains (losses),
net.
The Company discontinues hedge accounting prospectively when: (i) it is determined that the derivative is no longer highly
effective in offsetting changes in the estimated fair value or cash flows of a hedged item; (ii) the derivative expires, is sold,
terminated, or exercised; (iii) it is no longer probable that the hedged forecasted transaction will occur; or (iv) the derivative is
de-designated as a hedging instrument.
When hedge accounting is discontinued because it is determined that the derivative is not highly effective, the derivative continues
to be carried in the consolidated balance sheets at fair value, with changes in fair value recognized in investment related gains
(losses), net. The carrying value of the hedged asset or liability under a fair value hedge is no longer adjusted for changes in its
estimated fair value due to the hedged risk, and the cumulative adjustment to its carrying value is amortized into income over the
remaining life of the hedged item. Provided the hedged forecasted transaction occurrence is still probable, the changes in estimated
fair value of derivatives recorded in other comprehensive income (loss) (“OCI”) related to discontinued cash flow hedges are
released into the consolidated statements of income when the Company’s earnings are affected by the variability in cash flows of
the hedged item.
When hedge accounting is discontinued because it is no longer probable that the forecasted transactions will occur on the anticipated
date or within two months of that date, the derivative continues to be carried in the consolidated balance sheets at its estimated
fair value, with changes in estimated fair value recognized currently in investment related gains (losses), net. Deferred gains and
losses of a derivative recorded in OCI pursuant to the discontinued cash flow hedge of a forecasted transaction that is no longer
probable are recognized immediately in investment related gains (losses), net.
In all other situations in which hedge accounting is discontinued, the derivative is carried at its estimated fair value in the consolidated
balance sheets, with changes in its estimated fair value recognized in the current period as investment related gains (losses), net.
Embedded Derivatives
The Company reinsures certain annuity products that contain terms that are deemed to be embedded derivatives, primarily equity-
indexed annuities and variable annuities with guaranteed minimum benefits. The Company assesses reinsurance contract terms
to identify embedded derivatives, which are required to be bifurcated under the general accounting principles for Derivatives and
Hedging. If the contract is not reported for in its entirety at fair value and it is determined that the terms of the embedded derivative
are not clearly and closely related to the economic characteristics of the host contract, and that a separate instrument with the same
terms would qualify as a derivative instrument, the embedded derivative is bifurcated from the host contract and accounted for
separately.
Such embedded derivatives are carried on the consolidated balance sheets at fair value in the same line item as the host contract.
Changes in the fair value of embedded derivatives associated with equity-indexed annuities are reflected in interest credited on
the consolidated statements of income and changes in the fair value of embedded derivatives associated with variable annuity
guaranteed minimum benefits are reflected in investment related gains (losses), net on the consolidated statements of income. See
“Interest-Sensitive Contract Liabilities” below for additional information on embedded derivatives related to equity-indexed and
variable annuities. The Company has implemented an economic hedging strategy to mitigate the volatility associated with its
reinsurance of variable annuity guaranteed minimum benefits. The hedging strategy is designed such that changes in the fair value
of the hedge contracts, primarily futures, swap contracts and options, move in the opposite direction of changes in the fair value
of the embedded derivatives. While the Company actively manages its hedging program, the hedges that are in place may not be
totally effective in offsetting the embedded derivative changes due to the many variables that must be managed and the Company
may see a corresponding increase or decrease in the net liability. The Company has elected not to assess this hedging strategy for
hedge accounting treatment.
Additionally, reinsurance treaties written on a modco or funds withheld basis are subject to the general accounting principles for
Derivatives and Hedging related to embedded derivatives. The Company’s funds withheld at interest balances are primarily
associated with its reinsurance treaties structured on a modco or funds withheld basis, the majority of which were subject to the
general accounting principles for Derivatives and Hedging related to embedded derivatives. Management believes the embedded
derivative feature in each of these reinsurance treaties is similar to a total return swap on the assets held by the ceding companies.
The valuation of embedded derivatives is sensitive to the investment credit spread environment. Changes in investment credit
spreads are also affected by the application of a credit valuation adjustment (“CVA”). The fair value calculation of an embedded
derivative in an asset position utilizes a CVA based on the ceding company’s credit risk. Conversely, the fair value calculation of
an embedded derivative in a liability position utilizes a CVA based on the Company’s credit risk. Generally, an increase in investment
credit spreads, ignoring changes in the CVA, will have a negative impact on the fair value of the embedded derivative (decrease
95
in income). The fair value of the embedded derivatives is included in the funds withheld at interest line item on the consolidated
balance sheets. The change in the fair value of the embedded derivatives is recorded in investment related gains (losses), net on
the consolidated statements of income.
The Company has entered into various financial reinsurance treaties on a funds withheld and modco basis. These treaties do not
transfer significant insurance risk and are recorded on a deposit method of accounting with the Company earning a net fee. As a
result of the experience refund provisions contained in these treaties, the value of the embedded derivatives in these contracts is
currently considered immaterial. The Company monitors the performance of these treaties on a quarterly basis. Significant adverse
performance or losses on these treaties may result in a loss associated with the embedded derivative.
Fair Value Measurements
General accounting principles for Fair Value Measurements and Disclosures define fair value, establish a framework for measuring
fair value, establish a fair value hierarchy based on the inputs used to measure fair value and enhance disclosure requirements for
fair value measurements. In compliance with these principles, the Company has categorized its assets and liabilities, based on the
priority of the inputs to the valuation technique, into a three level hierarchy or separately for assets measured using the net asset
value (“NAV”). The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities
(Level 1), the second highest priority to quoted prices in markets that are not active or inputs that are observable either directly
or indirectly (Level 2) and the lowest priority to unobservable inputs (Level 3).
If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority
level input that is significant to the fair value measurement of the asset or liability.
See Note 6 - “Fair Value of Assets and Liabilities” for further details on the Company’s assets and liabilities recorded at fair value.
Cash and Cash Equivalents
Cash and cash equivalents include cash on deposit and highly liquid debt instruments purchased with an original maturity of three
months or less.
Premiums Receivable
Premiums are accrued when due and in accordance with information received from the ceding company. When the Company
enters into a new reinsurance agreement, it records accruals based on the terms of the reinsurance treaty. Similarly, when a ceding
company fails to report information on a timely basis, the Company records accruals based on the terms of the reinsurance treaty
as well as historical experience. Other management estimates include adjustments for increased in force on existing treaties, lapsed
premiums given historical experience, the financial health of specific ceding companies, collateral value and the legal right of
offset on related amounts (i.e. allowances and claims) owed to the ceding company. Under the legal right of offset provisions in
its reinsurance treaties, the Company can withhold payments for allowances and claims from unpaid premiums. Based on its
review of these factors and historical experience, the Company did not believe a provision for doubtful accounts was necessary
as of December 31, 2018 or 2017.
Reinsurance Ceded Receivables
The Company generally reports retrocession activity on a gross basis. Amounts paid or deemed to have been paid for reinsurance
are reflected in reinsurance ceded receivables. The cost of reinsurance related to long-duration contracts is recognized over the
terms of the reinsured policies on a basis consistent with the reporting of those policies.
Deferred Policy Acquisition Costs
Costs of acquiring new business, which vary with and are directly related to the production of new business, have been deferred
to the extent that such costs are deemed recoverable from future premiums or gross profits. Such costs include commissions and
allowances as well as certain costs of policy issuance and underwriting. Non-commission costs related to the acquisition of new
and renewal insurance contracts may be deferred only if they meet the following criteria:
•
•
Incremental direct costs of a successful contract acquisition
Portions of employees’ salaries and benefits directly related to time spent performing specified acquisition activities
for a contract that has been acquired or renewed
• Other costs directly related to the specified acquisition or renewal activities that would not have been incurred had
that acquisition contract transaction not occurred
The Company tests the recoverability for each year of business at issue before establishing additional deferred acquisition costs
(“DAC”). The Company also performs annual tests to establish that DAC are expected to remain recoverable, and if financial
performance significantly deteriorates to the point where a deficiency exists, a cumulative charge to current operations will be
recorded. No such adjustments related to DAC recoverability were made in 2018, 2017 and 2016.
96
DAC related to traditional life insurance contracts are amortized with interest over the premium-paying period of the related
policies in proportion to the ratio of individual period premium revenues to total anticipated premium revenues over the life of
the policy. Such anticipated premium revenues are estimated using the same assumptions used for computing liabilities for future
policy benefits.
DAC related to interest-sensitive life and investment-type policies are amortized over the lives of the policies, in proportion to
the gross profits realized from mortality, investment income less interest credited, and expense margins.
Other Reinsurance Balances
The Company assumes and retrocedes financial reinsurance contracts that do not expose it to a reasonable possibility of loss from
insurance risk. These contracts are reported as deposits and are included in other reinsurance assets/liabilities. The amount of
revenue reported in other revenues on these contracts represents fees and the cost of insurance under the terms of the reinsurance
agreement. Assets and liabilities are reported on a net or gross basis, depending on the specific details within each treaty. Reinsurance
agreements reported on a net basis, where a legal right of offset exists, are generally included in other reinsurance balances on the
consolidated balance sheets. Balances resulting from the assumption and/or subsequent transfer of benefits and obligations resulting
from cash flows related to variable annuities have also been classified as other reinsurance balance assets and/or liabilities. Other
reinsurance assets are included in premiums receivable and other reinsurance balances while other reinsurance liabilities are
included in other reinsurance balances on the consolidated balance sheets.
Acquired Intangibles
Goodwill and Value of Business Acquired
Goodwill, reported in other assets, is not amortized into results of operations, but instead is reviewed at least annually for impairment
and written down only in the periods in which the recorded value of goodwill exceeds its fair value. Goodwill as of December 31,
2018 and 2017 totaled $7.0 million. The value of business acquired (“VOBA”) is amortized in proportion to the ratio of annual
premium revenues to total anticipated premium revenues or in relation to the present value of estimated profits. Anticipated
premium revenues have been estimated using assumptions consistent with those used in estimating reserves for future policy
benefits. The carrying value is reviewed at least annually for indicators of impairment in value. The VOBA was approximately
$5.1 million and $3.3 million, including accumulated amortization of $15.0 million and $14.6 million, as of December 31, 2018
and 2017, respectively. The VOBA amortization expense for the years ended December 31, 2018, 2017 and 2016 was $0.4 million,
$0.3 million, and $0.5 million, respectively. These amortized balances are included in other assets on the consolidated balance
sheets. Future amortization of the VOBA is not material.
Value of Distribution Agreements and Customer Relationships Acquired
Value of distribution agreements (“VODA”) is reported in other assets and represents the present value of future profits associated
with the expected future business derived from the distribution agreements. Value of customer relationships acquired (“VOCRA”)
is also reported in other assets and represents the present value of the expected future profits associated with the expected future
business acquired through existing customers of the acquired company or business. The VODA is amortized over a useful life of
15 years and the VOCRA is also amortized over a 15 year period in proportion to expected revenues generated, with amortization
included in policy acquisition costs and other insurance expenses. Each year the Company reviews VODA and VOCRA to determine
the recoverability of these balances. VODA and VOCRA totaled approximately $40.8 million and $49.2 million, including
accumulated amortization of $79.8 million and $71.5 million, as of December 31, 2018 and 2017, respectively. The VODA and
VOCRA amortization expense for the years ended December 31, 2018, 2017 and 2016 was $8.3 million, $8.7 million and $9.0
million, respectively. Amortization of the VODA and VOCRA is estimated to be $8.1 million, $7.6 million, $6.6 million, $6.4
million and $6.2 million during 2019, 2020, 2021, 2022 and 2023, respectively.
Other acquired intangible assets
Other acquired intangibles are also reported in other assets and primarily represent intangibles and licenses acquired through the
Company’s acquisition of service and technology oriented companies in an effort to both support its clients and generate new
future revenue streams. Other acquired intangible assets are amortized using the straight-line method over the estimated useful
life of 10 years, with amortization included in other operating expenses. Each year the Company reviews other acquired intangibles
to determine the recoverability of these balances. Other acquired intangibles totaled approximately $37.4 million and $3.1 million,
including accumulated amortization of $4.4 million and $0.6 million, as of December 31, 2018 and 2017, respectively. Other
acquired intangibles amortization expense for the years ended December 31, 2018, 2017 and 2016 was $3.8 million, $0.3 million
and $0.2 million, respectively. Amortization of other acquired intangibles is estimated to be $4.2 million, $4.2 million, $4.1 million,
$4.1 million and $4.1 million during 2019, 2020, 2021, 2022 and 2023, respectively.
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Property, Equipment, Leasehold Improvements and Computer Software
Property, equipment and leasehold improvements, which are included in other assets, are stated at cost, less accumulated
depreciation. Depreciation is determined using the straight-line method over the estimated useful lives of the assets, as appropriate.
The estimated life is generally 40 years for company occupied real estate property, from one to seven years for leasehold
improvements, and from three to seven years for all other property and equipment. The cost basis of the property, equipment and
leasehold improvements was $248.7 million and $236.1 million at December 31, 2018 and 2017, respectively. Accumulated
depreciation of property, equipment and leasehold improvements was $97.0 million and $79.4 million at December 31, 2018 and
2017, respectively. Related depreciation expense was $18.3 million, $17.2 million and $16.6 million for the years ended December
31, 2018, 2017 and 2016, respectively.
Computer software, which is included in other assets, is stated at cost, less accumulated amortization. Purchased software costs,
as well as certain internal and external costs incurred to develop internal-use computer software during the application development
stage, are capitalized. Amortization of software costs is recorded on a straight-line basis over periods ranging from three to ten
years. Carrying values are reviewed at least annually for indicators of impairment in value. Unamortized computer software costs
were $150.4 million and $145.5 million at December 31, 2018 and 2017, respectively. Amortization expense was $26.9 million,
$35.7 million, and $10.3 million for the years ended December 31, 2018, 2017 and 2016, respectively. The Company recognized
capital project write-offs of $4.7 million, $24.5 million and $0.6 million in 2018, 2017 and 2016, respectively.
Operating Joint Ventures
The Company has made investments in certain joint ventures that are strategic in nature and made other than for the sole purpose
of generating investment income. These investments are reported under the equity method of accounting and are included in other
assets on the consolidated balance sheets. The Company’s share of earnings from these joint ventures is reported in other revenues
on the consolidated statements of income. The Company’s investments in operating joint ventures do not have a material effect
on the Company’s results of operations and financial condition, and as a result no additional disclosures have been presented.
Future Policy Benefits
Liabilities for future benefits on life policies are established in an amount adequate to meet the estimated future obligations on
policies in force. Liabilities for future policy benefits under long-duration life insurance policies have been computed based upon
expected investment yields, mortality and withdrawal (lapse) rates, and other assumptions. These assumptions include a margin
for adverse deviation and vary with the characteristics of the plan of insurance, year of issue, age of insured, and other appropriate
factors. Interest rates range from 3.0% to 6.0%. The mortality and withdrawal assumptions are based on the Company’s experience
as well as industry experience and standards. In establishing reserves for future policy benefits, the Company assigns policy
liability assumptions to particular timeframes (eras) in such a manner as to be consistent with the underlying assumptions and
economic conditions at the time the risks are assumed. The Company maintains a consistent approach to setting the provision for
adverse deviation between eras.
Liabilities for future benefits on longevity business, including annuities in the payout phase, are established in an amount adequate
to meet the estimated future obligations on policies in force. Liabilities for future benefits related to the longevity business, including
annuities in the payout phase have been calculated using expected mortality, investment yields, and other assumptions. These
assumptions include a margin for adverse deviation and vary with the characteristics of the plan of insurance, year of issue, age
of insured, and other appropriate factors. The mortality assumptions are based on the Company’s experience as well as industry
experience and standards. A deferred profit liability is established when the gross premium exceeds the net premium.
The Company periodically reviews actual and anticipated experience compared to the assumptions used to establish policy benefits.
The Company establishes premium deficiency reserves if actual and anticipated experience indicates that existing policy liabilities
together with the present value of future gross premiums will not be sufficient to cover the present value of future benefits,
settlement and maintenance costs and to recover unamortized acquisition costs. Anticipated investment income is considered in
the calculation of premium deficiency losses for short-duration contracts. The premium deficiency reserve is established by a
charge to income, as well as a reduction in unamortized acquisition costs and, to the extent there are no unamortized acquisition
costs, an increase in future policy benefits.
The reserving process includes normal periodic reviews of assumptions used and adjustments of reserves to incorporate the
refinement of the assumptions. Any such adjustments relate only to policies assumed in recent periods and the adjustments are
reflected by a cumulative charge or credit to current operations.
The Company reinsures disability products in various markets. Liabilities for future benefits on disability policies’ active lives
are established in an amount adequate to meet the estimated future obligations on policies in force. These reserves are the amounts
that, with the additional premiums to be received and interest thereon compounded annually at certain assumed rates, are calculated
to be sufficient to meet the various policy and contract obligations as they mature.
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The Company establishes future policy benefits for guaranteed minimum death benefits (“GMDB”) relating to the reinsurance of
certain variable annuity contracts by estimating the expected value of death benefits in excess of the projected account balance
and recognizing the excess proportionally over the accumulation period based on total expected assessments. The Company
regularly evaluates estimates used and adjusts the additional liability balance, with a related charge or credit to claims and other
policy benefits, if actual experience or other evidence suggests that earlier assumptions should be revised. The assumptions used
in estimating the GMDB liabilities are consistent with those used for amortizing DAC, and are thus subject to the same variability
and risk. The Company’s GMDB liabilities at December 31, 2018 and 2017 were not material.
Interest-Sensitive Contract Liabilities
Liabilities for future benefits on interest-sensitive life and investment-type contract liabilities are carried at the accumulated contract
holder values without reduction for potential surrender or withdrawal charges. The Company reinsures asset-intensive products,
including annuities and corporate-owned life insurance. The investment portfolios for these products are segregated for management
purposes within the general account of the respective legal entity. The liabilities under asset-intensive insurance contracts or
reinsurance contracts reinsured on a coinsurance basis are included in interest-sensitive contract liabilities on the consolidated
balance sheets. Asset-intensive contracts principally include individual fixed annuities in the accumulation phase, single premium
immediate annuities, equity-indexed annuities, individual variable annuities, corporate-owned life and interest-sensitive whole
life insurance contracts. Interest-sensitive contract liabilities are equal to (i) policy account values, which consist of an accumulation
of gross premium payments; (ii) credited interest less expenses, mortality charges, and withdrawals; and (iii) fair value adjustments
relating to business combinations. Liabilities for immediate annuities are calculated as the present value of the expected cash
flows, with the locked-in discount rate determined such that there is no gain or loss at inception. Additionally, certain annuity
contracts the Company reinsures contain terms, such as guaranteed minimum benefits and equity participation options, which are
deemed to be embedded derivatives and are accounted for based on the general accounting principles for Derivatives and Hedging.
The Company establishes liabilities for guaranteed minimum living benefits relating to certain variable annuity products as follows:
Guaranteed minimum income benefits (“GMIB”) provide the contract holder, after a specified period of time determined at the
time of issuance of the variable annuity contract, with a minimum level of income (annuity) payments. Under the reinsurance
treaty, the Company makes a payment to the ceding company equal to the GMIB net amount-at-risk at the time of annuitization
and thus these contracts meet the net settlement criteria of the general accounting principles for Derivatives and Hedging and the
Company assumes no mortality risk. Accordingly, the GMIB is considered an embedded derivative, which is measured at fair
value separately from the host variable annuity product.
Guaranteed minimum withdrawal benefits (“GMWB”) guarantee the contract holder a return of their purchase payment via partial
withdrawals, even if the account value is reduced to zero, provided that the contract holder’s cumulative withdrawals in a contract
year do not exceed a certain limit. The initial guaranteed withdrawal amount is equal to the initial benefit base as defined in the
contract (typically, the initial purchase payments plus applicable bonus amounts). The GMWB is also an embedded derivative,
which is measured at fair value separately from the host variable annuity product.
Guaranteed minimum accumulation benefits (“GMAB”) provide the contract holder, after a specified period of time determined
at the time of issuance of the variable annuity contract, with a minimum accumulation of their purchase payments even if the
account value is reduced to zero. The initial guaranteed accumulation amount is equal to the initial benefit base as defined in the
contract (typically, the initial purchase payments plus applicable bonus amounts). The GMAB is also an embedded derivative,
which is measured at fair value separately from the host variable annuity product.
For GMIB, GMWB and GMAB, the initial benefit base is increased by additional purchase payments made within a certain time
period and decreased by benefits paid and/or withdrawal amounts. After a specified period of time, the benefit base may also
increase as a result of an optional reset as defined in the contract.
The fair values of the GMIB, GMWB and GMAB embedded derivative liabilities are reflected in interest-sensitive contract
liabilities on the consolidated balance sheets and are calculated based on actuarial and capital market assumptions related to the
projected cash flows, including benefits and related contract charges over the lives of the contracts. These projected cash flows
incorporate expectations concerning policyholder behavior, such as lapses, withdrawals and benefit selections, and capital market
assumptions such as interest rates and equity market volatilities. In measuring the fair value of GMIBs, GMWBs and GMABs,
the Company attributes a portion of the fees collected from the policyholder equal to the present value of expected future guaranteed
minimum income, withdrawal and accumulation benefits (at inception). The changes in fair value are reported in investment related
gains (losses), net. Any additional fees represent “excess” fees and are reported in other revenues on the consolidated statements
of income. These variable annuity guaranteed living benefits may be more costly than expected in volatile or declining equity
markets or falling interest rate markets, causing an increase in interest-sensitive contract liabilities, negatively affecting net income.
The Company reinsures equity-indexed annuity contracts. These contracts allow the contract holder to elect an interest rate return
or an equity market component where interest credited is based on the performance of common stock market indices, such as the
S&P 500 Index®, the Dow Jones Industrial Average, or the NASDAQ. The equity market option is considered an embedded
derivative, similar to a call option, which is reflected at fair value on the consolidated balance sheets in interest-sensitive contract
99
liabilities. The fair value of embedded derivatives is computed based on a projection of future equity option costs using a budget
methodology, discounted back to the balance sheet date using current market indicators of volatility and interest rates. Changes
in the fair value of the embedded derivatives are included as a component of interest credited on the consolidated statements of
income.
The Company reviews its estimates of actuarial liabilities for interest-sensitive contract liabilities and compares them with its
actual experience. Differences between actual experience and the assumptions used in pricing these guarantees and benefits and
in the establishment of the related liabilities result in variances in profit and could result in losses. The effects of changes in such
estimated liabilities are included in the results of operations in the period in which the changes occur.
Other Policy Claims and Benefits
Claims payable for incurred but not reported losses are determined using case-basis estimates and lag studies of past experience.
The time lag from the date of the claim or death to when the ceding company reports the claim to the Company can vary significantly
by ceding company, business segment and product type, but generally averages around 3.8 months. Incurred but not reported
claims are estimates on an undiscounted basis, using actuarial estimates of historical claims expense, adjusted for current trends
and conditions. These estimates are continually reviewed and the ultimate liability may vary significantly from the amount
recognized, which are reflected in claims and other policy benefits in the consolidated statements of income in the period in which
they are determined.
Other Liabilities
Other liabilities primarily include investments in transit, separate accounts, employee benefits, cash collateral received on derivative
positions and current federal income taxes payable.
Income Taxes
The U.S. consolidated tax return includes the operations of RGA and all eligible subsidiaries. Certain RGA subsidiaries file separate
U.S. income tax returns as these companies are currently ineligible for inclusion in the consolidated federal tax return. The
Company’s foreign subsidiaries are taxed under applicable local statutes.
The Company provides for federal, state and foreign income taxes currently payable, as well as those deferred due to temporary
differences between the tax basis of assets and liabilities and the reported amounts, and are recognized in net income or in certain
cases in OCI. The Company’s accounting for income taxes represents management’s best estimate of various events and transactions
considering the laws enacted as of the reporting date. The Tax Cuts and Jobs Act of 2017 (“U.S. Tax Reform”) creates additional
complexity due to various provisions that require management judgment and assumptions, which are subject to change.
Deferred tax assets and liabilities are measured by applying the relevant jurisdictions’ enacted tax rate to the temporary difference
in the period in which the temporary differences are expected to reverse. The Company will establish a valuation allowance if
management determines, based on available information, that it is more likely than not that deferred income tax assets will not be
realized. The Company has deferred tax assets including those related to net operating and capital losses. The Company has
projected its ability to utilize its U.S. and foreign deferred tax assets and has determined that all of the U.S. assets including losses
are expected to be utilized and established a valuation allowance on the portion of the foreign deferred tax assets the Company
believes more likely than not will not be realized.
Significant judgment is required in determining whether valuation allowances should be established as well as the amount of such
allowances. When making such a determination, consideration is given to, among other things, the following:
(i)
(ii)
(iii)
(iv)
future taxable income exclusive of reversing temporary differences and carryforwards;
future reversals of existing taxable temporary differences;
taxable income in prior carryback years; and
tax planning strategies.
Any such changes could significantly affect the amounts reported in the consolidated financial statements in the year these changes
occur.
The Company reports uncertain tax positions in accordance with generally accepted accounting principles. In order to recognize
the benefit of an uncertain tax position, the position must meet the more likely than not criteria of being sustained. Unrecognized
tax benefits due to tax uncertainties that do not meet the more likely than not criteria are included within other liabilities and are
charged to earnings in the period that such determination is made. The Company classifies interest related to tax uncertainties as
interest expense whereas penalties related to tax uncertainties are classified as a component of income tax.
See Note 9 - “Income Tax” for further discussion including the impact of the December 22, 2017 enactment of U.S. Tax Reform.
100
Collateral Finance and Securitization Notes
Collateral finance and securitization notes represent private placement asset-backed structured financing transactions. Collateral
finance notes are issued on specified insurance policies reinsured by the Company’s regulated subsidiaries. Transaction costs,
primarily interest expense, are reflected in collateral finance and securitization expense. See Note 14 - “Collateral Finance and
Securitization Notes” for additional information.
Foreign Currency Translation
Assets, liabilities and results of foreign operations are recorded based on the functional currency of each foreign operation. The
determination of the functional currency is based on economic facts and circumstances pertaining to each foreign operation. The
Company’s material functional currencies are the U.S. dollar, Canadian dollar, British pound, Australian dollar, Japanese yen,
Korean won, Euro and South African rand. The translation of the functional currency into U.S. dollars is performed for balance
sheet accounts using current exchange rates in effect at the balance sheet date and for revenue and expense accounts using weighted-
average exchange rates during each year. Gains or losses, net of applicable deferred income taxes, resulting from such translation
are included in accumulated currency translation adjustments, in AOCI on the consolidated balance sheets until the underlying
functional currency operation is sold or substantially liquidated.
Recognition of Revenues and Related Expenses
Life and health premiums are recognized as revenue when due from the insured, and are reported net of amounts retroceded.
Benefits and expenses are reported net of amounts retroceded and are associated with earned premiums so that profits are recognized
over the life of the related contract. This association is accomplished through the provision for future policy benefits and the
amortization of deferred policy acquisition costs. Other revenue includes items such as treaty recapture fees, fees associated with
financial reinsurance and policy changes on interest-sensitive and investment-type products that the Company reinsures. Any fees
that are collected in advance of the period benefited are deferred and recognized over the period benefited.
For certain reinsurance transactions involving in force blocks of business, the ceding company pays a premium equal to the initial
required reserve (future policy benefit). In such transactions, for income statement presentation, the Company nets the expense
associated with the establishment of the reserve on the consolidated balance sheets against the premiums from the transaction.
Revenues for interest-sensitive and investment-type products consist of investment income, policy charges for the cost of insurance,
policy administration, and surrenders that have been assessed against policy account balances during the period. Interest-sensitive
contract liabilities for these products represent policy account balances before applicable surrender charges. Policy benefits and
claims that are charged to expenses include claims incurred in the period in excess of related policy account balances and interest
credited to policy account balances. Interest is credited to policyholder account balances according to terms of the policies or
contracts.
For each of its reinsurance contracts, the Company must determine if the contract provides indemnification against loss or liability
relating to insurance risk, in accordance with GAAP. The Company must review all contractual features, particularly those that
may limit the amount of insurance risk to which the Company is subject or features that delay the timely reimbursement of claims.
If the Company determines that a contract does not expose it to a reasonable possibility of a significant loss from insurance risk,
the Company records the contract on a deposit method of accounting with any net amount receivable reflected as an asset within
premiums receivable and other reinsurance balances, and any net amount payable reflected as a liability within other reinsurance
balances on the consolidated balance sheets. Fees earned on the contracts are reflected as other revenues, rather than premiums,
on the consolidated statements of income.
Equity Based Compensation
The Company expenses the fair value of stock awards included in its incentive compensation plans. As of the date stock awards
are approved, the fair value of stock options is determined using a Black-Scholes options valuation methodology, and the fair
value of other stock awards is based upon the market value of the stock on the grant date. The fair value of the awards is expensed
over the performance or service period, which generally corresponds to the vesting period, and is recognized as an increase to
additional paid-in-capital in stockholders’ equity, and stock-based compensation expense is reflected in other operating expenses
in the consolidated statements of income.
Earnings Per Share
Basic earnings per share exclude any dilutive effects of any outstanding options. Diluted earnings per share include the dilutive
effects assuming outstanding stock options were exercised.
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New Accounting Pronouncements
Changes to the general accounting principles are established by the Financial Accounting Standards Board (“FASB”) in the form
of accounting standards updates to the FASB Accounting Standards CodificationTM. Accounting standards updates not listed below
were assessed and determined to be either not applicable or are expected to have minimal impact on the Company’s consolidated
financial statements.
Description
Standards adopted:
Date of Adoption Effect on the financial statements or other significant matters
Reporting Comprehensive Income
This updated guidance requires reclassification from accumulated
other comprehensive income to retained earnings for the stranded
tax effects resulting from the newly enacted U.S. federal corporate
income tax rate. The amount of the reclassification would be the
difference between the historical U.S. federal corporate income tax
rate and the newly enacted 21 percent tax rate.
December 31, 2017 The Company adopted the new guidance by reclassifying certain
income tax effects of items within accumulated other comprehensive
income to retained earnings as a result of the Tax Cuts and Jobs Act
of 2017. The impact of adopting this standard was an increase in
accumulated other comprehensive income and a reduction in retained
earnings of approximately $156.4 million.
Stock Compensation
This updated guidance requires excess tax benefits and deficiencies
from share-based payment awards be recorded in income tax expense
in the income statement. Previously, excess tax benefits and
deficiencies were recognized in shareholders’ equity or deferred
taxes on the balance sheet depending on the tax situation of the
Company. In addition, the updated guidance also changes the
accounting
tax withholding
forfeitures and statutory
requirements, as well as the classification in the statement of cash
flows.
for
January 1, 2017
The adjustments to the Company’s deferred tax liabilities was a
provisional amount as defined in the SEC’s SAB 118, issued in
December 2017 to address complexities in completing the
calculations resulting from the U.S. Tax Cuts and Jobs Act of 2017.
SAB 118 provides guidance on accounting for the effects of the U.S.
Tax and Jobs Act of 2017 when the Company’s process is incomplete,
and permits a final determination to be made within a measurement
period not to exceed one year from the enactment date. During 2018,
the Company continued to evaluate and gather additional information
to account for the effects of the Tax Cuts and Jobs Act of 2017,
including the preparation of and filing of its U.S. tax returns to more
precisely compute the pretax deferred tax items and the impact of
adopting the new guidance. As part of this process the Company
recorded an additional adjustment in 2018 decreasing accumulated
other comprehensive income and increasing retained earnings of
approximately $2.6 million.
Upon adoption, the Company recognized excess tax benefits of
approximately $17.7 million in deferred tax assets that were
previously not recognized in a cumulative-effect adjustment
increasing retained earnings by $17.7 million. The Company also
recorded excess tax benefits of approximately $10.5 million in the
provision for income taxes for the year ended December 31, 2017.
The number of weighted average diluted shares outstanding were
also adjusted to exclude excess tax benefits from the assumed
proceeds in the diluted shares calculation resulting in an immaterial
increase in the number of dilutive shares outstanding. The Company
also elected to continue estimating forfeitures for purposes of
recognizing share-based compensation. Other aspects of the adoption
of the updated guidance did not have a material impact to the
Company’s consolidated financial statements.
Financial Instruments - Recognition and Measurement
This guidance requires equity investments that are not accounted for
under the equity method of accounting to be measured at fair value
with changes recognized in net income and also updates certain
presentation and disclosure requirements.
Compensation - Retirement Benefits - Defined Benefit Plans -
General
This guidance is part of the FASB’s disclosure framework project
and eliminates certain disclosure requirements for defined benefit
pension and other postretirement plans. Early adoption is permitted.
January 1, 2018
This guidance required a cumulative-effect adjustment for certain
items upon adoption. The adoption of the new guidance was not
material to the Company's consolidated financial statements.
December 31, 2018 This new guidance was applied retrospectively to all periods
presented in the year of adoption. The adoption of the new standard
was not material to the Company’s consolidated financial statements.
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Standards not yet adopted:
Leases
This new standard, based on the principle that entities should
recognize assets and liabilities arising from leases, does not
significantly change the lessees’ recognition, measurement and
presentation of expenses and cash flows from the previous
accounting standard. Leases are classified as finance or operating.
The new standard’s primary change is the requirement for entities
to recognize a lease liability for payments and a right of use asset
representing the right to use the leased asset during the term of
operating lease arrangements. Lessees are permitted to make an
accounting policy election to not recognize the asset and liability for
leases with a term of twelve months or less. Lessors’ accounting is
largely unchanged from the previous accounting standard. In
addition, the new standard expands the disclosure requirements of
lease arrangements. Early adoption is permitted.
Derivatives and Hedging
This updated guidance improves the financial reporting of hedging
relationships to better portray the economic results of an entity’s risk
management activities in its financial statements and make certain
targeted improvements to simplify the application of the hedge
accounting in current GAAP related to the assessment of hedge
effectiveness. Early adoption is permitted.
Financial Instruments - Credit Losses
This guidance adds to GAAP an impairment model, known as current
expected credit loss (“CECL”) model that is based on expected losses
rather than incurred losses. For traditional and other receivables,
held-to-maturity debt securities, loans and other instruments entities
will be required to use the new forward-looking “expected loss”
model that generally will result in earlier recognition of allowance
for losses. For available-for-sale debt securities with unrealized
losses, entities will measure credit losses similar to what they do
today, except the losses will be recognized as allowances rather than
reduction to the amortized cost of the securities. Early adoption is
permitted.
Fair Value Measurement
This guidance is part of the FASB’s disclosure framework project
and eliminates certain disclosure requirements for fair value
measurement, requires entities to disclose new information and
modifies existing disclosure requirements. Early adoption is
permitted.
Financial Services - Insurance
This guidance significantly changes how insurers account for long-
duration insurance contracts. The new guidance will require insurers
to review and update, if necessary, the assumptions used to measure
insurance liabilities periodically, rather than retain assumptions used
at contract inception. The updated guidance also changes the
recognition and measurement of deferred acquisition costs (DAC)
and created a new category of benefit features called market risk
benefits (MRB) that will be measured at fair value. The guidance
also significantly expands the disclosure requirements for long-
duration contracts.
Note 3 EARNINGS PER SHARE
January 1, 2019
This new standard will be adopted by applying the optional transition
method and record a right-of use asset and liability on the Company’s
balance sheet relating to existing operating leases. The Company
does not expect the adoption of the new standard to have a material
impact on its results of operations or balance sheet. The Company
will recognize a lease liability and right-of-use asset of approximately
$55.2 million related to its operating leases upon adoption of the new
standard.
January 1, 2019
This new guidance will be adopted by applying a modified
retrospective approach to existing hedging relationships as of the
date of adoption. The Company does not expect the adoption of the
new standard to have a material impact on its results of operations
or balance sheet. Upon adoption of the new standard, the Company
will record an immaterial adjustment to retained earnings as of the
beginning of the first reporting period in which the guidance is
effective and will modify some disclosures.
January 1, 2020
This guidance will be adopted through a cumulative-effect
adjustment to retained earnings as of the beginning of the first
reporting period in which the guidance is effective (that is, a
modified-retrospective approach). The Company is currently
evaluating the impact of this amendment on its consolidated financial
statements.
January 1, 2020
Certain disclosure changes in the new guidance will be applied
prospectively in the year of adoption. The remaining changes in the
new guidance will be applied retrospectively to all periods presented
in the year of adoption. The Company is currently evaluating the
impact of this amendment on its consolidated financial statements.
January 1, 2021
The guidance on measuring the liabilities for future policy benefits
and DAC will likely be adopted on a modified retrospective basis as
of the earliest period presented in the year of adoption. The guidance
on MRB will be adopted on a retrospective basis as of the earliest
period presented in the year of adoption. The Company is currently
evaluating the impact of this amendment on its consolidated financial
statements but anticipates the updated guidance will likely have a
material impact on the measurement and recognition of its long-
duration insurance contracts.
The following table sets forth the computation of basic and diluted earnings per share on net income (in thousands, except per
share information):
Earnings:
Net income (numerator for basic and diluted calculations)
Shares:
Weighted average outstanding shares (denominator for basic calculations)
Equivalent shares from outstanding stock options
Diluted shares (denominator for diluted calculations)
Earnings per share:
Basic
Diluted
2018
2017
2016
$
$
715,842
$
1,822,181
$
701,443
63,658
1,436
65,094
64,427
1,326
65,753
$
11.25
11.00
$
28.28
27.71
64,274
715
64,989
10.91
10.79
The calculation of common equivalent shares does not include the impact of options having a strike or conversion price that
exceeds the average stock price for the earnings period, as the result would be antidilutive. The calculation of common equivalent
shares also excludes the impact of outstanding performance contingent shares, as the conditions necessary for their issuance have
103
not been satisfied as of the end of the reporting period. Approximately 0.1 million and 0.2 million outstanding stock options were
not included in the calculation of common equivalent shares during 2018 and 2017, respectively. During 2016, all outstanding
options were included in the calculation of common equivalent shares. Approximately 0.4 million, 0.3 million and 0.4 million
performance contingent shares were excluded from the calculation of common equivalent shares during 2018, 2017 and 2016,
respectively.
Note 4 INVESTMENTS
Fixed Maturity and Equity Securities Available-for-Sale
The Company holds various types of fixed maturity securities available-for-sale and classifies them as corporate securities
(“Corporate”), Canadian and Canadian provincial government securities (“Canadian government”), residential mortgage-backed
securities (“RMBS”), asset-backed securities (“ABS”), commercial mortgage-backed securities (“CMBS”), U.S. government and
agencies (“U.S. government”), state and political subdivisions, and other foreign government, supranational and foreign
government-sponsored enterprises (“Other foreign government”).
The following table provides information relating to investments in fixed maturity securities by sector as of December 31, 2018
(dollars in thousands):
December 31, 2018:
Available-for-sale:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
Amortized
Cost
Unrealized
Gains
Unrealized
Losses
Estimated
Fair Value
% of Total
$
24,006,407
$
530,804
$
555,092
$
23,982,119
59.9% $
2,768,466
1,872,236
2,171,254
1,428,115
2,233,537
721,290
3,680,863
1,126,227
22,267
10,779
9,153
10,204
39,914
109,320
2,308
25,282
32,829
18,234
57,867
9,010
47,868
3,892,385
1,869,221
2,149,204
1,419,034
2,185,874
752,194
3,742,315
9.7
4.7
5.4
3.5
5.5
1.9
9.4
Total fixed maturity securities
$
38,882,168
$
1,858,668
$
748,490
$
39,992,346
100.0% $
Other-than-
temporary
impairments
in AOCI
—
—
—
275
—
—
—
—
275
The following table provides information relating to investments in fixed maturity and equity securities by sector as of December
31, 2017 (dollars in thousands):
December 31, 2017:
Available-for-sale:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
Total fixed maturity securities
Non-redeemable preferred stock
Other equity securities
Total equity securities
Amortized
Cost
Unrealized
Gains
Unrealized
Losses
Estimated
Fair Value
% of Total
$
21,966,803
$
1,299,594
$
55,429
$
23,210,968
1,707
11,878
5,194
4,834
21,933
4,296
8,075
4,220,076
1,719,880
1,648,362
1,303,387
1,943,592
703,428
3,401,127
2,843,273
1,695,126
1,634,758
1,285,594
1,953,436
647,727
3,254,695
$
$
$
35,281,412
41,553
61,288
102,841
$
$
$
1,378,510
36,632
18,798
22,627
12,089
59,997
154,507
2,982,754
479
479
958
$
$
$
113,346
2,226
1,421
3,647
$
$
$
38,150,820
100.0% $
39,806
60,346
100,152
39.7%
60.3
100.0%
Other-than-
temporary
impairments
in AOCI
—
—
—
275
—
—
—
—
275
60.9% $
11.1
4.5
4.3
3.4
5.1
1.8
8.9
The Company enters into various collateral arrangements with counterparties that require both the pledging and acceptance of
fixed maturity securities as collateral. Pledged fixed maturity securities are included in fixed maturity securities, available-for-
sale in the consolidated balance sheets. Fixed maturity securities received as collateral are held in separate custodial accounts and
are not recorded on the Company’s consolidated balance sheets. Subject to certain constraints, the Company is permitted by contract
to sell or repledge collateral it receives; however, as of December 31, 2018 and 2017, none of the collateral received had been
sold or repledged. The Company also holds assets in trust to satisfy collateral requirements under derivative transactions and
104
certain third-party reinsurance treaties. The following table includes fixed maturity securities pledged and received as collateral
and assets in trust held to satisfy collateral requirements under derivative transactions and certain third-party reinsurance treaties
as of December 31, 2018 and 2017 (dollars in thousands):
Fixed maturity securities pledged as collateral
Fixed maturity securities received as collateral
2018
2017
Amortized
Cost
Estimated
Fair Value
Amortized
Cost
Estimated
Fair Value
$
80,891
$
83,950
$
72,542
$
n/a
616,584
n/a
75,622
590,417
Assets in trust held to satisfy collateral requirements
20,072,735
20,366,170
15,584,296
16,715,281
The Company monitors its concentrations of financial instruments on an ongoing basis and mitigates credit risk by maintaining
a diversified investment portfolio that limits exposure to any one issuer. The Company’s exposure to concentrations of credit risk
from single issuers greater than 10% of the Company’s stockholders’ equity included securities of the U.S. government and its
agencies, as well as the securities disclosed below, as of December 31, 2018 and 2017 (dollars in thousands):
Fixed maturity securities guaranteed or issued by:
Canadian province of Quebec
Canadian province of Ontario
2018
2017
Amortized
Cost
Estimated
Fair Value
Amortized
Cost
Estimated
Fair Value
$
1,091,018
$
1,757,087
$
1,119,337
$
1,917,996
913,642
1,187,526
939,837
1,282,944
The amortized cost and estimated fair value of fixed maturity securities classified as available-for-sale as of December 31, 2018
are shown by contractual maturity in the table below (dollars in thousands). Actual maturities can differ from contractual maturities
because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Asset and mortgage-
backed securities are shown separately in the table below, as they are not due at a single maturity date.
Available-for-sale:
Due in one year or less
Due after one year through five years
Due after five years through ten years
Due after ten years
Asset and mortgage-backed securities
Total
Corporate Fixed Maturity Securities
Amortized Cost
Estimated Fair Value
$
$
1,185,868
$
8,760,200
9,060,972
14,403,523
5,471,605
38,882,168
$
1,190,931
8,851,307
9,149,497
15,363,152
5,437,459
39,992,346
The tables below show the major industry types of the Company’s corporate fixed maturity holdings as of December 31, 2018
and 2017 (dollars in thousands):
December 31, 2018:
Finance
Industrial
Utility
Total
December 31, 2017:
Finance
Industrial
Utility
Total
Amortized Cost
Estimated
Fair Value
% of Total
8,793,742
$
12,336,857
2,875,808
24,006,407
$
8,730,568
12,342,111
2,909,440
23,982,119
Amortized Cost
Estimated
Fair Value
% of Total
7,977,885
$
11,535,166
2,453,752
21,966,803
$
8,362,774
12,199,333
2,648,861
23,210,968
36.3%
51.6
12.1
100.0%
36.1%
52.5
11.4
100.0%
$
$
$
$
Other-Than-Temporary Impairments—Fixed Maturity Securities
As discussed in Note 2 – “Significant Accounting Policies and Pronouncements,” a portion of certain other-than-temporary
impairment (“OTTI”) losses on fixed maturity securities is recognized in AOCI. For these securities, the net amount recognized
in the consolidated statements of income (“credit loss impairments”) represents the difference between the amortized cost of the
security and the net present value of its projected future cash flows discounted at the effective interest rate implicit in the debt
105
security prior to impairment. Any remaining difference between the fair value and amortized cost is recognized in AOCI. The
following table sets forth the amount of pre-tax credit loss impairments on fixed maturity securities held by the Company as of
the dates indicated, for which a portion of the OTTI loss was recognized in AOCI, and the corresponding changes in such amounts
(dollars in thousands):
Balance, beginning of period
Additional impairments - credit loss OTTI recognized on securities previously
impaired
Credit loss impairments previously recognized on securities impaired to fair value
during the period
Credit loss previously recognized on securities that matured, paid down, prepaid or
were sold during the period
Balance, end of period
$
$
2018
2017
2016
3,677
$
6,013
$
7,284
—
—
—
3,677
$
—
(2,336)
—
3,677
$
231
—
(1,502)
6,013
Unrealized Losses for Fixed Maturity and Equity Securities Available-for-Sale
The following table presents the total gross unrealized losses for the 3,109 fixed maturity securities as of December 31, 2018,
where the estimated fair value had declined and remained below amortized cost by the indicated amount (dollars in thousands):
Less than 20%
20% or more for less than six months
20% or more for six months or greater
Total
2018
Gross
Unrealized
Losses
$
$
721,015
21,336
6,139
748,490
% of Total
96.3%
2.9
0.8
100.0%
The following table presents the total gross unrealized losses for the 1,116 fixed maturity and equity securities as of December 31,
2017, where the estimated fair value had declined and remained below amortized cost by the indicated amount (dollars in thousands):
Less than 20%
20% or more for less than six months
20% or more for six months or greater
Total
2017
Gross
Unrealized
Losses
$
$
113,466
689
2,838
116,993
% of Total
97.0%
0.6
2.4
100.0%
The Company’s determination of whether a decline in value is other-than-temporary includes an analysis of the underlying credit
and the extent and duration of a decline in value. The Company’s credit analysis of an investment includes determining whether
the issuer is current on its contractual payments, evaluating whether it is probable that the Company will be able to collect all
amounts due according to the contractual terms of the security and analyzing the overall ability of the Company to recover the
amortized cost of the investment. In the Company’s impairment review process, the duration and severity of an unrealized loss
position for equity securities are given greater weight and consideration given the lack of contractual cash flows or deferability
features.
The following table presents the estimated fair values and gross unrealized losses, including other-than-temporary impairment
losses reported in AOCI, for 3,109 fixed maturity securities that have estimated fair values below amortized cost as of December
31, 2018 (dollars in thousands). These investments are presented by class and grade of security, as well as the length of time the
related fair value has remained below amortized cost.
106
December 31, 2018:
Investment grade securities:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
Less than 12 months
12 months or greater
Total
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
$
8,505,371
$
302,604
$
3,611,266
$
195,082
$
12,116,637
$
497,686
25,169
269,558
1,102,677
384,259
8,616
103,504
789,859
419
2,488
24,271
4,304
80
1,538
24,509
360,213
131,806
836,741
381,609
414,719
1,086,694
157,330
472,934
7,093,099
1,612
22,760
8,523
13,930
57,787
7,472
17,446
324,612
156,975
1,106,299
1,484,286
798,978
1,095,310
260,834
1,262,793
18,282,112
Total investment grade securities
11,189,013
Below investment grade securities:
Corporate
Canadian government
RMBS
ABS
Other foreign government
Total below investment grade
securities
755,679
42,760
122,559
14,646
878,238
443
—
—
128,725
884,847
34
—
—
5,574
1,770
1,026
1,063
7,479
243
34
35
339
2,213
1,026
1,063
136,204
48,368
133,897
15,297
1,018,744
Total fixed maturity securities
$
12,073,860
$
408,581
$
7,226,996
$
339,909
$
19,300,856
$
The following table presents the estimated fair values and gross unrealized losses, including other-than-temporary impairment
losses reported in AOCI, for 1,116 fixed maturity and equity securities that have estimated fair values below amortized cost as
of December 31, 2017 (dollars in thousands):
Less than 12 months
12 months or greater
Total
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
$
1,886,212
$
17,099
$
1,009,750
$
28,080
$
2,895,962
$
December 31, 2017:
Investment grade securities:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
18,688
566,699
434,274
220,401
800,298
43,510
369,717
91
5,852
2,707
1,914
6,177
242
2,707
111,560
224,439
168,524
103,269
767,197
68,666
191,265
Total investment grade securities
4,339,799
36,789
2,644,670
Below investment grade securities:
Corporate
Canadian government
RMBS
ABS
Other foreign government
Total below investment grade
securities
Total fixed maturity securities
Non-redeemable preferred stock
Other equity securities
Total equity securities
194,879
1,995
—
—
28,600
225,474
4,565,273
82
5,820
5,902
$
$
$
$
$
$
3,317
20
—
—
113
3,450
40,239
1
1,023
1,024
75,731
—
1,369
1,489
15,134
93,723
2,738,393
26,471
47,251
73,722
$
$
$
$
$
$
7,559
73,107
2,225
398
2,623
$
$
$
319,197
7,303,666
26,553
53,071
79,624
$
$
$
The Company has no intention to sell, nor does it expect to be required to sell, the securities outlined in the table above, as of the
dates indicated. However, unforeseen facts and circumstances may cause the Company to sell fixed maturity securities in the
107
1,596
6,004
2,434
2,920
15,756
4,054
4,704
65,548
130,248
791,138
602,798
323,670
1,567,495
112,176
560,982
6,984,469
—
22
53
551
1,995
1,369
1,489
43,734
6,933
270,610
10,250
2,031
25,248
32,794
18,234
57,867
9,010
41,955
684,825
57,406
277
34
35
5,913
63,665
748,490
45,179
1,687
11,856
5,141
4,834
21,933
4,296
7,411
102,337
20
22
53
664
11,009
113,346
2,226
1,421
3,647
ordinary course of managing its portfolio to meet certain diversification, credit quality and liquidity guidelines. Changes in
unrealized losses are primarily driven by changes in interest rates.
Investment Income, Net of Related Expenses
Major categories of investment income, net of related expenses, consist of the following (dollars in thousands):
Fixed maturity securities available-for-sale
$
1,528,086
$
1,401,585
$
1,285,406
2018
2017
2016
Equity securities
Mortgage loans on real estate
Policy loans
Funds withheld at interest
Short-term investments and cash and cash equivalents
Other invested assets
Investment income
Investment expense
4,343
214,387
59,332
309,977
14,349
98,557
2,229,031
(90,506)
4,445
197,755
60,617
457,774
7,171
106,015
2,235,362
(80,711)
Investment income, net of related expenses
$
2,138,525
$
2,154,651
$
Investment Related Gains (Losses), Net
Investment related gains (losses), net, consist of the following (dollars in thousands):
12,513
168,582
63,837
368,728
8,051
76,858
1,983,975
(72,089)
1,911,886
Fixed maturity securities available-for-sale:
Other-than-temporary impairment losses
Portion of loss recognized in accumulated other comprehensive income
Gain on investment activity
Loss on investment activity
Equity securities:
Other-than-temporary impairment losses
Gain on investment activity
Loss on investment activity
Change in unrealized gains (losses) recognized in earnings
Other impairment losses and change in mortgage loan provision
Derivatives and other, net
Total investment related gains (losses), net
2018
2017
2016
$
(28,494) $
(42,639) $
—
65,211
(158,870)
—
4,429
(1,937)
(23,184)
(11,919)
(15,324)
—
110,546
(37,328)
(1,202)
23
(4,351)
—
(9,497)
152,328
$
(170,088) $
167,880
$
(38,805)
74
145,172
(47,094)
—
9,198
(2,871)
—
(11,006)
39,527
94,195
The other-than-temporary impairment losses on fixed maturity securities for 2018, 2017 and 2016 are primarily due to emerging
market and high-yield debt exposures. The fluctuations in investment related gains (losses) for derivatives and other are primarily
due to changes in the fair value of embedded derivatives related to modco and funds withheld treaties, as a result of changes in
interest rates, driven primarily by credit spreads. These fluctuations were partially offset by changes in the fair value of free-
standing derivatives as a result of changes in value of underlying stock indices, movements in credit and inflation spreads, and
changes in interest rates.
As of December 31, 2018 and 2017, the Company held non-income producing securities with amortized costs of $41.3 million
and $38.8 million, and estimated fair values of $42.7 million and $39.3 million, respectively. Generally, securities are non-income
producing when principal or interest is not paid primarily as a result of bankruptcies or credit defaults, but also include securities
where amortization has been discontinued. During 2018, 2017 and 2016, the Company sold fixed maturity securities with fair
values of $5,784.6 million, $2,550.1 million, and $1,055.5 million at losses of $158.9 million, $37.3 million and $47.1 million,
respectively. During 2018, 2017 and 2016, the Company sold equity securities with fair values of $32.8 million, $177.7 million,
and $126.1 million at losses of $1.9 million, $4.4 million and $2.9 million, respectively. The Company generally does not engage
in short-term buying and selling of securities.
108
Securities Borrowing, Lending and Repurchase Agreements
The following table includes the amount of borrowed securities, securities lent and securities collateral received as part of the
securities lending program, repurchased/reverse repurchased securities pledged and received and cash received as of December 31,
2018 and 2017 (dollars in thousands):
Borrowed securities
Securities lending:
Securities loaned
Securities received
Repurchase program/reverse repurchase program:
Securities pledged
Securities received
2018
2017
Amortized
Cost
Estimated
Fair Value
Amortized
Cost
Estimated
Fair Value
$
335,781
$
366,663
$
358,875
$
377,820
101,981
n/a
554,806
n/a
102,618
112,000
554,589
530,932
117,246
n/a
413,819
n/a
121,551
128,000
428,344
417,550
The Company also held cash collateral for securities lending and the repurchase program/reverse repurchase programs of $28.6
million and $31.2 million as of December 31, 2018 and 2017, respectively. No cash or securities have been pledged by the
Company for its securities borrowing program as of December 31, 2018 and 2017.
The following tables present information on the Company’s securities lending and repurchase transactions as of December 31,
2018 and 2017, respectively (dollars in thousands). Collateral associated with certain borrowed securities is not included within
the tables as the collateral pledged to each counterparty is the right to reinsurance treaty cash flows.
December 31, 2018
Remaining Contractual Maturity of the Agreements
Overnight and
Continuous
Up to 30 Days
30-90 Days
Greater than 90
Days
Total
Securities lending transaction:
Corporate
Total
Repurchase transactions:
Corporate
U.S. government
Foreign government
Total
Total transactions
$
$
— $
— $
— $
102,618
$
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
— $
— $
— $
102,618
254,151
221,572
78,866
554,589
657,207
$
$
$
102,618
102,618
254,151
221,572
78,866
554,589
657,207
671,492
14,285
Gross amount of recognized liabilities for securities lending and repurchase transactions in preceding table
Amounts related to agreements not included in offsetting disclosure
109
Securities lending transaction:
Corporate
Total
Repurchase transactions:
Corporate
U.S. government
Foreign government
Other
Total
December 31, 2017
Remaining Contractual Maturity of the Agreements
Overnight and
Continuous
Up to 30 Days
30-90 Days
Greater than 90
Days
Total
$
— $
— $
— $
121,551
$
—
—
—
—
1,131
1,131
—
—
—
—
—
—
—
312
—
—
—
312
312
$
121,551
184,334
$
220,765
21,802
—
426,901
548,452
$
$
$
121,551
121,551
184,646
220,765
21,802
1,131
428,344
549,895
576,786
26,891
Total transactions
$
1,131
$
— $
Gross amount of recognized liabilities for repurchase transactions in preceding table
Amounts related to agreements not included in offsetting disclosure
The Company has elected to offset amounts recognized as receivables and payables resulting from the repurchase/reverse repurchase
programs. After the effect of offsetting, the net amount presented on the consolidated balance sheets was a liability of $0.4 million
and $1.1 million as of December 31, 2018 and 2017, respectively. As of December 31, 2018 and 2017, the Company recognized
payables resulting from cash received as collateral associated with a repurchase agreement as discussed above. Amounts owed
to and due from the counterparties may be settled in cash or offset, in accordance with the agreements.
Mortgage Loans on Real Estate
Mortgage loans represented approximately 9.1% and 8.5% of the Company’s total investments as of December 31, 2018 and 2017,
respectively. As of December 31, 2018, mortgage loans were geographically dispersed throughout the U.S. with the largest
concentrations in California (18.7%), Texas (10.9%) and Washington (7.4%) and include loans secured by properties in Canada
(2.7%) and United Kingdom (0.1%). The recorded investment in mortgage loans on real estate presented below is gross of
unamortized deferred loan origination fees and expenses, and valuation allowances.
The distribution of mortgage loans by property type is as follows as of December 31, 2018 and 2017 (dollars in thousands):
Property type:
Office building
Retail
Industrial
Apartment
Other commercial
Recorded investment
Unamortized balance of loan origination fees and expenses
Valuation allowances
Total mortgage loans on real estate
2018
2017
Carrying Value
Percentage of
Total
Carrying Value
Percentage of
Total
$
$
$
1,725,748
1,432,394
961,924
571,291
291,997
4,983,354
(5,770)
(11,286)
4,966,298
34.6% $
28.7
19.3
11.5
5.9
1,487,392
1,270,676
938,612
510,052
206,439
100.0% $
4,413,171
(3,254)
(9,384)
$
4,400,533
33.6%
28.8
21.3
11.6
4.7
100.0%
The maturities of the mortgage loans as of December 31, 2018 and 2017 are as follows (dollars in thousands):
Due within five years
Due after five years through ten years
Due after ten years
Total
2018
2017
Recorded
Investment
% of Total
Recorded
Investment
% of Total
$
$
1,425,598
2,686,264
871,492
4,983,354
28.6% $
53.9
17.5
100.0% $
1,091,066
2,516,872
805,233
4,413,171
24.8%
57.0
18.2
100.0%
110
The following tables set forth certain key credit quality indicators of the Company’s recorded investment in mortgage loans as of
December 31, 2018 and 2017 (dollars in thousands):
Debt Service Ratios
>1.20x
1.00x - 1.20x
<1.00x
Construction
loans
Total
% of Total
Recorded Investment
2,410,556
$
61,246
$
38,177
$
13,691
$
1,618,374
414,269
117,978
73,908
48,438
49,668
38,120
54,440
25,560
18,929
—
—
2,523,670
1,749,331
517,147
193,206
4,561,177
$
233,260
$
156,297
$
32,620
$
4,983,354
50.6%
35.1
10.4
3.9
100.0%
Debt Service Ratios
>1.20x
1.00x - 1.20x
<1.00x
Construction
loans
Total
% of Total
Recorded Investment
2,148,428
$
53,979
$
3,801
$
— $
1,517,029
396,446
120,850
47,128
19,461
30,713
43,921
15,367
6,362
—
—
9,686
2,206,208
1,608,078
431,274
167,611
4,182,753
$
151,281
$
69,451
$
9,686
$
4,413,171
50.0%
36.4
9.8
3.8
100.0%
December 31, 2018:
Loan-to-Value Ratio
0% - 59.99%
60% - 69.99%
70% - 79.99%
Greater than 80%
Total
December 31, 2017:
Loan-to-Value Ratio
0% - 59.99%
60% - 69.99%
70% - 79.99%
Greater than 80%
Total
$
$
$
$
The age analysis of the Company’s past due recorded investments in mortgage loans as of December 31, 2018 and 2017 (dollars
in thousands):
31-60 days past due
61-90 days past due
Total past due
Current
Total
2018
2017
$
$
— $
—
—
4,983,354
4,983,354
$
17,100
2,056
19,156
4,394,015
4,413,171
The following table presents the recorded investment in mortgage loans, by method of measuring impairment, and the related
valuation allowances, as of December 31, 2018 and 2017 (dollars in thousands):
Mortgage loans:
Individually measured for impairment
Collectively measured for impairment
Recorded investment
Valuation allowances:
Individually measured for impairment
Collectively measured for impairment
Total valuation allowances
2018
2017
$
$
$
$
30,635
4,952,719
4,983,354
$
$
— $
11,286
11,286
$
5,858
4,407,313
4,413,171
—
9,384
9,384
111
Information regarding the Company’s loan valuation allowances for mortgage loans as of December 31, 2018, 2017 and 2016 are
as follows (dollars in thousands):
Balance, beginning of period
Provision
Translation adjustment
Balance, end of period
2018
2017
2016
$
$
$
9,384
1,918
(16)
11,286
$
$
7,685
1,691
8
9,384
$
6,813
872
—
7,685
Information regarding the portion of the Company’s mortgage loans that were impaired as of December 31, 2018 and 2017 is as
follows (dollars in thousands):
Unpaid Principal
Balance
Recorded
Investment
Related
Allowance
Carrying Value
December 31, 2018:
Impaired mortgage loans with no valuation allowance recorded
Impaired mortgage loans with valuation allowance recorded
Total impaired mortgage loans
December 31, 2017:
Impaired mortgage loans with no valuation allowance recorded
Impaired mortgage loans with valuation allowance recorded
Total impaired mortgage loans
$
$
$
$
30,660
—
30,660
6,427
—
6,427
$
$
$
$
30,635
—
30,635
5,858
—
5,858
$
$
$
$
— $
—
— $
— $
—
— $
30,635
—
30,635
5,858
—
5,858
The Company’s average investment balance of impaired mortgage loans and the related interest income are reflected in the table
below for the years ended December 31, 2018, 2017 and 2016 (dollars in thousands):
2018
2017
2016
Average
Investment
(1)
Interest
Income
Average
Investment
(1)
Interest
Income
Average
Investment
(1)
Interest
Income
Impaired mortgage loans with no valuation
allowance recorded
Impaired mortgage loans with valuation allowance
recorded
Total
$
$
24,240
$
1,129
$
3,621
$
186
$
2,249
$
—
—
—
—
—
24,240
$
1,129
$
3,621
$
186
$
2,249
$
142
—
142
(1) Average recorded investment represents the average loan balances as of the beginning of period and all subsequent quarterly end of period balances.
The Company did not acquire any impaired mortgage loans during the years ended December 31, 2018 and 2017. The Company
had no mortgage loans that were on a nonaccrual status as of December 31, 2018 and 2017.
Policy Loans
Policy loans comprised approximately 2.5% and 2.6% of the Company’s total investments as of December 31, 2018 and 2017,
respectively, the majority of which are associated with one client. These policy loans present no credit risk because the amount
of the loan cannot exceed the obligation due to the ceding company upon the death of the insured or surrender of the underlying
policy. The provisions of the treaties in force and the underlying policies determine the policy loan interest rates. The Company
earns a spread between the interest rate earned on policy loans and the interest rate credited to corresponding liabilities.
Funds Withheld at Interest
Funds withheld at interest comprised approximately 10.6% and 11.8% of the Company’s total investments as of December 31,
2018 and 2017, respectively. Of the $5.8 billion funds withheld at interest balance, net of embedded derivatives, as of December 31,
2018, $3.8 billion of the balance is associated with one client. For reinsurance agreements written on a modco basis and certain
agreements written on a coinsurance funds withheld basis, assets equal to the net statutory reserves are withheld and legally owned
and managed by the ceding company and are reflected as funds withheld at interest on the Company’s consolidated balance sheets.
In the event of a ceding company’s insolvency, the Company would need to assert a claim on the assets supporting its reserve
liabilities. However, the risk of loss to the Company is mitigated by its ability to offset amounts it owes the ceding company for
claims or allowances against amounts owed to the Company from the ceding company.
Other Invested Assets
Other invested assets include limited partnership interests, joint ventures (other than operating joint ventures), equity release
mortgages, derivative contracts and fair value option (“FVO”) contractholder-directed unit-linked investments. Other invested
112
assets also include Federal Home Loan Bank of Des Moines (“FHLB”) common stock, which is included in Other in the table
below. Other invested assets represented approximately 3.5% and 2.9% of the Company’s total investments as of December 31,
2018 and 2017, respectively. Carrying values of these assets as of December 31, 2018 and 2017 are as follows (dollars in thousands):
Limited partnership interests and real estate joint ventures
Equity release mortgages
Derivatives
FVO contractholder-directed unit-linked investments
Other
Total other invested assets
2018
2017
$
$
965,094
475,905
180,699
197,770
95,829
1,915,297
$
$
781,124
219,940
137,613
218,541
148,114
1,505,332
Note 5 DERIVATIVE INSTRUMENTS
Accounting for Derivative Instruments and Hedging Activities
See Note 2 – “Significant Accounting Policies and Pronouncements” for a detailed discussion of the accounting treatment for
derivative instruments, including embedded derivatives and Note 6 – “Fair Value of Assets and Liabilities” for additional disclosures
related to the fair value hierarchy for derivative instruments, including embedded derivatives.
Types of Derivatives Used by the Company
Credit Derivatives
The Company sells protection under single name credit default swaps and credit default swap index tranches to diversify its credit
risk exposure in certain portfolios and, in combination with purchasing securities, to replicate characteristics of similar investments
based on the credit quality and term of the credit default swap. Credit default triggers for indexed reference entities and single
name reference entities are defined in the contracts. The Company’s maximum exposure to credit loss equals the notional value
for credit default swaps. In the event of default of a referencing entity, the Company is typically required to pay the protection
holder the full notional value less a recovery amount determined at auction.
The Company also purchases credit default swaps to reduce its risk against a drop in bond prices due to credit concerns of certain
bond issuers. If a credit event, as defined by the contract, occurs, the Company is able to put the bond back to the counterparty at
par.
Equity Derivatives
Exchange-traded equity futures are used primarily to economically hedge liabilities embedded in certain variable annuity products.
With exchange-traded equity futures transactions, the Company agrees to purchase or sell a specified number of contracts, the
value of which is determined by the relevant stock indices, and to post variation margin on a daily basis in an amount equal to the
difference between the daily estimated fair values of those contracts. The Company enters into exchange-traded equity futures
with regulated futures commission merchants that are members of the exchange.
Equity index options are used by the Company primarily to hedge minimum guarantees embedded in certain variable annuity
products. To hedge against adverse changes in equity indices volatility, the Company buys put options. The contracts are net settled
in cash based on differentials in the indices at the time of exercise and the strike price. Equity warrants have also been used by
the Company to economically hedge the variability in anticipated cash flows for the acquisition of investment securities.
Foreign Currency Derivatives
Foreign currency swaps are used by the Company to reduce the risk from fluctuations in foreign currency exchange rates associated
with its assets and liabilities denominated in foreign currencies. With a foreign currency swap transaction, the Company agrees
with another party to exchange, at specified intervals, the difference between one currency and another at a forward exchange rate
calculated by reference to an agreed upon principal amount. The principal amount of each currency is exchanged at the termination
of the currency swap by each party. The Company uses foreign currency swaps in hedges of net investments in foreign operations
and fair value hedges.
Foreign currency forwards are used by the Company to reduce the risk from fluctuations in foreign currency exchange rates
associated with its assets and liabilities denominated in foreign currencies. With a foreign currency forward transaction, the
Company agrees with another party to deliver a specified amount of an identified currency at a specified future date. The price is
agreed upon at the time of the contract and payment for such a contract is made in a different currency at the specified future date.
The Company uses foreign currency forwards in hedges of net investments in foreign operations and non-qualifying hedge
relationships.
113
Interest Rate Derivatives
Interest rate swaps are used by the Company primarily to reduce market risks from changes in interest rates, to alter interest rate
exposure arising from mismatches between assets and liabilities (duration mismatches) and to manage the risk of cash flows of
liabilities that are variable based on a benchmark rate. With an interest rate swap, the Company agrees with another party to
exchange, at specified intervals, the difference between two rates, which can be either fixed-rate or floating-rate interest amounts,
tied to an agreed-upon notional principal amount. These transactions are executed pursuant to master agreements that provide for
a single net payment or individual gross payments at each due date. The Company utilizes interest rate swaps in cash flow and
non-qualifying hedging relationships.
The Company sells fee-based synthetic guaranteed investment contracts (“GICs”) to retirement plans that include investment-
only, stable value contracts. The assets are owned by the trustees of such plans, who invest the assets under the terms of investment
guidelines to which the Company agrees. The contracts contain a guarantee of a minimum rate of return on participant balances
supported by the underlying assets, and a guarantee of liquidity to meet certain participant-initiated plan cash flow requirements.
These contracts are reported as derivatives and recorded at fair value.
Other Derivatives
Consumer price index (“CPI”) swaps are used by the Company primarily to economically hedge liabilities embedded in certain
insurance products where value is directly affected by changes in a designated benchmark consumer price index. With a CPI swap
transaction, the Company agrees with another party to exchange the actual amount of inflation realized over a specified period of
time for a fixed amount of inflation determined at inception. These transactions are executed pursuant to master agreements that
provide for a single net payment or individual gross payments to be made by the counterparty at each due date. Most of these
swaps will require a single payment to be made by one counterparty at the maturity date of the swap.
The Company enters into longevity swaps in the form of out-of-the-money options, which provide protection against changes in
mortality improvement to retirement plans and insurers of such plans. With a longevity swap transaction, the Company agrees
with another party to exchange a proportion of a notional value. The proportion is determined by the difference between a predefined
benefit, and the realized benefit plus the future expected benefit, calculated by reference to a population index for a fixed premium.
Mortality swaps are used by the Company to hedge risk from changes in mortality experience associated with its reinsurance of
life insurance risk. The Company agrees with another party to exchange, at specified intervals, a proportion of a notional value
determined by the difference between a predefined expected and realized claim amount on a designated index of reinsured lives,
for a fixed percentage (premium) each term.
The Company has certain embedded derivatives that are required to be separated from their host contracts and reported as
derivatives. Host contracts include reinsurance treaties structured on a modco or funds withheld basis. Additionally, the Company
reinsures equity-indexed annuity and variable annuity contracts with benefits that are considered embedded derivatives, including
guaranteed minimum withdrawal benefits, guaranteed minimum accumulation benefits, and guaranteed minimum income benefits.
The changes in fair values of embedded derivatives on equity-indexed annuities described below relate to changes in the fair value
associated with capital market and other related assumptions. The Company’s utilization of a credit valuation adjustment did not
have a material effect on the change in fair value of its embedded derivatives for the years ended December 31, 2018, 2017 and
2016.
114
Summary of Derivative Positions
Derivatives, except for embedded derivatives and longevity and mortality swaps, are carried on the Company’s consolidated
balance sheets in other invested assets or other liabilities, at fair value. Longevity and mortality swaps are included on the
consolidated balance sheets in other assets or other liabilities, at fair value. Embedded derivative assets and liabilities on modco
or funds withheld arrangements are included on the consolidated balance sheets with the host contract in funds withheld at interest,
at fair value. Embedded derivative liabilities on indexed annuity and variable annuity products are included on the consolidated
balance sheets with the host contract in interest-sensitive contract liabilities, at fair value. The following table presents the notional
amounts and gross fair value of derivative instruments prior to taking into account the netting effects of master netting agreements
as of December 31, 2018 and 2017 (dollars in thousands):
December 31, 2018
December 31, 2017
Primary Underlying
Risk
Notional
Amount
Carrying Value/Fair Value
Assets
Liabilities
Notional
Amount
Carrying Value/Fair Value
Assets
Liabilities
Interest rate
$ 1,040,588
$
47,652
$
961
$
996,204
$
59,809
$
2,372
Equity
Foreign currency
Foreign currency
CPI
Credit
Equity
Longevity
Mortality
Interest rate
325,620
149,698
25,000
385,580
1,338,300
439,158
917,360
25,000
13,397,729
—
504
—
—
6,003
42,836
47,789
—
—
—
4,659
234
11,384
1,166
—
—
369
412,438
—
6,030
221,932
961,200
632,251
960,400
—
— 10,052,576
—
—
—
—
8,319
23,271
40,659
—
—
—
—
28
2,160
1,651
—
—
1,683
—
—
—
—
109,597
—
—
18,044,033
254,381
—
776,940
167,925
963,638
—
—
—
122,194
—
—
—
861,758
152,470
14,243,031
254,252
1,022,122
Foreign currency/
Interest rate
Foreign currency
Foreign currency
435,000
494,461
911,197
1,840,658
—
27,257
435,000
672,921
553,175
—
—
27,257
1,661,096
51,311
50,974
102,285
—
65,207
1,265
66,472
20,389
8,496
7,720
36,605
$ 19,884,691
$
356,666
$
990,895
$ 15,904,127
$
320,724
$ 1,058,727
Derivatives not designated as
hedging instruments:
Interest rate swaps
Financial futures
Foreign currency swaps
Foreign currency forwards
CPI swaps
Credit default swaps
Equity options
Longevity swaps
Mortality swaps
Synthetic GICs
Embedded derivatives in:
Modco or funds withheld
arrangements
Indexed annuity products
Variable annuity products
Total non-hedging derivatives
Derivatives designated as hedging
instruments:
Interest rate swaps
Foreign currency swaps
Foreign currency forwards
Total hedging derivatives
Total derivatives
Fair Value Hedges
The Company designates and reports certain foreign currency swaps to hedge the foreign currency fair value exposure of foreign
currency denominated assets as fair value hedges when they meet the requirements of the general accounting principles for
Derivatives and Hedging. The gain or loss on the hedged item attributable to a change in foreign currency and the offsetting gain
or loss on the related foreign currency swaps as of December 31, 2018, 2017 and 2016 were (dollars in thousands):
Type of Fair Value Hedge
Hedged Item
For the Year Ended December 31, 2018:
Foreign currency swaps
Foreign-denominated fixed maturity securities
For the Year Ended December 31, 2017:
Foreign currency swaps
Foreign-denominated fixed maturity securities
For the Year Ended December 31, 2016:
Foreign currency swaps
Foreign-denominated fixed maturity securities
(1) The net amount represents the ineffective portion of the fair value hedges.
115
Gains (Losses)
Recognized for
Derivatives (1)
Gains (Losses)
Recognized for
Hedged Items (1)
$
$
$
(11,164) $
12,446
9,456
$
(9,456)
(1,700) $
1,700
Cash Flow Hedges
Certain derivative instruments are designated as cash flow hedges when they meet the requirements of the general accounting
principles for Derivatives and Hedging. The Company designates and accounts for the following as cash flows: (i) certain interest
rate swaps, in which the cash flows of liabilities are variable based on a benchmark rate; (ii) certain interest rate swaps, in which
the cash flows of assets are denominated in different currencies, commonly referred to as cross-currency swaps; and (iii) forward
bond purchase commitments.
The following table presents the components of AOCI, before income tax, and the consolidated income statement classification
where the gain or loss is recognized related to cash flow hedges for the years ended December 31, 2018, 2017 and 2016 (dollars
in thousands):
Amounts Included in AOCI
Balance December 31, 2015
Gains (losses) deferred in other comprehensive income (loss) on the effective portion of cash flow hedges
Amounts reclassified to investment related (gains) losses, net
Amounts reclassified to investment income
Balance December 31, 2016
Gains (losses) deferred in other comprehensive income (loss) on the effective portion of cash flow hedges
Amounts reclassified to investment related (gains) losses, net
Amounts reclassified to investment income
Amounts reclassified to interest expense
Balance December 31, 2017
Gains (losses) deferred in other comprehensive income (loss) on the effective portion of cash flow hedges
Amounts reclassified to investment income
Amounts reclassified to interest expense
Balance December 31, 2018
$
$
(29,397)
27,110
278
(487)
(2,496)
6,316
(775)
(505)
79
2,619
6,644
(292)
(183)
8,788
As of December 31, 2018, the before-tax deferred net gains on derivative instruments recorded in AOCI that are expected to be
reclassified to earnings during the next twelve months are approximately $0.1 million and $1.9 million in investment income and
interest expense, respectively.
The following table presents the effective portion of derivatives in cash flow hedging relationships on the consolidated statements
of income and the consolidated statements of stockholders’ equity for the years ended December 31, 2018, 2017 and 2016 (dollars
in thousands):
Derivative Type
For the year ended December 31, 2018:
Interest rate
Foreign currency/Interest rate
Total
For the year ended December 31, 2017:
Interest rate
Foreign currency/Interest rate
Forward bond purchase commitments
Total
For the year ended December 31, 2016:
Interest rate
Foreign currency/Interest rate
Forward bond purchase commitments
Total
Effective Portion
Gains (Losses)
Deferred in OCI
Gains (Losses) Reclassified into Income from OCI
Investment Related
Gains (Losses)
Investment Income
Interest Expense
$
$
$
$
$
$
12,886
(6,242)
6,644
$
$
(5,649) $
11,955
10
6,316
$
27,901
$
(791)
—
27,110
$
— $
—
— $
— $
—
775
775
$
— $
—
(278)
(278) $
— $
292
292
$
— $
380
125
505
$
— $
510
(23)
487
$
183
—
183
(79)
—
—
(79)
—
—
—
—
For the years ended December 31, 2018, 2017 and 2016, the ineffective portion of derivatives reported as cash flow hedges was
not material to the Company’s results of operations. Also, there were no material amounts reclassified into earnings relating to
instances in which the Company discontinued cash flow hedge accounting because the forecasted transaction did not occur by the
116
anticipated date or within the additional time period permitted by the authoritative guidance for the accounting for derivatives and
hedging.
Hedges of Net Investments in Foreign Operations
The Company uses foreign currency swaps and foreign currency forwards to hedge a portion of its net investment in certain foreign
operations against adverse movements in exchange rates. The following table illustrates the Company’s net investments in foreign
operations (“NIFO”) hedges for the years ended December 31, 2018, 2017 and 2016 (dollars in thousands):
Type of NIFO Hedge (1) (2)
Foreign currency swaps
Foreign currency forwards
Derivative Gains (Losses) Deferred in AOCI
For the year ended
2018
2017
2016
$
31,431
$
55,913
(37,567) $
(10,386)
(10,234)
—
(1) There were no sales or substantial liquidations of net investments in foreign operations that would have required the reclassification of gains or losses from
accumulated other comprehensive income (loss) into investment income during the periods presented.
(2) There was no ineffectiveness recognized for the Company’s hedges of net investments in foreign operations.
The cumulative foreign currency translation gain recorded in AOCI related to these hedges was $201.0 million and $113.7 million
as of December 31, 2018 and 2017, respectively. If a hedged foreign operation was sold or substantially liquidated, the amounts
in AOCI would be reclassified to the consolidated statements of income. A pro rata portion would be reclassified upon partial sale
of a hedged foreign operation.
Non-qualifying Derivatives and Derivatives for Purposes Other Than Hedging
The Company uses various other derivative instruments for risk management purposes that either do not qualify or have not been
qualified for hedge accounting treatment. The gain or loss related to the change in fair value for these derivative instruments is
recognized in investment related gains (losses), net in the consolidated statements of income, except where otherwise noted.
A summary of the effect of non-hedging derivatives, including embedded derivatives, on the Company’s consolidated statements
of income for the years ended December 31, 2018, 2017 and 2016 is as follows (dollars in thousands):
Income Statement
Location of Gains (Losses)
2018
2017
2016
Gains (Losses) for the Years Ended December 31,
Investment related gains (losses), net
$
(21,314) $
21,200
(3,695)
(234)
(10,047)
(2,150)
7,315
9,215
(386)
(96)
(12,597)
27,591
(15,455)
11,278
$
(36,160)
—
591
(2,078)
18,118
(42,953)
9,358
(921)
(42,767)
144,723
(80,062)
32,166
7,649
(40,242)
—
1,630
(401)
18,100
(28,270)
13,095
(172)
(28,611)
54,169
10,708
7,835
44,101
$
(557) $
54,060
$
Type of Non-hedging Derivative
Interest rate swaps
Financial futures
Foreign currency swaps
Foreign currency forwards
Consumer price index swaps
Credit default swaps
Equity options
Longevity swaps
Mortality swaps
Subtotal
Embedded derivatives in:
Investment related gains (losses), net
Investment related gains (losses), net
Investment related gains (losses), net
Investment related gains (losses), net
Investment related gains (losses), net
Investment related gains (losses), net
Other revenues
Other revenues
Modco or funds withheld arrangements
Investment related gains (losses), net
Indexed annuity products
Variable annuity products
Total non-hedging derivatives
Interest credited
Investment related gains (losses), net
117
Credit Derivatives
The following table presents the estimated fair value, maximum amount of future payments and weighted average years to maturity
of credit default swaps sold by the Company as of December 31, 2018 and 2017 (dollars in thousands):
2018
Maximum
Amount of Future
Payments under
Credit Default
Swaps(2)
Estimated Fair
Value of Credit
Default Swaps
Weighted
Average
Years to
Maturity(3)
Estimated Fair
Value of Credit
Default Swaps
2017
Maximum
Amount of Future
Payments under
Credit Default
Swaps(2)
Weighted
Average
Years to
Maturity(3)
Rating Agency Designation of
Referenced Credit Obligations
(1)
AAA/AA+/AA/AA-/A+/A/A-
Single name credit default swaps
$
1,953
$
Subtotal
BBB+/BBB/BBB-
Single name credit default swaps
Credit default swaps referencing indices
Subtotal
BB+/BB/BB-
Single name credit default swaps
Subtotal
Total
1,953
2,930
(76)
2,854
30
30
152,000
152,000
353,700
817,600
1,171,300
15,000
15,000
2.2
2.2
2.2
6.4
5.1
0.7
0.7
4.7
$
3,128
$
3,128
4,469
(55)
4,414
30
30
162,000
162,000
361,700
422,600
784,300
5,000
5,000
$
7,572
$
951,300
2.9
2.9
2.9
4.0
3.5
1.5
1.5
3.4
$
4,837
$
1,338,300
(1) The rating agency designations are based on ratings from Standard and Poor’s (“S&P”).
(2) Assumes the value of the referenced credit obligations is zero.
(3) The weighted average years to maturity of the credit default swaps is calculated based on weighted average notional amounts.
Netting Arrangements and Credit Risk
Certain of the Company’s derivatives are subject to enforceable master netting arrangements and reported as a net asset or liability
in the consolidated balance sheets. The Company nets all derivatives that are subject to such arrangements.
The Company has elected to include all derivatives, except embedded derivatives, in the tables below, irrespective of whether
they are subject to an enforceable master netting arrangement or a similar agreement. See Note 4 – “Investments” for information
regarding the Company’s securities borrowing, lending, repurchase and repurchase/reverse repurchase programs. See “Embedded
Derivatives” above for information regarding the Company’s bifurcated embedded derivatives.
The following table provides information relating to the netting of the Company’s derivative instruments as of December 31, 2018
and December 31, 2017 (dollars in thousands):
Gross Amounts
Recognized
Gross Amounts
Offset in the
Balance Sheet
Net Amounts
Presented in the
Balance Sheet
Financial
Instruments(1)
Cash Collateral
Pledged/
Received
Net Amount
Gross Amounts Not
Offset in the Balance Sheet
December 31, 2018:
Derivative assets
Derivative liabilities
December 31, 2017:
Derivative assets
Derivative liabilities
$
$
247,069
$
(18,581) $
228,488
$
— $
(235,611) $
46,030
(18,581)
27,449
(71,376)
(24,080)
198,530
$
(20,258) $
178,272
$
(862) $
(185,900) $
44,499
(20,258)
24,241
(58,156)
(22,221)
(7,123)
(68,007)
(8,490)
(56,136)
(1)
Includes initial margin posted to a central clearing partner.
The Company may be exposed to credit-related losses in the event of non-performance by counterparties to derivative financial
instruments with a positive fair value. Generally, the credit exposure of the Company’s derivative contracts is limited to the fair
value at the reporting date plus or minus any collateral posted or held by the Company. The Company had no credit exposure
related to its derivative contracts, as of December 31, 2018 and 2017, as the net amount of collateral pledged to the Company
from counterparties exceeded the fair value of the derivative contracts.
Derivatives may be exchange-traded or they may be privately negotiated contracts, which are referred to as over-the-counter
(“OTC”) derivatives. Certain of the Company’s OTC derivatives are cleared and settled through central clearing counterparties
(“OTC cleared”) and others are bilateral contracts between two counterparties. The Company manages its credit risk related to
OTC derivatives by entering into transactions with creditworthy counterparties, maintaining collateral arrangements and through
118
the use of master netting agreements that provide for a single net payment to be made by one counterparty to another at each due
date and upon termination. The Company is only exposed to the default of the central clearing counterparties for OTC cleared
derivatives, and these transactions require initial and daily variation margin collateral postings. Exchange-traded derivatives are
settled on a daily basis, thereby reducing the credit risk exposure in the event of non-performance by counterparties to such financial
instruments.
Note 6 FAIR VALUE OF ASSETS AND LIABILITIES
Fair Value Measurement
General accounting principles for Fair Value Measurements and Disclosures define fair value as the exchange price that would
be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or
liability in an orderly transaction between market participants on the measurement date. These principles also establish a fair value
hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when
measuring fair value and describes three levels of inputs that may be used to measure fair value:
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities. Active markets are defined as having the
following characteristics for the measured asset/liability: (i) many transactions, (ii) current prices, (iii) price quotes not varying
substantially among market makers, (iv) narrow bid/ask spreads and (v) most information publicly available. The Company’s
Level 1 assets and liabilities are traded in active exchange markets.
Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets
that are not active; or market standard valuation techniques and assumptions that use significant inputs that are observable or can
be corroborated by observable market data for substantially the full term of the assets or liabilities. Such observable inputs include
benchmarking prices for similar assets in active, liquid markets, quoted prices in markets that are not active and observable yields
and spreads in the market. The Company’s Level 2 assets and liabilities include investment securities with quoted prices that are
traded less frequently than exchange-traded instruments and derivative contracts whose values are determined using market standard
valuation techniques. Level 2 valuations are generally obtained from third party pricing services for identical or comparable assets
or liabilities or through the use of valuation methodologies using observable market inputs. Prices from servicers are validated
through analytical reviews and assessment of current market activity.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the
related assets or liabilities. Level 3 assets and liabilities include those whose value is determined using market standard valuation
techniques described above. When observable inputs are not available, the market standard techniques for determining the estimated
fair value of certain securities that trade infrequently, and therefore have little transparency, rely on inputs that are significant to
the estimated fair value and that are not observable in the market or cannot be derived principally from or corroborated by observable
market data. These unobservable inputs can be based in large part on management judgment or estimation and cannot be supported
by reference to market activity. Even though unobservable, management believes these inputs are based on assumptions deemed
appropriate given the circumstances and consistent with what other market participants would use when pricing similar assets and
liabilities. Prices are determined using valuation methodologies such as discounted cash flow models and other similar techniques
that require management’s judgment or estimation in developing inputs that are consistent with those other market participants
would use when pricing similar assets and liabilities. Non-binding broker quotes, which are utilized when pricing service
information is not available, are reviewed for reasonableness based on the Company’s understanding of the market, and are
generally considered Level 3. Under certain circumstances, based on its observations of transactions in active markets, the Company
may conclude the prices received from independent third party pricing services or brokers are not reasonable or reflective of market
activity. In those instances, the Company would apply internally developed valuation techniques to the related assets or liabilities.
Additionally, the Company’s embedded derivatives, all of which are associated with reinsurance treaties, and longevity and
mortality swaps are classified in Level 3 since their values include significant unobservable inputs.
When inputs used to measure the fair value of an asset or liability fall within different levels of the hierarchy, the level within
which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement
in its entirety, except for fair value measurements using NAV. For example, a Level 3 fair value measurement may include inputs
that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, gains and losses for such assets and liabilities categorized
within Level 3 may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable
inputs (Level 3).
119
Assets and Liabilities by Hierarchy Level
Assets and liabilities measured at fair value on a recurring basis as of December 31, 2018 and 2017 are summarized below (dollars
in thousands):
Total fixed maturity securities – available-for-sale
39,992,346
2,067,529
December 31, 2018:
Assets:
Fixed maturity securities – available-for-sale:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
Equity securities
Funds withheld at interest – embedded derivatives
Cash equivalents
Short-term investments
Other invested assets:
Derivatives:
Interest rate swaps
Foreign currency forwards
Credit default swaps
Equity options
Foreign currency swaps
FVO contractholder-directed unit-linked investments
Total other invested assets
Other assets - longevity swaps
Total
Liabilities:
Interest-sensitive contract liabilities – embedded derivatives
Other liabilities:
Derivatives:
Interest rate swaps
Foreign currency swaps - non-hedged
CPI swaps
Credit default swaps
Equity options
Mortality swaps
Total
Total
Level 1
Level 2
Level 3
Fair Value Measurements Using:
$
23,982,119
$
— $
22,651,194
$
3,892,385
1,869,221
2,149,204
1,419,034
2,185,874
752,194
3,742,315
—
—
—
—
2,067,529
—
—
82,197
109,597
485,167
105,991
37,976
50,740
4,466
36,206
51,311
197,770
378,469
47,789
48,737
—
473,509
4,989
—
—
—
—
—
196,781
196,781
—
3,364,261
1,862,366
2,053,632
1,419,012
100,320
741,992
3,737,309
35,930,086
—
—
11,658
98,774
37,976
50,740
4,466
36,206
51,311
989
181,688
—
1,330,925
528,124
6,855
95,572
22
18,025
10,202
5,006
1,994,731
33,460
109,597
—
2,228
—
—
—
—
—
—
—
47,789
2,187,805
$
$
41,201,556
944,865
$
$
2,791,545
$
36,222,206
$
— $
— $
944,865
18,542
4,155
11,384
(371)
(6,630)
369
—
—
—
—
—
—
18,542
4,155
11,384
(371)
(6,630)
—
$
972,314
$
— $
27,080
$
—
—
—
—
—
369
945,234
120
December 31, 2017:
Assets:
Fixed maturity securities – available-for-sale:
Corporate
Canadian government
RMBS
ABS
CMBS
U.S. government
State and political subdivisions
Other foreign government
Total
Level 1
Level 2
Level 3
Fair Value Measurements Using:
$
23,210,968
$
— $
21,873,696
$
1,337,272
4,220,076
1,719,880
1,648,362
1,303,387
1,943,592
703,428
3,401,127
—
—
—
—
1,818,006
—
—
Total fixed maturity securities – available-for-sale
38,150,820
1,818,006
Equity securities:
Non-redeemable preferred stock
Other equity securities
Funds withheld at interest – embedded derivatives
Cash equivalents
Short-term investments
Other invested assets:
Derivatives:
Interest rate swaps
Foreign currency forwards
CPI swaps
Credit default swaps
Equity options
Foreign currency swaps
FVO contractholder-directed unit-linked investments
Total other invested assets
Other assets - longevity swaps
39,806
60,346
122,194
356,788
50,746
51,359
730
(221)
5,908
16,932
62,905
218,541
356,154
40,659
39,806
60,346
—
354,071
—
—
—
—
—
—
—
217,618
217,618
—
3,626,134
1,611,998
1,524,888
1,300,153
103,075
662,225
3,396,035
34,098,204
—
—
—
2,717
47,650
51,359
730
(221)
5,908
16,932
62,905
923
138,536
—
593,942
107,882
123,474
3,234
22,511
41,203
5,092
2,234,610
—
—
122,194
—
3,096
—
—
—
—
—
—
—
—
40,659
Total
Liabilities:
Interest-sensitive contract liabilities – embedded derivatives
$
$
39,177,513
1,014,228
$
$
2,489,847
$
34,287,107
$
2,400,559
— $
— $
1,014,228
Other liabilities:
Derivatives:
Interest rate swaps
Foreign currency forwards
CPI swaps
Credit default swaps
Equity options
Foreign currency swaps
Mortality swaps
14,311
7,213
1,939
(760)
(6,339)
6,194
1,683
—
—
—
—
—
—
—
14,311
7,213
1,939
(760)
(6,339)
6,194
—
—
—
—
—
—
—
1,683
Total
$
1,038,469
$
— $
22,558
$
1,015,911
The Company may utilize information from third parties, such as pricing services and brokers, to assist in determining the fair
value for certain assets and liabilities; however, management is ultimately responsible for all fair values presented in the Company’s
financial statements. This includes responsibility for monitoring the fair value process, ensuring objective and reliable valuation
practices and pricing of assets and liabilities, and approving changes to valuation methodologies and pricing sources. The selection
of the valuation technique(s) to apply considers the definition of an exit price and the nature of the asset or liability being valued
and significant expertise and judgment is required.
The Company performs initial and ongoing analysis and review of the various techniques utilized in determining fair value to
ensure that they are appropriate and consistently applied, and that the various assumptions are reasonable. The Company analyzes
and reviews the information and prices received from third parties to ensure that the prices represent a reasonable estimate of the
fair value and to monitor controls around pricing, which includes quantitative and qualitative analysis and is overseen by the
Company’s investment and accounting personnel. Examples of procedures performed include, but are not limited to, review of
pricing trends, comparison of a sample of executed prices of securities sold to the fair value estimates, comparison of fair value
estimates to management’s knowledge of the current market, and ongoing confirmation that third party pricing services use,
wherever possible, market-based parameters for valuation. In addition, the Company utilizes both internal and external cash flow
121
models to analyze the reasonableness of fair values utilizing credit spread and other market assumptions, where appropriate. As
a result of the analysis, if the Company determines there is a more appropriate fair value based upon the available market data,
the price received from the third party is adjusted accordingly. The Company also determines if the inputs used in estimated fair
values received from pricing services are observable by assessing whether these inputs can be corroborated by observable market
data.
For assets and liabilities reported at fair value, the Company utilizes when available, fair values based on quoted prices in active
markets that are regularly and readily obtainable. Generally, these are very liquid investments and the valuation does not require
management judgment. When quoted prices in active markets are not available, fair value is based on market valuation techniques,
market comparable pricing and the income approach. The use of different techniques, assumptions and inputs may have a material
effect on the estimated fair values of the Company’s securities holdings. For the periods presented, the application of market
standard valuation techniques applied to similar assets and liabilities has been consistent.
The methods and assumptions the Company uses to estimate the fair value of assets and liabilities measured at fair value on a
recurring basis are summarized below. See “Valuation Process for Fair Value Measurements Categorized within Level 3” for
additional information on Level 3 valuations.
Fixed Maturity Securities – The fair values of the Company’s publicly-traded fixed maturity securities are generally based on
prices obtained from independent pricing services. Prices from pricing services are sourced from multiple vendors, and a vendor
hierarchy is maintained by asset type based on historical pricing experience and vendor expertise. The Company generally receives
prices from multiple pricing services for each security, but ultimately uses the price from the vendor that is highest in the hierarchy
for the respective asset type. To validate reasonableness, prices are periodically reviewed as explained above. Consistent with the
fair value hierarchy described above, securities with quotes from pricing services are generally reflected within Level 2, as they
are primarily based on observable pricing for similar assets and/or other market observable inputs. If the pricing information
received from third party pricing services is not reflective of market activity or other inputs observable in the market, the Company
may challenge the price through a formal process with the pricing service.
If the Company ultimately concludes that pricing information received from the independent pricing service is not reflective of
fair value, non-binding broker quotes are used, if available. If the Company concludes that the values from both pricing services
and brokers are not reflective of fair value, an internally developed valuation may be prepared; however, this occurs infrequently.
Internally developed valuations or non-binding broker quotes are also used to determine fair value in circumstances where vendor
pricing is not available. These valuations may use significant unobservable inputs, which reflect the Company’s assumptions about
the inputs that market participants would use in pricing the asset. Observable market data may not be available in certain
circumstances such as market illiquidity and credit events related to the security. Pricing service overrides, internally developed
valuations and non-binding broker quotes are generally based on significant unobservable inputs and are reflected as Level 3 in
the valuation hierarchy.
The inputs used in the valuation of corporate and government securities include, but are not limited to standard market observable
inputs that are derived from, or corroborated by, market observable data including market yield curve, duration, call provisions,
observable prices and spreads for similar publicly traded or privately placed issues that incorporate the credit quality and industry
sector of the issuer. For private placements and structured securities, valuation is based primarily on matrix pricing or other similar
techniques using standard market inputs including spreads for actively traded securities, spreads off benchmark yields, expected
prepayment speeds and volumes, current and forecasted loss severity, rating, weighted average coupon, weighted average maturity,
average delinquency rates, geographic region, debt service coverage ratios and issuance-specific information including, but not
limited to: collateral type, payment terms of the underlying assets, payment priority within the tranche, structure of the security,
deal performance and vintage of loans.
When observable inputs are not available, the market standard valuation techniques for determining the estimated fair value of
certain types of securities that trade infrequently, and therefore have little or no price transparency, rely on inputs that are significant
to the estimated fair value that are not observable in the market or cannot be derived principally from or corroborated by observable
market data, such as market illiquidity. Other significant unobservable inputs used in the fair value measurement of the Company’s
private debt investments include a multiple of earnings before interest, taxes, depreciation and amortization (“EBITDA”). These
unobservable inputs can be based in large part on management judgment or estimation, and cannot be supported by reference to
market activity. Even though unobservable, these inputs are based on assumptions deemed appropriate given the circumstances
and are believed to be consistent with what other market participants would use when pricing such securities.
Embedded Derivatives – The fair value of embedded derivative liabilities, including those calculated by third parties, are monitored
through the use of attribution reports to quantify the effect of underlying sources of fair value change, including capital market
inputs based on policyholder account values, interest rates and short-term and long-term implied volatilities, from period to period.
Actuarial assumptions are based on experience studies performed internally in combination with available industry information
and are reviewed on a periodic basis, at least annually.
122
For embedded derivative liabilities associated with the underlying products in reinsurance treaties, primarily equity-indexed and
variable annuity treaties, the Company utilizes a discounted cash flow model, which includes an estimate of future equity option
purchases and an adjustment for a CVA. The variable annuity embedded derivative calculations are performed by third parties
based on methodology and input assumptions provided by the Company. To validate the reasonableness of the resulting fair value,
the Company’s internal actuaries perform reviews and analytical procedures on the results. The capital market inputs to the model,
such as equity indexes, short-term equity volatility and interest rates, are generally observable. The valuation also requires certain
significant inputs, which are generally not observable and accordingly, the valuation is considered Level 3 in the fair value hierarchy,
The fair value of embedded derivatives associated with funds withheld reinsurance treaties is determined based upon a total return
swap technique with reference to the fair value of the investments held by the ceding company that support the Company’s funds
withheld at interest asset with an adjustment for a CVA. The fair value of the underlying assets is generally based on market
observable inputs using industry standard valuation techniques. The valuation also requires certain significant inputs, which are
generally not observable and accordingly, the valuation is considered Level 3 in the fair value hierarchy.
Equity Securities – Equity securities consist principally of exchange-traded funds and common and preferred stock of publicly
and privately traded companies. The fair values of publicly traded equity securities are primarily based on quoted market prices
in active markets and are classified within Level 1 in the fair value hierarchy. Non-binding broker quotes and internally developed
evaluations for equity securities are generally based on significant unobservable inputs and are reflected as Level 3 in the fair
value hierarchy.
Credit Valuation Adjustment – The Company uses a structural default risk model to estimate a CVA. The input assumptions are a
combination of externally derived and published values (default threshold and uncertainty), market inputs (interest rate, equity
price per share, debt per share, equity price volatility) and insurance industry data (Loss Given Default), adjusted for market
recoverability.
Cash Equivalents and Short-Term Investments – Cash equivalents and short-term investments include money market instruments,
commercial paper and other highly liquid debt instruments. Money market instruments are generally valued using unadjusted
quoted prices in active markets that are accessible for identical assets and are primarily classified as Level 1. The fair value of
certain other cash equivalents and short-term investments, such as bonds with original maturities twelve months or less, are based
upon other market observable data and are typically classified as Level 2. However, certain short-term investments may incorporate
significant unobservable inputs resulting in a Level 3 classification. Various time deposits, certificates of deposit and sweeps
carried as cash equivalents or short-term investments are not measured at estimated fair value and therefore are excluded from the
tables presented.
FVO Contractholder-Directed Unit-Linked Investments – FVO contractholder-directed investments supporting unit-linked variable
annuity type liabilities primarily consist of exchange-traded funds and, to a lesser extent, fixed maturity securities and cash and
cash equivalents. The fair values of the exchange-traded securities are primarily based on quoted market prices in active markets
and are classified within Level 1 of the hierarchy. The fair value of the fixed maturity contractholder-directed securities is determined
on a basis consistent with the methodologies described above for fixed maturity securities and are classified within Level 2 of the
hierarchy.
Derivative Assets and Derivative Liabilities – All of the derivative instruments utilized by the Company, except for longevity and
mortality swaps, are classified within Level 2 on the fair value hierarchy. These derivatives are principally valued using an income
approach. Valuations of interest rate contracts are based on present value techniques, which utilize significant inputs that may
include the swap yield curve, London Interbank Offered Rate (“LIBOR”) basis curves, and repurchase rates. Valuations of foreign
currency contracts are based on present value techniques, which utilize significant inputs that may include the swap yield curve,
LIBOR basis curves, currency spot rates, and cross currency basis curves. Valuations of credit contracts, are based on present
value techniques, which utilize significant inputs that may include the swap yield curve, credit curves, and recovery rates. Valuations
of equity market contracts, are based on present value techniques, which utilize significant inputs that may include the swap yield
curve, spot equity index levels, and dividend yield curves. Valuations of equity market contracts, option-based, are based on option
pricing models, which utilize significant inputs that may include the swap yield curve, spot equity index levels, dividend yield
curves, and equity volatility.
Longevity and Mortality Swaps – The Company utilizes a discounted cash flow model to estimate the fair value of longevity and
mortality swaps. The fair value of these swaps includes an accrual for premiums payable and receivable. Some inputs to the
valuation model are generally observable, such as interest rates and actual population mortality experience. The valuation also
requires significant inputs that are generally not observable and, accordingly, the valuation is considered Level 3 in the fair value
hierarchy.
123
Transfers between Levels 1 and 2
Transfers between Levels 1 and 2 are made to reflect changes in observability of inputs and market activity. The Company
recognizes transfers of assets and liabilities into and out of levels within the fair value hierarchy at the beginning of the quarter in
which the actual event or change in circumstances that caused the transfer occurs. There were no transfers between Level 1 and
Level 2 for the year ended December 31, 2018. The following table presents the transfers between Level 1 and Level 2 during
the year ended December 31, 2017 (dollars in thousands):
Fixed maturity securities - available-for-sale:
Corporate
Other foreign government
2017
Transfers from
Level 1 to
Level 2
Transfers from
Level 2 to
Level 1
$
596,809
$
317,640
88,674
—
Quantitative Information Regarding Internally-Priced Assets and Liabilities
The following table presents quantitative information about significant unobservable inputs used in Level 3 fair value measurements
that are developed internally by the Company as of December 31, 2018 and 2017 (dollars in thousands):
Fair Value
2018
2017
Valuation
Technique
Unobservable
Range (Weighted Average)
Input
2018
2017
Assets:
Corporate
ABS
U.S. government
State and political subdivisions
Other foreign government
Equity securities
$
642,647
$
173,579
Market comparable
securities
77,842
Market comparable
securities
—
18,025
22,511
—
4,616
5,006
25,007
—
—
Market comparable
securities
Market comparable
securities
Market comparable
securities
Market comparable
securities
Funds withheld at interest-
embedded derivatives
109,597
122,194 Total return swap
Liquidity premium
0-5% (1%)
0-2% (1%)
EBITDA Multiple
5.9x-7.5x (6.5x)
Liquidity premium
0-1% (1%)
—
—
Liquidity premium
0-1% (1%)
0-1% (1%)
Liquidity premium
Liquidity premium
Liquidity premium
—
1%
4%
EBITDA Multiple
6.9x-12.3x (7.9x)
1%
—
—
—
Mortality
Lapse
Withdrawal
CVA
Crediting rate
0-100% (2%)
0-100% (2%)
0-35% (10%)
0-35% (9%)
0-5% (3%)
0-5% (1%)
2-4% (2%)
0-5% (3%)
0-5% (1%)
2-4% (2%)
Longevity swaps
47,789
40,659 Discounted cash flow
Mortality
0-100% (2%)
0-100% (2%)
Mortality
improvement
(10%)-10% (3%)
(10%)-10% (3%)
Liabilities:
Interest-sensitive contract
liabilities- embedded
derivatives- indexed annuities
Interest-sensitive contract
liabilities- embedded
derivatives- variable annuities
776,940
861,758 Discounted cash flow
Mortality
Lapse
Withdrawal
Option budget
projection
0-100% (2%)
0-35% (10%)
0-5% (3%)
0-100% (2%)
0-35% (9%)
0-5% (3%)
2-4% (2%)
2-4% (2%)
167,925
152,470 Discounted cash flow
Mortality
0-100% (1%)
0-100% (1%)
Lapse
Withdrawal
CVA
0-25% (5%)
0-25% (5%)
0-7% (5%)
0-5% (1%)
0-7% (3%)
0-5% (1%)
Long-term volatility
0-27% (13%)
0-27% (8%)
Mortality swaps
369
1,683 Discounted cash flow
Mortality
0-100% (1%)
0-100% (1%)
124
Valuation Process for Fair Value Measurements Categorized within Level 3
As of December 31, 2018 and 2017, respectively, the Company classified approximately 5.0% and 5.9% of its fixed maturity
securities in the Level 3 category. These securities primarily consist of private placement corporate securities, bank loans and
Canadian provincial strips with inactive trading markets.
The significant unobservable inputs used in the fair value measurement of the Company’s corporate, sovereign, government-
backed, other political subdivision and equity security investments include probability of default, liquidity premium and
subordination premium. Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower
(higher) fair value measurement. Generally, a change in the assumption used for the probability of default is accompanied by a
directionally similar change in the assumptions used for the liquidity premium and subordination premium. For securities with a
fair value derived using the market comparable pricing valuation technique, liquidity premium is the only significant unobservable
input.
Other significant unobservable inputs used in the fair value measurement of the Company’s private debt and equity investments
include a multiple of earnings before interest, taxes, depreciation and amortization (“EBITDA”). An increase (decrease) in the
EBITDA multiple would result in a higher (lower) fair value measurement.
The significant unobservable inputs used in the fair value measurement of the Company’s asset and mortgage-backed securities
are prepayment rates, probability of default, liquidity premium and loss severity in the event of default. Significant increases
(decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value measurement. Generally, a
change in the assumption used for the probability of default is accompanied by a directionally similar change in the assumption
used for the liquidity premium and loss severity and a directionally opposite change in the assumption used for prepayment rates.
The actuarial assumptions used in the fair value of embedded derivatives, which include assumptions related to lapses, withdrawals,
and mortality, are based on experience studies performed by the Company in combination with available industry information and
are reviewed on a periodic basis, at least annually. The significant unobservable inputs used in the fair value measurement of
embedded derivatives are assumptions associated with policyholder experience and selected capital market assumptions for equity-
indexed and variable annuities. The selected capital market assumptions, which include long-term implied volatilities, are
projections based on short-term historical information. Changes in interest rates, equity indices, equity volatility, CVA, and actuarial
assumptions regarding policyholder experience may result in significant fluctuations in the value of embedded derivatives.
Fair value measurements associated with funds withheld reinsurance treaties are generally not materially sensitive to changes in
unobservable inputs associated with policyholder experience. The primary drivers of change in these fair values are related to
movements of credit spreads, which are generally observable. Increases (decreases) in market credit spreads tend to decrease
(increase) the fair value of embedded derivatives. Increases (decreases) in the CVA assumption tend to decrease (increase) the
magnitude of the fair value of embedded derivatives.
Fair value measurements associated with variable annuity treaties are sensitive to both capital markets inputs and policyholder
experience inputs. Increases (decreases) in lapse rates tend to decrease (increase) the value of the embedded derivatives associated
with variable annuity treaties. Increases (decreases) in the long-term volatility assumption tend to increase (decrease) the fair value
of embedded derivatives. Increases (decreases) in the CVA assumption tend to decrease (increase) the magnitude of the fair value
of embedded derivatives.
The actuarial assumptions used in the fair value of longevity and mortality swaps include assumptions related to the level and
volatility of mortality. The assumptions are based on studies performed by the Company in combination with available industry
information and are reviewed on a periodic basis, at least annually.
Changes in Level 3 Assets and Liabilities
Assets and liabilities transferred into Level 3 are due to a lack of observable market transactions and price information. Assets
and liabilities are transferred out of Level 3 when circumstances change such that significant inputs can be corroborated with
market observable data. This may be due to a significant increase in market activity for the asset or liability, a specific event, or
one or more significant input(s) becoming observable. Transfers out of Level 3 were primarily the result of the Company obtaining
observable pricing information or a third party pricing quotation that appropriately reflects the fair value of those assets and
liabilities. The Company also transferred equity securities with a fair value of approximately $38.9 million into Level 3 as a result
of the adoption of the new accounting guidance for the recognition and measurement of equity securities.
125
The reconciliations for all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs
(Level 3) are as follows (dollars in thousands):
For the year ended December 31, 2018:
Fixed maturity securities - available-for-sale
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Included in other comprehensive income
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period
relating to those Level 3 assets and liabilities that were still held at
the end of the period
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Corporate
Canadian
government
RMBS
ABS
$
1,337,272
$
593,942
$
107,882
$
123,474
(1,045)
(4,651)
(32,983)
509,134
(106,005)
(273,898)
9,948
(106,847)
13,965
—
(79,783)
—
—
—
—
—
(129)
312
(1,786)
52,279
(4,961)
(4,633)
3,031
(145,140)
1,330,925
$
528,124
$
6,855
$
224
1,910
(1,344)
42,120
(462)
(57,476)
73,289
(86,163)
95,572
(998) $
13,965
$
(6,320)
—
$
3
—
209
—
$
$
For the year ended December 31, 2018 (continued):
Fixed maturity securities - available-for-sale
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Included in other comprehensive income
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period
relating to those Level 3 assets and liabilities that were still held at
the end of the period
Included in earnings, net:
Investment income, net of related expenses
CMBS
U.S. government
State
and political
subdivisions
Other foreign
government
$
3,234
$
22,511
$
41,203
$
5,092
—
1
(65)
—
(1,751)
(5)
1,752
(3,144)
(423)
(208)
(436)
418
—
(3,837)
—
—
9
—
66
—
—
(494)
9,859
(40,441)
—
—
(86)
—
—
—
—
—
22
$
18,025
$
10,202
$
5,006
— $
(417) $
8
$
—
$
$
126
For the year ended December 31, 2018 (continued):
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Funds
withheld at
interest-
embedded
derivatives
Equity
securities
Short-term
investments
Other assets -
longevity
swaps
Interest-
sensitive
contract
liabilities
embedded
derivatives
Other
liabilities -
mortality
swaps
$
— $
122,194
$
3,096
$
40,659
$ (1,014,228)
$
(1,683)
Investment related gains (losses), net
(12,600)
(12,597)
Interest credited
Included in other comprehensive income
Other revenues
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for
the period relating to those Level 3 assets and
liabilities that were still held at the end of the period
Included in earnings, net:
—
—
—
13,962
(6,759)
(48)
38,905
—
—
—
—
—
—
—
—
—
—
—
1
—
2,624
(250)
(461)
—
(2,782)
—
—
(2,085)
9,215
—
—
—
—
—
(15,455)
27,590
—
—
(19,182)
—
76,410
—
—
—
—
—
(386)
—
—
1,700
—
—
$
33,460
$
109,597
$
2,228
$
47,789
$
(944,865)
$
(369)
Investment related gains (losses), net
$
(15,992)
$
(12,597)
$
— $
— $
(22,393)
$
Other revenues
Interest credited
—
—
—
—
—
—
9,215
—
—
(48,819)
—
(386)
—
For the year ended December 31, 2017:
Fixed maturity securities - available-for-sale
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Included in other comprehensive income
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period
relating to those Level 3 assets and liabilities that were still held at
the end of the period
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Corporate
Canadian
government
RMBS
ABS
$
1,272,253
$
475,965
$
160,291
$
219,280
(1,429)
4,991
(6,719)
408,995
(89,248)
(285,958)
47,360
(12,973)
13,180
—
104,797
—
—
—
—
—
(346)
729
2,341
76,792
(28,043)
(18,988)
9,100
(93,994)
1,337,272
$
593,942
$
107,882
$
1,776
245
7,044
45,215
—
(87,328)
85,152
(147,910)
123,474
(1,457) $
(5,389)
13,180
$
—
(196) $
(346)
669
—
$
$
127
For the year ended December 31, 2017 (continued):
Fixed maturity securities - available-for-sale
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Included in other comprehensive income
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period
relating to those Level 3 assets and liabilities that were still held at
the end of the period
Included in earnings, net:
Investment income, net of related expenses
For the year ended December 31, 2017 (continued):
CMBS
U.S. government
State
and political
subdivisions
Other foreign
government
$
21,145
$
24,488
$
41,666
$
12,869
709
(595)
(71)
—
(3,720)
(5,404)
1,302
(10,132)
(461)
—
19
465
—
(2,000)
—
—
(55)
—
(15)
—
—
(843)
7,294
(6,844)
3,234
$
22,511
$
41,203
$
(1)
—
(252)
496
—
(672)
—
(7,348)
5,092
— $
(461) $
(54) $
(1)
$
$
Funds
withheld at
interest-
embedded
derivatives
Other assets -
longevity
swaps
Interest-
sensitive
contract
liabilities
embedded
derivatives
Other
liabilities -
mortality
swaps
Short-term
investments
$
3,346
$
(22,529) $
26,958
$
(990,308) $
(2,462)
—
—
11
—
3,703
(335)
(3,629)
144,723
—
—
—
—
—
—
—
—
4,343
9,358
—
—
—
32,166
(80,062)
—
—
(55,237)
79,213
—
—
—
—
(921)
—
1,700
—
$
3,096
$
122,194
$
40,659
$ (1,014,228) $
(1,683)
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment related gains (losses), net
Interest credited
Included in other comprehensive income
Other revenues
Purchases(1)
Settlements(1)
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period relating
to those Level 3 assets and liabilities that were still held at the end of the
period
Included in earnings, net:
Investment related gains (losses), net
$
— $
144,723
$
— $
23,472
$
Other revenues
Interest credited
—
—
—
—
9,358
—
—
(159,276)
—
(921)
—
128
For the year ended December 31, 2016:
Fixed maturity securities - available-for-sale
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Included in other comprehensive income
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period
relating to those Level 3 assets and liabilities that were still held at
the end of the period
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
For the year ended December 31, 2016 (continued):
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment income, net of related expenses
Investment related gains (losses), net
Included in other comprehensive income
Purchases(1)
Sales(1)
Settlements(1)
Transfers into Level 3
Transfers out of Level 3
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period
relating to those Level 3 assets and liabilities that were still held at
the end of the period
Included in earnings, net:
Investment income, net of related expenses
Corporate
Canadian
government
RMBS
ABS
$
1,226,970
$
416,076
$
330,649
$
303,836
(2,399)
(4,756)
10,022
312,720
(60,399)
(195,016)
14,098
(28,987)
12,197
—
47,692
—
—
—
—
—
(595)
(2,153)
(1,621)
103,553
(167,684)
(38,495)
1,728
(65,091)
1,272,253
$
475,965
$
160,291
$
801
1,101
(2,696)
138,522
(38,681)
(61,770)
56,105
(177,938)
219,280
(2,343) $
12,197
$
(817)
—
(158) $
(231)
734
—
Fixed maturity securities - available-for-sale
CMBS
U.S. government
State
and political
subdivisions
Other foreign
government
68,563
$
26,265
$
38,342
$
14,065
1,677
(876)
(5,887)
1,545
(41,143)
(552)
—
(2,182)
(487)
—
39
508
—
(1,837)
—
—
215
—
962
6,952
—
(599)
—
(4,206)
—
—
110
—
—
(1,306)
—
—
21,145
$
24,488
$
41,666
$
12,869
1,552
$
(487) $
215
$
—
$
$
$
$
$
129
For the year ended December 31, 2016 (continued):
Fair value, beginning of period
Total gains/losses (realized/unrealized)
Included in earnings, net:
Investment related gains (losses), net
Interest credited
Included in other comprehensive income
Other revenues
Purchases(1)
Settlements(1)
Fair value, end of period
Unrealized gains and losses recorded in earnings for the period relating
to those Level 3 assets and liabilities that were still held at the end of the
period
Included in earnings, net:
Funds
withheld at
interest-
embedded
derivatives
Other assets -
longevity
swaps
Interest-
sensitive
contract
liabilities
embedded
derivatives
Other
liabilities -
mortality
swaps
Short-term
investments
$
— $
(76,698) $
14,996
$ (1,070,584) $
(2,619)
—
—
—
—
3,365
(19)
54,169
—
—
—
—
—
—
—
(1,133)
13,095
—
—
7,834
10,709
—
—
(12,725)
74,458
—
—
—
(172)
—
329
$
3,346
$
(22,529) $
26,958
$
(990,308) $
(2,462)
Investment related gains (losses), net
$
— $
54,169
$
— $
(4,579) $
Other revenues
Interest credited
—
—
—
—
13,095
—
—
(63,748)
—
(172)
—
(1) The amount reported within purchases, sales and settlements is the purchase price (for purchases) and the sales/settlement proceeds (for sales and settlements)
based upon the actual date purchased or sold/settled. Items purchased and sold/settled in the same period are excluded from the rollforward. The Company
had no issuances during the period.
Nonrecurring Fair Value Measurements
The following table presents information for financial instruments measured at an estimated fair value on a nonrecurring basis
during the periods presented and still held at the reporting date (for example, when there is evidence of impairment). The estimated
fair values for these financial instruments were determined using significant unobservable inputs (Level 3).
(dollars in thousands)
Limited partnership interests(1)
Private equities(2)
Carrying Value After Measurement
Net Investment Gains (Losses)
At December 31,
2018
2017
Years ended December 31,
2018
2017
$
4,596
$
—
4,656
106
$
(3,200) $
—
(7,204)
(531)
(1) The impaired limited partnership interests presented above were accounted for using the cost method. Impairments on these cost method investments were
recognized at estimated fair value determined using the net asset values of the Company’s ownership interest as provided in the financial statements of the
investees. The market for these investments has limited activity and price transparency.
(2) The fair value of the Company’s private equity investments is based on external valuation models.
130
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
Fair Value of Financial Instruments
The Company is required by general accounting principles for Fair Value Measurements and Disclosures to disclose the fair value
of certain financial instruments including those that are not carried at fair value. The following table presents the carrying amounts
and estimated fair values of the Company’s financial instruments, which were not measured at fair value on a recurring basis, as
of December 31, 2018 and 2017 (dollars in thousands). This table excludes any payables or receivables for collateral under
repurchase agreements and other transactions. The estimated fair value of the excluded amount approximates carrying value as
they equal the amount of cash collateral received/paid.
December 31, 2018:
Assets:
Estimated Fair
Fair Value Measurement Using:
Carrying Value (1)
Value
Level 1
Level 2
Level 3
NAV
Mortgage loans on real estate
$
4,966,298
$
4,917,416
$
— $
— $
4,917,416
$
477,214
376,392
Policy loans
Funds withheld at interest
Cash and cash equivalents
Short-term investments
Other invested assets
Accrued investment income
Liabilities:
1,344,980
5,655,055
1,404,566
36,607
945,731
427,893
1,344,980
5,802,518
1,404,566
36,607
941,449
427,893
—
—
1,404,566
36,607
4,640
—
1,344,980
—
—
—
83,203
427,893
—
5,802,518
—
—
—
Interest-sensitive contract liabilities
Long-term debt
$
14,547,436
2,787,873
$
14,611,011
2,752,047
$
Collateral finance and securitization notes
681,961
626,731
— $
—
—
— $
—
14,611,011
2,752,047
$
—
626,731
December 31, 2017:
Assets:
Mortgage loans on real estate
$
4,400,533
$
4,477,654
$
— $
— $
4,477,654
$
Policy loans
Funds withheld at interest
Cash and cash equivalents
Short-term investments
Other invested assets
Accrued investment income
Liabilities:
1,357,624
5,955,092
946,736
42,558
690,198
392,721
1,357,624
6,275,623
946,736
42,558
718,282
392,721
—
—
946,736
42,558
28,540
—
1,357,624
—
—
—
67,778
392,721
—
6,275,623
—
—
—
286,839
335,125
Interest-sensitive contract liabilities
$
12,683,872
$
12,917,243
$
— $
— $
12,917,243
$
Long-term debt
Collateral finance and securitization notes
—
—
(1) Carrying values presented herein may differ from those in the Company’s consolidated balance sheets because certain items within the respective financial
2,959,912
2,788,365
2,959,912
722,145
722,145
783,938
—
—
—
—
statement captions may be measured at fair value on a recurring basis.
Mortgage Loans on Real Estate – The fair value of mortgage loans on real estate is estimated by discounting cash flows, both
principal and interest, using current interest rates for mortgage loans with similar credit ratings and similar remaining maturities.
As such, inputs include current treasury yields and spreads, which are based on the credit rating and average life of the loan,
corresponding to the market spreads. The valuation of mortgage loans on real estate is considered Level 3 in the fair value hierarchy.
Policy Loans – Policy loans typically carry an interest rate that is adjusted annually based on an observable market index and
therefore carrying value approximates fair value. The valuation of policy loans is considered Level 2 in the fair value hierarchy.
Funds Withheld at Interest – The carrying value of funds withheld at interest approximates fair value except where the funds
withheld are specifically identified in the agreement. When funds withheld are specifically identified in the agreement, the fair
value is based on the fair value of the underlying assets that are held by the ceding company. Ceding companies use a variety of
sources and pricing methodologies, which are not transparent to the Company and may include significant unobservable inputs,
to value the securities that are held in distinct portfolios, therefore the valuation of these funds withheld assets are considered
Level 3 in the fair value hierarchy.
Cash and Cash Equivalents and Short-term Investments – The carrying values of cash and cash equivalents and short-term
investments approximates fair values due to the short-term maturities of these instruments and are considered Level 1 in the fair
value hierarchy.
131
Other Invested Assets – This primarily includes limited partnership interests accounted for using the cost method, FHLB common
stock, cash collateral and equity release mortgages. The fair value of limited partnership interests and other investments accounted
for using the cost method is determined using the NAV of the Company’s ownership interest as provided in the financial statements
of the investees. The fair value of the Company’s common stock investment in the FHLB is considered to be the carrying value
and it is considered Level 2 in the fair value hierarchy. The fair value of the Company’s cash collateral is considered to be the
carrying value and considered to be Level 1 in the fair value hierarchy. The fair value of the Company’s equity release mortgage
loan portfolio, considered Level 3 in the fair value hierarchy, is estimated by discounting cash flows, both principal and interest,
using a risk-free rate plus an illiquidity premium. The cash flow analysis considers future expenses, changes in property prices,
and actuarial analysis of borrower behavior, mortality and morbidity.
Accrued Investment Income – The carrying value for accrued investment income approximates fair value as there are no adjustments
made to the carrying value. This is considered Level 2 in the fair value hierarchy.
Interest-Sensitive Contract Liabilities – The carrying and fair values of interest-sensitive contract liabilities reflected in the table
above exclude contracts with significant mortality risk. The fair value of the Company’s interest-sensitive contract liabilities
utilizes a market standard technique with both capital market inputs and policyholder behavior assumptions, as well as cash values
adjusted for recapture fees. The capital market inputs to the model, such as interest rates, are generally observable. Policyholder
behavior assumptions are generally not observable and may require use of significant management judgment. The valuation of
interest-sensitive contract liabilities is considered Level 3 in the fair value hierarchy.
Long-term Debt/Collateral Finance and Securitization Notes – The fair value of the Company’s long-term debt, and collateral
finance and securitization notes is generally estimated by discounting future cash flows using market rates currently available for
debt with similar remaining maturities and reflecting the credit risk of the Company, including inputs when available, from actively
traded debt of the Company or other companies with similar credit quality. The valuation of long-term debt, and collateral finance
and securitization notes is generally obtained from brokers and is considered Level 3 in the fair value hierarchy.
Note 7 REINSURANCE
In the normal course of business, the Company seeks to limit its exposure to loss on any single insured and to recover a portion
of benefits paid by ceding reinsurance to other insurance enterprises or reinsurers under excess coverage and coinsurance contracts.
In the individual life markets, the Company retains a maximum of $8.0 million of coverage per individual life. Claims in excess
of this retention amount are retroceded to retrocessionaires; however, the Company remains fully liable to the ceding company
for the entire amount of risk it assumes. In certain limited situations the Company has retained more than $8.0 million per individual
policy. The Company enters into agreements with other reinsurers to mitigate the residual risk related to the over-retained policies.
Additionally, due to some lower face amount reinsurance coverage provided by the Company in addition to individual life, such
as group life, disability and health, under certain circumstances, the Company could potentially incur net claims totaling more
than $8.0 million per individual life.
Retrocession reinsurance treaties do not relieve the Company from its obligations to direct writing companies. Failure of
retrocessionaires to honor their obligations could result in losses to the Company. Consequently, allowances would be established
for amounts deemed uncollectible. At December 31, 2018 and 2017, no allowances were deemed necessary. The Company
regularly evaluates the financial condition of the insurance companies from which it assumes and to which it cedes reinsurance.
Retrocessions are arranged through the Company’s retrocession pools for amounts in excess of the Company’s retention limit. As
of December 31, 2018 and 2017, all rated retrocession pool participants followed by the A.M. Best Company were rated “A-
(excellent)” or better except one pool member that was rated “B+.” The Company verifies retrocession pool participants’ ratings
on a quarterly basis. For a majority of the retrocessionaires that were not rated, security in the form of letters of credit or trust
assets has been posted. In addition, the Company performs annual financial reviews of its retrocessionaires to evaluate financial
stability and performance. In addition to its third party retrocessionaires, various RGA reinsurance subsidiaries retrocede amounts
in excess of their retention to affiliated subsidiaries.
132
The following table presents information for the Company’s ceded reinsurance receivable assets, including the respective amount
and A.M. Best rating for each reinsurer representing in excess of five percent of the total as of December 31, 2018 or 2017 (dollars
in thousands):
Reinsurer
Reinsurer A
Reinsurer B
Reinsurer C
Reinsurer D
Reinsurer E
Other reinsurers
Total
A.M. Best Rating
Amount
% of Total
Amount
% of Total
2018
2017
A+
A+
A
A+
A++
$
$
303,036
193,324
69,885
40,004
36,600
114,723
757,572
40.0% $
25.5
9.2
5.3
4.8
15.2
100.0% $
301,478
203,898
67,723
40,528
40,592
127,808
782,027
38.6%
26.1
8.7
5.2
5.2
16.2
100.0%
Included in the total ceded reinsurance receivables balance were $242.8 million and $243.8 million of claims recoverable, of which
$17.4 million and $1.9 million were in excess of 90 days past due, as of December 31, 2018 and 2017, respectively.
The effect of reinsurance on net premiums is as follows (dollars in thousands):
Years ended December 31,
Direct
Reinsurance assumed
Reinsurance ceded
Net premiums
2018
2017
2016
$
$
62,526
11,341,284
$
(860,034)
61,571
10,642,462
$
(862,903)
10,543,776
$
9,841,130
$
57,562
10,049,587
(858,278)
9,248,871
The effect of reinsurance on claims and other policy benefits as follows (dollars in thousands):
Years ended December 31,
Direct
Reinsurance assumed
Reinsurance ceded
Net claims and other policy benefits
2018
2017
2016
$
$
107,405
$
104,447
$
9,997,173
(785,649)
9,281,590
(867,120)
9,318,929
$
8,518,917
$
105,435
8,621,647
(733,707)
7,993,375
The effect of reinsurance on life insurance in force is shown in the following schedule (dollars in millions):
December 31, 2018
December 31, 2017
December 31, 2016
Direct
Assumed
Ceded
Net
Assumed/Net %
$
1,363
1,462
1,576
$
3,329,181
$
186,172
$
3,297,275
3,062,525
205,529
214,727
3,144,372
3,093,208
2,849,374
105.9%
106.6
107.5
At December 31, 2018 and 2017, respectively, the Company provided approximately $18.1 billion and $16.2 billion of financial
reinsurance, as measured by pre-tax statutory surplus, risk based capital and other financial reinsurance structures, to other insurance
companies under financial reinsurance transactions to assist ceding companies in meeting applicable regulatory requirements.
Generally, such financial reinsurance is provided by the Company committing cash or assuming insurance liabilities, which are
collateralized by future profits on the reinsured business. The Company earns a fee based on the amount of net outstanding financial
reinsurance.
Reinsurance agreements, whether facultative or automatic, may provide for recapture rights on the part of the ceding company.
Recapture rights permit the ceding company to reassume all or a portion of the risk formerly ceded to the reinsurer after an agreed-
upon period of time, generally 10 years, or in some cases due to changes in the financial condition or ratings of the reinsurer.
Recapture of business previously ceded does not affect premiums ceded prior to the recapture of such business, but would reduce
premiums in subsequent periods. Additionally, some treaties give the ceding company the right to request the Company to place
assets in trust for their benefit to support their reserve credits, in the event of a downgrade of the Company’s ratings to specified
levels, generally non-investment grade levels, or if minimum levels of financial condition are not maintained. As of December 31,
2018 and 2017, these treaties had approximately $3,421.0 million and $2,901.1 million, respectively, in statutory reserves. Assets
placed in trust continue to be owned by the Company, but their use is restricted based on the terms of the trust agreement. Securities
with an amortized cost of $2,910.2 million and $2,214.1 million were held in trust to satisfy collateral requirements for reinsurance
business for the benefit of certain RGA subsidiaries at December 31, 2018 and 2017, respectively. In addition, the Company’s
collateral financing operations have asset in trust requirements. See Note 14 – “Collateral Finance and Securitization Notes” for
additional information. Securities with an amortized cost of $20,072.7 million and $15,584.3 million, as of December 31, 2018
and 2017, respectively, were held in trust to satisfy collateral requirements under certain third-party reinsurance treaties. Under
133
certain conditions, RGA may be obligated to move reinsurance from one RGA subsidiary company to another or make payments
under the treaty. These conditions include change in control or ratings of the subsidiary, insolvency, nonperformance under a treaty,
or loss of reinsurance license of such subsidiary.
Note 8 DEFERRED POLICY ACQUISITION COSTS
The following reflects the amounts of policy acquisition costs deferred and amortized (dollars in thousands):
Years ended December 31,
Balance, beginning of year
Capitalization
Amortization (including interest)
Change in value of embedded derivatives
Attributed to unrealized investment gains (losses)
Foreign currency translation
Balance, end of year
2018
2017
2016
$
3,239,824
$
3,338,605
$
607,743
(437,696)
14,658
26,608
(53,367)
348,470
(432,474)
(70,392)
(8,220)
63,835
3,392,437
350,233
(341,115)
(40,077)
(3,541)
(19,332)
$
3,397,770
$
3,239,824
$
3,338,605
Some reinsurance agreements involve reimbursing the ceding company for allowances and commissions in excess of first-year
premiums. These amounts represent acquisition costs and are capitalized to the extent deemed recoverable from the future premiums
and amortized against future profits of the business. This type of agreement presents a risk to the extent that the business lapses
faster than originally anticipated, resulting in future profits being insufficient to recover the Company’s investment.
Note 9 INCOME TAX
The Tax Cuts and Jobs Act (“U.S. Tax Reform”) was signed into law on December 22, 2017. U.S. Tax Reform made broad changes
to the U.S. tax code, including (1) reducing the U.S. federal corporate tax rate from 35 percent to 21 percent; (2) imposed a one-
time transition tax on certain unrepatriated earnings of foreign subsidiaries; (3) generally eliminated U.S. federal income taxes
on dividends from foreign subsidiaries; (4) eliminated the corporate alternative minimum tax (“AMT”) and changed how existing
AMT credits can be realized; (5) created the base erosion anti-abuse tax (“BEAT”); (6) established a new provision designed to
tax global intangible low-taxed income (“GILTI”), which allows for the possibility of using foreign tax credits and a deduction
of up to 50% to offset the income tax liability (subject to some limitations); and (7) modified the rules related to uses and limitations
of net operating loss carryforwards created in tax years beginning after December 31, 2017.
In connection with the Company’s initial analysis of the impact of U.S. Tax Reform, it recorded a discrete provisional net tax
benefit of $1,033.8 million in the period ending December 31, 2017. This estimated net benefit primarily consisted of the U.S.
federal rate reduction from 35% to 21% applied to the net deferred tax liability. The Company provisionally estimated there would
be no one-time transition tax on unrepatriated earnings of foreign subsidiaries. Further, as a result of U.S. Tax Reform, the Company
established a valuation allowance of $58.9 million related to U.S. foreign tax credit carryforwards. The valuation allowance related
to the Company’s interpretation of the changes in the ability to use existing foreign tax credit carryforwards against future foreign
branch profits.
The SEC issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for the tax effects of U.S.
Tax Reform. SAB 118 provides a measurement period that should not extend beyond one year from U.S. Tax Reform enactment
date for companies to complete the accounting under ASC 740. The Company completed its accounting for the effects of U.S.
Tax Reform within the measurement period during the fourth quarter of 2018.
The Company’s refinement of the provisional estimates for the impact of U.S. Tax Reform resulted in the aforementioned valuation
allowance adjustment and other immaterial adjustments to the amounts originally estimated. Upon review of the Proposed Treasury
Regulations issued during the year and completion of the accumulated and current earnings and profits calculations of the
Company’s foreign subsidiaries, no adjustment to the provisional estimate of the transition tax on unrepatriated earnings was
necessary.
The valuation allowance established with U.S. Tax Reform was released in 2018. The Company recognized an uncertain tax
position due to the expiration of the statute of limitations. Concurrent with this recognition of a prior year tax position, the Company
established a new uncertain tax liability. The foreign tax credits were used to offset the new uncertain tax liability, hence a valuation
allowance was no longer necessary.
Under GAAP, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future U.S. inclusions
in taxable income related to the GILTI as a current-period expense when incurred (“the period cost method”) or (2) factoring such
amounts into a Company’s measurement of its deferred taxes (“the deferred method”). The Company made a policy election to
account for GILTI as a period cost.
134
For the year ended December 31, 2018, the Company is not subject to the BEAT. The Company continues to monitor guidance
as it is issued; however, it does not expect changes in guidance to result in a BEAT liability.
The effective tax rate for 2018 was lower than the U.S. Statutory rate of 21.0% primarily as a result of the release of a valuation
allowance on foreign tax credits, which partially offset tax expense related to GILTI and valuation allowance increases. The
effective tax rate for 2017 was lower than the U.S. Statutory rate of 35% primarily as a result of accounting for the effects of U.S.
Tax Reform and income generated in non-U.S. jurisdictions with lower tax rates than the U.S. See the table below for additional
information.
Pre-tax income for the years ended December 31, 2018, 2017 and 2016 consists of the following (dollars in thousands):
Pre-tax income - U.S.
Pre-tax income - foreign
Total pre-tax income
2018
2017
2016
$
$
626,197
219,623
845,820
$
$
870,532
272,283
1,142,815
$
$
758,496
285,450
1,043,946
The provision for income tax expense for the years ended December 31, 2018, 2017 and 2016 consists of the following (dollars
in thousands):
Current income tax expense (benefit):
U.S.
U.S. Tax Reform
Foreign
Total current
Deferred income tax expense (benefit):
U.S.
U.S. Tax Reform
Foreign
Total deferred
2018
2017
2016
$
78,431
$
(68,080)
43,120
53,471
62,890
5,907
7,710
76,507
$
131,108
—
36,830
167,938
159,853
(1,033,755)
26,598
(847,304)
Total provision for income taxes
$
129,978
$
(679,366) $
1,020
—
47,706
48,726
273,928
—
19,849
293,777
342,503
The Company’s effective tax rate differed from the U.S. federal income tax statutory rate of 21%, 35%, and 35% as a result of the
following for the years ended December 31, 2018, 2017 and 2016 (dollars in thousands):
Tax provision at U.S. statutory rate
Increase (decrease) in income taxes resulting from:
U.S. Tax Reform
Foreign tax rate differing from U.S. tax rate
Differences in tax basis in foreign jurisdictions
Deferred tax valuation allowance
Amounts related to audit contingencies
Equity compensation excess benefit
Corporate rate changes
GILTI, net of credits
Subpart F for non-full inclusion companies
Foreign tax credits
Return to provision adjustments
Other, net
Total provision for income taxes
Effective tax rate
2018
2017
2016
$
177,622
$
399,985
$
365,381
(62,173)
4,526
(23,257)
23,144
1,516
(6,103)
1,008
10,400
583
(2,544)
(1,305)
6,561
129,978
$
(1,033,755)
(21,867)
(23,324)
29,458
(7,184)
(10,532)
(6,065)
—
1,528
(1,681)
(4,674)
(1,255)
(679,366)
$
—
(13,974)
(17,770)
10,963
111
—
—
—
1,783
(1,683)
(1,473)
(835)
342,503
15.4%
(59.4)%
32.8%
$
135
Total income taxes for the years ended December 31, 2018, 2017 and 2016 were as follows (dollars in thousands):
Provision for income taxes
Income tax from OCI and additional paid-in-capital:
Net unrealized holding gain (loss) on debt and equity securities recognized for
financial reporting purposes
Exercise of stock options
Foreign currency translation
Unrealized pension and post retirement
Total income taxes provided
2018
2017
2016
129,978
$
(679,366) $
342,503
(367,933)
—
19,101
134
(218,720) $
306,849
—
(42,153)
404
(414,266) $
157,929
(162)
21,081
1,772
523,123
$
$
The tax effects of temporary differences that give rise to significant portions of the deferred income tax assets and liabilities at
December 31, 2018 and 2017, are presented in the following tables (dollars in thousands):
Deferred income tax assets:
Nondeductible accruals
Differences between tax and financial reporting amounts concerning certain reinsurance transactions
Differences in the tax basis of cash and invested assets
Investment income differences
Deferred acquisition costs capitalized for tax
Net operating loss carryforward
Capital loss and tax credit carryforwards
Subtotal
Valuation allowance
Total deferred income tax assets
Deferred income tax liabilities:
Deferred acquisition costs capitalized for financial reporting
Differences between tax and financial reporting amounts concerning certain reinsurance transactions
Differences in the tax basis of cash and invested assets
Investment income differences
Differences in foreign currency translation
Anticipated future tax credit reduction
Total deferred income tax liabilities
Net deferred income tax liabilities
Balance sheet presentation of net deferred income tax liabilities:
Included in other assets
Included in deferred income taxes
Net deferred income tax liabilities
2018
2017
86,092
102,014
28,398
80,200
124,707
405,958
32,897
860,266
(181,110)
679,156
843,328
1,151,419
345,836
9,493
52,928
25,433
2,428,437
1,749,281
49,519
1,798,800
1,749,281
$
$
$
$
80,905
96,043
557
43,230
88,531
535,374
102,143
946,783
(226,884)
719,899
627,378
1,547,101
674,569
1,858
33,803
—
2,884,709
2,164,810
33,499
2,198,309
2,164,810
$
$
$
$
As of December 31, 2018, the valuation allowance against deferred tax assets was $181.1 million. During 2018, a valuation
allowance on the U.S. Foreign tax credit carryforwards of $65.1 million was released. This release partially offset a $24.5 million
increase to the valuation allowance related to the net operating losses of RGA Reinsurance Company of Australia Limited (“RGA
Australia”) and increases and decreases to the valuation allowance in jurisdictions where the Company does not have a history of
earnings. Further movement in the valuation allowance includes foreign currency translation and reclassifications with other
deferred tax assets of ($12.8) million.
As of December 31, 2017, the valuation allowance against deferred tax assets was approximately $226.9 million. During 2017 a
valuation allowance was established on the U.S. Foreign tax credit carryforwards of $65.1 million, RGA Australia net operating
losses of $20.1 million, as well as on the deferred tax assets of other jurisdictions of $3.3 million. Further movement in the
valuation allowance includes foreign currency translation and reclassifications with other deferred tax assets of $10.6 million and
($5.6) million, respectively. The other significant components of the valuation allowance relate to a partial valuation allowance
on the net operating loss carryforwards in RGA Australia and the foreign tax credit carryforwards in RGA International Reinsurance
Company dac (“RGA International”). A valuation allowance also exists against the deferred tax assets of other branches and legal
entities most of which there is no history of earnings in recent years.
The earnings of substantially all of the Company’s foreign subsidiaries have been permanently reinvested in foreign operations.
No provision has been made for U.S. tax or foreign withholding taxes that may be applicable upon any repatriation or sale. At
December 31, 2018 and 2017, the financial reporting basis in excess of the tax basis for which no deferred taxes have been
recognized was approximately $1,364.1 million and $1,442.9 million, respectively. As U.S. Tax Reform generally eliminates U.S.
federal income taxes on dividends from foreign subsidiaries, the Company does not expect to incur material income taxes if these
funds are repatriated.
136
During 2018, 2017 and 2016, the Company received federal and foreign income tax refunds of approximately $2.4 million, $11.6
million and $6.9 million, respectively. The Company made cash income tax payments of approximately $144.1 million, $48.7
million and $68.0 million in 2018, 2017 and 2016, respectively.
The following table presents consolidated net operating losses (“NOL”) as of December 31, 2018 (dollars in millions):
NOL with no expiration and with no valuation allowance
NOL with a full valuation allowance
NOL with no expiration and a partial valuation allowance
NOL with expiration dates between 2029 & 2035 with no valuation allowance
Total net operating loss carryforwards
2018
52
167
396
1,118
1,733
$
$
These net operating losses, other than the net operating losses for which there is a valuation allowance, are expected to be utilized
in the normal course of business during the period allowed for carryforwards and in any event, are not expected to be lost, due to
the application of tax planning strategies that management would utilize.
As of December 31, 2018 the Company had foreign tax credit carryforwards of $27.8 million in Ireland and as of December 31,
2017, the Company had $152.0 million of foreign tax credit carryforwards in the U.S. and Ireland. The Ireland foreign tax credit
carryforward has a full valuation allowance.
The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. The Company
is under continuous examination by the Internal Revenue Service and is subject to audit by taxing authorities in other foreign
jurisdictions in which the Company has significant business operations. The income tax years under examination vary by
jurisdiction. The Company is no longer subject to U.S. federal income tax examinations by tax authorities for years prior to 2015,
Canadian tax authorities for years prior to 2014 and with a few exceptions, the Company is no longer subject to state and foreign
income tax examinations by tax authorities for years prior to 2013.
As of December 31, 2018, the Company’s total amount of unrecognized tax benefits was $324.6 million and the total amount of
unrecognized tax benefits that would affect the effective tax rate, if recognized, was $12.8 million. Management believes there
will be no material impact to the Company’s effective tax rate related to unrecognized tax benefits over the next 12 months.
A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31, 2018, 2017
and 2016, is as follows (dollars in thousands):
Beginning balance, January 1
Accounting for business combinations
Additions for tax positions of prior years
Reductions for tax positions of prior years
Additions for tax positions of current year
Payment on deposit
Settlements with tax authorities
Ending balance, December 31
Total Unrecognized Tax Benefits
2018
2017
2016
$
$
321,224
$
297,290
$
521
255,970
(256,587)
3,682
(185)
—
324,625
$
—
247,596
(246,894)
36,438
—
(13,206)
321,224
$
296,213
—
226,720
(229,719)
4,186
—
(110)
297,290
The Company recognized a benefit in interest expense associated with uncertain tax positions in 2018, 2017 and 2016 of $3.3
million, $5.0 million and $8.4 million, respectively. Additionally, the Company recognized penalties of $0.3 million in 2016. As
of December 31, 2018 and 2017, the Company had $11.6 million and $15.1 million, respectively, of accrued interest related to
unrecognized tax benefits. There are no penalties accrued as of December 31, 2018 or December 31, 2017.
Note 10 EMPLOYEE BENEFIT PLANS
Certain subsidiaries of the Company are sponsors or administrators of both qualified and non-qualified defined benefit pension
plans (“Pension Plans”). The largest of these plans is a non-contributory qualified defined benefit pension plan sponsored by RGA
Reinsurance Company (“RGA Reinsurance”) that covers U.S. employees. The benefits under the Pension Plans are generally
based on years of service and compensation levels.
The Company also provides select health care and life insurance benefits for certain retired employees. The health care benefits
are provided through a self-insured welfare benefit plan. Employees become eligible for these benefits if they meet minimum age
and service requirements. The retiree’s cost for health care benefits varies depending upon the credited years of service. Effective
January 1, 2017, employees hired in the U. S. are not eligible for retiree health care benefits. The effect of the amendment was
recorded in 2016 in AOCI and is being amortized through prior service cost. Virtually all retirees, or their beneficiaries, contribute
137
a portion of the total cost of postretirement health benefits. Prepaid benefit costs and accrued benefit liabilities are included in
other assets and other liabilities, respectively, in the Company’s consolidated balance sheets.
A December 31 measurement date is used for all of the defined benefit and postretirement plans. The status of these plans as of
December 31, 2018 and 2017 is summarized below (dollars in thousands):
December 31,
Pension Benefits
Other Benefits
2018
2017
2018
2017
Change in benefit obligation:
Benefit obligation at beginning of year
$
172,143
$
161,955
$
70,198
$
Service cost
Interest Cost
Participant contributions
Amendments
Actuarial (gains) losses
Settlement (gains) losses
Settlements
Benefits paid
Foreign exchange translations and other adjustments
12,502
5,405
—
—
(1,045)
—
—
(7,801)
(2,600)
10,686
5,326
—
159
11,336
(438)
(12,907)
(5,974)
2,000
3,028
2,319
432
—
(7,172)
—
—
(1,409)
—
60,524
2,543
2,118
354
—
5,510
—
—
(851)
—
Benefit obligation at end of year
$
178,604
$
172,143
$
67,396
$
70,198
Change in plan assets:
Fair value of plan assets at beginning of year
Actual return on plan assets
Employer contributions
Participant contributions
Disbursement for settlements
Benefits paid and expenses
Fair value of plan assets at end of year
Funded status at end of year
December 31,
Pension Benefits
Other Benefits
2018
2017
2018
2017
$
$
$
103,236
$
84,770
$
— $
(6,464)
13,590
—
—
(7,801)
102,561
$
(76,043) $
14,481
22,866
—
(12,907)
(5,974)
103,236
$
(68,907) $
—
977
432
—
(1,409)
— $
(67,396) $
—
—
497
354
—
(851)
—
(70,198)
Aggregate fair value of plan assets
Aggregate projected benefit
obligations
Under funded
$
$
Qualified Plans
2018
2017
December 31,
Non-Qualified Plans(1)
2017
2018
Total
2018
2017
102,561
$
103,236
$
— $
— $
102,561
$
103,236
112,093
107,072
66,511
65,071
178,604
(9,532) $
(3,836) $
(66,511) $
(65,071) $
(76,043) $
172,143
(68,907)
(1) For non-qualified plans, there are no required funding levels.
December 31,
Pension Benefits
Other Benefits
2018
2017
2018
2017
Amounts recognized in accumulated other comprehensive
income:
Net actuarial loss
Net prior service cost (credit)
Total
$
$
48,744
436
49,180
$
$
40,058
804
40,862
$
$
25,923
(10,491)
15,432
$
$
35,672
(11,806)
23,866
The following table presents information for qualified and non-qualified pension plans with a projected benefit obligation in
excess of plan assets as of December 31, 2018 and 2017 (dollars in thousands):
Projected benefit obligation
Fair value of plan assets
2018
2017
$
178,604
$
102,561
172,143
103,236
138
The following table presents information for pension plans with an accumulated benefit obligation in excess of plan assets as of
December 31, 2018 and 2017 (dollars in thousands):
Accumulated benefit obligation
Fair value of plan assets
2018
2017
$
174,400
$
102,561
169,705
103,236
The components of net periodic benefit cost, included in other operating expenses on the consolidated statements of income, and
other changes in plan assets and benefit obligations recognized in other comprehensive income were as follows (dollars in
thousands):
Pension Benefits
Other Benefits
2018
2017
2016
2018
2017
2016
$
12,502
$
10,686
$
10,319
$
3,028
$
2,543
$
Net periodic benefit cost:
Service cost
Interest cost
Expected return on plan assets
Amortization of net actuarial losses
Amortization of prior service cost (credit)
Settlements
Net periodic benefit cost
Other changes in plan assets and benefit
obligations recognized in other
comprehensive income:
Net actuarial (gains) losses
Amortization of net actuarial (losses)
Amortization of prior service (cost) credit
Settlements
Prior service cost (credit)
Foreign exchange translations and other
adjustments
Total recognized in other comprehensive
income
Total recognized in net periodic benefit
cost and other comprehensive income
5,405
(7,535)
3,728
344
—
14,444
12,954
(3,728)
(344)
—
—
(565)
8,317
5,326
(6,215)
4,382
344
4,785
19,308
2,633
(4,382)
(344)
(4,785)
159
759
4,790
(5,138)
4,323
294
1,026
15,614
8,785
(4,323)
(294)
(1,026)
—
707
2,319
—
2,577
(1,315)
—
6,609
(7,172)
(2,577)
1,315
—
—
—
2,118
—
1,992
(1,315)
—
5,338
5,507
(1,992)
1,315
—
—
—
2,883
2,259
—
1,827
(622)
—
6,347
6,228
(1,827)
622
—
(13,743)
—
(5,960)
3,849
(8,434)
4,830
(8,720)
$
22,761
$
13,348
$
19,463
$
(1,825) $
10,168
$
(2,373)
During 2019, the Company expects to contribute $16.3 million and $1.5 million to the pension plans and other benefit plans,
respectively.
The following benefit payments, which reflect expected future service as appropriate, are expected to be paid (dollars in thousands):
2019
2020
2021
2022
2023
2024-2028
Pension Benefits
Other Benefits
$
9,977
$
12,013
11,663
14,229
14,128
77,832
1,528
1,835
2,209
2,633
3,009
20,359
139
Assumptions
Weighted average assumptions used to determine the accumulated benefit obligation and net benefit cost or income were as follows:
Discount rate used to determine
benefit obligation
Discount rate used to determine net
benefit cost or income
Expected long-term rate of return on
plan assets
Rate of compensation increases
Pension Benefits
Other Benefits
2018
2017
2016
2018
2017
2016
4.02%
3.41%
7.35%
4.17%
3.40%
3.81%
7.35%
4.16%
3.80%
3.95%
7.35%
4.08%
4.17%
3.56%
—%
—%
3.56%
4.10%
—%
—%
4.10%
4.43%
—%
—%
The expected rate of return on plan assets is based on anticipated performance of the various asset sectors in which the plan invests,
weighted by target allocation percentages. Anticipated future performance is based on long-term historical returns of the plan
assets by sector, adjusted for the long-term expectations on the performance of the markets. While the precise expected return
derived using this approach may fluctuate from year to year, the policy is to hold this long-term assumption constant as long as it
remains within reasonable tolerance from the derived rate. This process is consistent for all plan assets as all the assets are invested
in mutual funds.
The assumed health care cost trend rates used in measuring the accumulated non-pension post-retirement benefit obligation were
as follows:
Pre-Medicare eligible claims
Medicare eligible claims
Plan Assets
December 31,
2018
2017
8% down to 5% in 2024
9% down to 5% in 2024
8% down to 5% in 2024
9% down to 5% in 2024
Target allocations of U.S. qualified pension plan assets are determined with the objective of maximizing returns and minimizing
volatility of net assets through adequate asset diversification and partial liability immunization. Adjustments are made to target
allocations based on the Company’s assessment of the effect of economic factors and market conditions. The target allocations
for plan assets are 60% equity securities and 40% debt securities as of December 31, 2018 and 2017. The Company’s plan assets
are primarily invested in mutual funds. The mutual funds include holdings of S&P 500 securities, large-cap securities, mid-cap
securities, small-cap securities, international securities, corporate debt securities, U.S. and other government securities, mortgage-
related securities and cash.
Equity and debt securities are exposed to various risks, such as interest rate risk, credit risk and overall market volatility. Due to
the level of risk associated with certain investment securities, changes in the values of investment securities will occur and any
change would affect the amounts reported in the financial statements.
The fair values of the Company’s qualified pension plan assets as of December 31, 2018 and 2017 are summarized below (dollars
in thousands):
Mutual Funds(1)
Cash
Total
December 31, 2018
Fair Value Measurement Using:
Total
Level 1
Level 2
Level 3
$
$
102,414
147
102,561
$
$
102,414
147
102,561
$
$
— $
—
— $
(1) Mutual funds were invested 25% in U.S. equity funds, 42% in U.S. fixed income funds, 17% in non-U.S. equity funds and 16% in other.
Mutual Funds(2)
Cash
Total
December 31, 2017
Fair Value Measurement Using:
Total
Level 1
Level 2
Level 3
$
$
103,106
130
103,236
$
$
103,106
130
103,236
$
$
— $
—
— $
(2) Mutual funds were invested 27% in U.S. equity funds, 36% in U.S. fixed income funds, 22% in non-U.S. equity funds and 15% in other.
—
—
—
—
—
—
140
As of December 31, 2018 and 2017, the Company classified all of its qualified pension plan assets in the Level 1 category as
quoted prices in active markets are available for these assets. See Note 6 – “Fair Value of Asset and Liabilities” for additional
detail on the fair value hierarchy.
Savings and Investment Plans
Certain subsidiaries of RGA also sponsor savings and investment plans under which a portion of employee contributions are
matched. Subsidiary contributions to these plans were $15.3 million, $14.2 million and $9.9 million in 2018, 2017 and 2016,
respectively.
Note 11 FINANCIAL CONDITION AND NET INCOME ON A STATUTORY BASIS – SIGNIFICANT SUBSIDIARIES
The domestic and foreign insurance subsidiaries of RGA prepare their statutory financial statements in conformity with statutory
accounting practices prescribed or permitted by the applicable state insurance department or local regulatory authority, which vary
materially from statements prepared in accordance with GAAP. Prescribed statutory accounting practices in the U.S. include
publications of the National Association of Insurance Commissioners (“NAIC”), as well as state laws, local regulations and general
administrative rules. The differences between statutory financial statements and financial statements prepared in accordance with
GAAP vary between jurisdictions. The principal differences between GAAP and NAIC are that statutory financial statements do
not reflect deferred policy acquisition costs and limit deferred tax assets, life benefit reserves predominately use interest rate and
mortality assumptions prescribed by the NAIC and local regulatory agencies, bonds are generally carried at amortized cost and
reinsurance assets and liabilities are presented net of reinsurance.
Statutory net income, and capital and surplus of the Company’s insurance subsidiaries, determined in accordance with statutory
accounting practices prescribed by the applicable state insurance department or local regulatory authority are as follows (dollars
in thousands):
Statutory Capital & Surplus
Statutory Net Income (Loss)
2018
2017
2018
2017
2016
RGA Americas Reinsurance Company, Ltd.
$
4,298,368
$
4,833,890
$
208,999
$
624,145
$
RGA Reinsurance (U.S.)
Reinsurance Company of Missouri
RGA Reinsurance Company (Barbados) Ltd.
RGA Atlantic Reinsurance Company Ltd.
RGA Life Reinsurance Company of Canada
RGA Australia
Other insurance subsidiaries
2,078,654
2,053,379
1,169,790
1,083,181
896,760
433,406
2,572,307
1,584,007
1,557,453
1,278,006
812,307
1,006,190
476,528
2,694,317
659,941
(24,907)
48,779
256,080
(37,922)
(37,208)
345,249
138,359
(183,136)
309,346
213,511
25,971
78,497
65,658
282,226
148,576
272,038
95,859
110,172
13,947
(7,694)
130,289
Each U.S. domestic insurance subsidiary’s state of domicile imposes minimum risk-based capital (“RBC”) requirements that were
developed by the NAIC. The formulas for determining the amount of RBC 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 total adjusted capital, as defined by the NAIC, to authorized control level RBC, as defined by the NAIC. Companies below
specific trigger points or ratios are classified within certain levels, each of which requires specified corrective action. Each of
RGA’s U.S. domestic insurance subsidiaries exceeded the minimum RBC requirements for all periods presented herein. These
requirements do not represent a significant constraint for the payment of dividends by RGA’s U.S. domestic insurance companies.
The licensing orders of the Company’s special purpose companies stipulate a minimum amount of capital required based on the
purpose of the entity and the underlying business. These companies are subject to enhanced oversight by the regulator which
includes filing detailed plans of operations before commencing operations or making material changes to existing agreements or
entering into new agreements. Each of the Company’s Special Purpose Life Reinsurance Captives (“SPLRC”) exceeded the
minimum capital requirements for all periods presented herein.
The Company’s foreign insurance subsidiaries prepare financial statements in accordance with local regulatory requirements. The
regulatory authorities in these foreign jurisdictions establish some form of minimum regulatory capital and surplus requirements.
All of the Company’s foreign insurance subsidiaries have regulatory capital and surplus that exceed the local minimum
requirements. These requirements do not represent a significant constraint for the payment of dividends by the Company’s foreign
insurance companies.
The state of domicile of certain of the Company’s SPLRCs follow prescribed accounting practices differing from NAIC statutory
accounting practices (“NAIC SAP”) applicable to their statutory financial statements. Specifically, these prescribed practices
require that surplus note interest accrued but not approved for payment be reported as a direct reduction of surplus and an addition
to the surplus note balance. Under NAIC SAP, surplus note interest is not to be reported until approved for payment and is reported
as a reduction of net investment income in the Summary of Operations. In addition, these prescribed practices allow the SPLRC
141
to reflect letters of credit issued for its benefit as an admitted asset and a direct credit to unassigned surplus. Under NAIC SAP,
letters of credit issued on behalf of the reporting company are not reported on the balance sheet.
A reconciliation of the Company’s surplus between NAIC SAP and practices prescribed by the state of domicile is shown below
(dollars in thousands):
Prescribed practice – surplus note
Prescribed practice – letters of credit
Surplus (deficit) – NAIC SAP
December 31,
2018
2017
$
$
624,266
$
(976,100)
(351,834) $
726,531
(960,100)
(233,569)
Reinsurance Company of Missouri (“RCM”), RGA Reinsurance and Chesterfield Reinsurance Company (“Chesterfield Re”) are
subject to Missouri statutory provisions that restrict the payment of dividends. They may not pay dividends in any 12-month period
in excess of the greater of the prior year’s statutory net gain from operations or 10% of statutory capital and surplus at the preceding
year-end, without regulatory approval. Aurora National Life Assurance Company (“Aurora National”) is subject to California
statutory provisions that are identical to those imposed by Missouri regarding the ability of Aurora National to pay dividends to
RGA Reinsurance. The applicable statutory provisions only permit an insurer to pay a shareholder dividend from unassigned
surplus. As of January 1, 2018, RGA Reinsurance could pay maximum dividends, without prior approval, of approximately $653.9
million. Any dividends paid by RGA Reinsurance would be paid to RCM, its parent company, which in turn has restrictions related
to its ability to pay dividends to RGA.
Chesterfield Re would pay dividends to its immediate parent Chesterfield Financial Holdings LLC, (“Chesterfield Financial”),
which would in turn pay dividends to RCM, subject to the terms of the indenture for the embedded value securitization transaction,
in which Chesterfield Financial cannot declare or pay any dividends so long as any private placement notes are outstanding. The
Missouri Department of Insurance, Financial Institution and Professional Registration, allows RCM to pay a dividend to RGA to
the extent RCM received the dividend from its subsidiaries, without limitation related to the level of unassigned surplus. Dividend
payments from other subsidiaries are subject to regulations in the jurisdiction of domicile, which are generally based on their
earnings and/or capital level.
Dividend payments from non-U.S. operations are subject to similar restrictions established by local regulators. The non-U.S.
regulatory regimes also commonly limit the dividend payments to the parent to a portion of the prior year’s statutory income, as
determined by the local accounting principles. The regulators of the Company’s non-U.S. operations may also limit or prohibit
profit repatriations or other transfers of funds to the U.S. if such transfers are deemed to be detrimental to the solvency or financial
strength of the non-U.S. operations, or for other reasons. Most of the non-U.S. operating subsidiaries are second tier subsidiaries
that are owned by various non-U.S. holding companies. The capital and rating considerations applicable to the first tier subsidiaries
may also impact the dividend flow to RGA.
There are no regulatory restrictions that limit the payment of dividends by RGA, except those generally applicable to Missouri
corporations. Dividends are payable by Missouri corporations only under the circumstances specified in The General and Business
Corporation Law of Missouri. RGA would not be permitted to pay common stock dividends if there is any accrued and unpaid
interest on its subordinated debentures and its junior subordinated debentures. Furthermore, the ability of RGA to pay dividends
is dependent on business conditions, income, cash requirements of the Company, receipt of dividends from its subsidiaries, financial
covenant provisions and other relevant factors.
Note 12 COMMITMENTS, CONTINGENCIES AND GUARANTEES
Commitments
Funding of Investments
The Company’s commitments to fund investments as of December 31, 2018 and 2017 are presented in the following table (dollars
in thousands):
Limited partnership interests and joint ventures
$
523,903
$
Commercial mortgage loans
Bank loans and private placements
Equity release mortgages
22,605
137,076
264,858
485,197
40,815
60,472
153,937
2018
2017
142
The Company anticipates that the majority of its current commitments will be invested over the next five years; however, these
commitments could become due any time at the request of the counterparties. Bank loans and private placements are included in
fixed maturity securities available-for-sale.
Leases
The Company leases office space and furniture and equipment under non-cancelable operating lease agreements, which expire at
various dates. Future minimum office space annual rentals under non-cancelable operating leases at December 31, 2018 are as
follows (dollars in thousands):
2019
2020
2021
2022
2023
Thereafter
$
Operating
Leases
13,578
11,541
9,447
8,587
8,248
14,101
Rent expenses amounted to approximately $17.5 million, $15.7 million and $13.7 million for the years ended December 31, 2018,
2017 and 2016, respectively.
Off-Balance Sheet Arrangements
In 2013, the Company executed a series of incentive agreements with the County of St. Louis, Missouri (the “County”). Under
these agreements, the Company transferred its newly constructed world headquarters to the County in exchange for taxable
industrial revenue bonds (the “bonds”), in a series of bond issuances during 2013 and 2014, with a maximum amount of $150.0
million. As a result, the Company was able to reduce the cost of constructing and operating its world headquarters by reducing
certain state and local tax expenditures. The Company simultaneously leased the world headquarters from the County and has an
option to purchase the world headquarters for a nominal fee upon tendering the bonds back to the County. The payments due to
the Company under the terms of the bonds and the amounts owed by the Company under the terms of the lease agreement qualify
for the right of offset under GAAP. As such, neither the bonds nor the lease obligation is recorded on the consolidated balance
sheets as an asset or liability, respectively. The world headquarters is recorded as an asset of the Company in “Other assets” on
the consolidated balance sheets.
Contingencies
Litigation
The Company is subject to litigation in the normal course of its business. The Company currently has no material litigation. A
legal reserve is established when the Company is notified of an arbitration demand or litigation or is notified that an arbitration
demand or litigation is imminent, it is probable that the Company will incur a loss as a result and the amount of the probable loss
is reasonably capable of being estimated.
Other Contingencies
The Company indemnifies its directors and officers as provided in its charters and by-laws. Since this indemnity generally is not
subject to limitation with respect to duration or amount, the Company does not believe that it is possible to determine the maximum
potential amount due under this indemnity in the future.
143
Guarantees
Statutory Reserve Support
RGA, through wholly-owned subsidiaries, has committed to provide statutory reserve support to third-parties, in exchange for a
fee, by funding loans if certain defined events occur. Such statutory reserves are required under the U.S. Valuation of Life Policies
Model Regulation (commonly referred to as Regulation XXX for term life insurance policies and Regulation A-XXX for universal
life secondary guarantees). The third-parties have recourse to RGA should the subsidiary fail to provide the required funding,
however, as of December 31, 2018, the Company does not believe that it will be required to provide any funding under these
commitments as the occurrence of the defined events is considered remote. The following table presents the maximum potential
obligation for these commitments as of December 31, 2018 (dollars in millions):
Commitment Period
2023
2033
2034
2035
2036
2037
2038
Other Guarantees
$
Maximum Potential
Obligation
500.0
450.0
2,000.0
1,314.2
2,658.0
6,750.0
800.0
RGA has issued guarantees to third parties on behalf of its subsidiaries for the payment of amounts due under certain reinsurance
treaties, securities borrowing and repurchase arrangements, financing arrangements and office lease obligations, whereby if a
subsidiary fails to meet an obligation, RGA or one of its other subsidiaries will make a payment to fulfill the obligation. In limited
circumstances, treaty guarantees are granted to ceding companies in order to provide them additional security, particularly in cases
where RGA’s subsidiary is relatively new, unrated, or not of a significant size, relative to the ceding company. Liabilities supported
by the treaty guarantees, before consideration for any legally offsetting amounts due from the guaranteed party are reflected on
the Company’s consolidated balance sheets in a policy related liability. Potential guaranteed amounts of future payments will
vary depending on production levels and underwriting results. Guarantees related to securities borrowing and repurchase
arrangements provide additional security to third parties should a subsidiary fail to provide securities when due. RGA’s guarantees
issued as of December 31, 2018 and 2017 are reflected in the following table (dollars in thousands):
Treaty guarantees
Treaty guarantees, net of assets in trust
Securities borrowing and repurchase arrangements
Financing arrangements
Lease obligations
Note 13 DEBT
Long-Term Debt
$
2018
2017
$
1,392,352
1,291,445
269,980
61,273
392
1,047,449
926,393
294,325
86,183
1,662
The Company’s long-term debt consists of the following as of December 31, 2018 and 2017 (dollars in thousands):
$400 million 6.45% Senior Notes due 2019
$400 million 5.00% Senior Notes due 2021
$400 million 4.70% Senior Notes due 2023
$400 million 3.95% Senior Notes due 2026
$100 million 4.09% Promissory Note due 2039
$400 million 6.20% Subordinated Debentures due 2042
$400 million 5.75% Subordinated Debentures due 2056
$400 million Variable Rate Junior Subordinated Debentures due 2065
Sub-total
Unamortized issuance costs
Long-term Debt
2018
2017
$
399,941
$
399,466
399,288
399,988
89,098
400,000
400,000
318,743
2,806,524
(18,651)
$
2,787,873
$
399,873
399,245
399,138
399,987
91,787
400,000
400,000
318,740
2,808,770
(20,405)
2,788,365
RGA has entered into an interest rate swap on its Variable Rate Junior Subordinated Debentures that effectively fixes the interest
rate on these securities at 4.82% until December 2037.
144
Certain of the Company’s debt agreements contain financial covenant restrictions related to, among others, liens, the issuance and
disposition of stock of restricted subsidiaries, minimum requirements of consolidated net worth, maximum ratios of debt to
capitalization and change of control provisions. A material ongoing covenant default could require immediate payment of the
amount due, including principal, under the various agreements. Additionally, the Company’s debt agreements contain cross-default
covenants, which would make outstanding borrowings immediately payable in the event of a material uncured covenant default
under any of the agreements, including, but not limited to, non-payment of indebtedness when due for an amount in excess of the
amounts set forth in those agreements, bankruptcy proceedings, or any other event that results in the acceleration of the maturity
of indebtedness. As of December 31, 2018 and 2017, the Company had $2,806.5 million and $2,808.8 million, respectively, in
outstanding borrowings under its debt agreements and was in compliance with all covenants under those agreements. As of
December 31, 2018 and 2017, the average interest rate on long-term debt outstanding was 5.24%.
The ability of the Company to make debt principal and interest payments depends on the earnings and surplus of subsidiaries,
investment earnings on undeployed capital proceeds, and the Company’s ability to raise additional funds. Future principal payments
due on long-term debt, excluding discounts, as of December 31, 2018, were as follows (dollars in thousands):
2019
2020
2021
2022
2023
Thereafter
Calendar Year
Long-term debt
$
402,802
$
2,919
$
403,040
$
3,167
$
403,299
$
1,593,674
Credit and Committed Facilities
The Company has obtained bank letters of credit in favor of various affiliated and unaffiliated insurance companies from which
the Company assumes business. These letters of credit represent guarantees of performance under the reinsurance agreements and
allow ceding companies to take statutory reserve credits. Certain of these letters of credit contain financial covenant restrictions.
At December 31, 2018 and 2017, there were approximately $105.6 million and $120.1 million, respectively, of undrawn outstanding
bank letters of credit in favor of third parties. Additionally, the Company utilizes letters of credit primarily to secure reserve credits
when it retrocedes business to its affiliated subsidiaries. The Company cedes business to its affiliates to help reduce the amount
of regulatory capital required in certain jurisdictions such as the U.S. and the United Kingdom. As of December 31, 2018 and
2017, $1,356.9 million and $1,492.2 million, respectively, in undrawn letters of credit from various banks were outstanding,
primarily backing reinsurance between the various subsidiaries of the Company. The banks providing letters of credit to the
Company are included on the NAIC list of approved banks.
The Company maintains eight committed credit facilities, a syndicated revolving credit facility with a capacity of $850.0 million
and seven letter of credit facilities with a combined capacity of $1,260.3 million. The Company may borrow cash and obtain letters
of credit in multiple currencies under its syndicated revolving credit facility. The following table provides additional information
on the Company’s existing committed credit facilities as of December 31, 2018 and 2017 (dollars in thousands):
Amount Utilized(1)
December 31,
Current Capacity
Maturity Date
2018
2017
Basis of Fees
$191,583 (2) March 2019
$
4,156
$
188,000 November 2019
105,735 (2) December 2019
100,000
June 2020
100,000 May 2021
75,000
June 2021
500,000 May 2022
850,000 August 2023
188,000
105,735
—
61,000
33,900
395,000
18,153
5,952
188,000
117,135
75,573
100,000
61,900
Fixed
Fixed
Fixed
Fixed
Fixed
Fixed
500,000 Debt rating and utilization %
95,564
Senior unsecured long-term debt rating
(1) Represents issued but undrawn letters of credit. There was no cash borrowed for the periods presented.
(2) Foreign currency denominated facility, amounts presented are in U.S. dollars.
Fees associated with the Company’s other letters of credit are not fixed for periods in excess of one year and are based on the
Company’s ratings and the general availability of these instruments in the marketplace. Total fees expensed associated with the
Company’s letters of credit were $9.7 million, $10.5 million and $7.9 million for the years ended December 31, 2018, 2017 and
2016, respectively, and are included in policy acquisition costs and other insurance expenses.
145
Note 14 COLLATERAL FINANCE AND SECURITIZATION NOTES
Collateral Finance Notes
In 2006, RGA’s subsidiary, Timberlake Financial L.L.C. (“Timberlake Financial”), issued $850.0 million of Series A Floating Rate
Insured Notes, due June 2036, in a private placement. The notes were issued to fund the collateral requirements for statutory
reserves required by Regulation XXX on specified term life insurance policies reinsured by RGA Reinsurance and retroceded to
Timberlake Re. Proceeds from the notes, along with a $112.8 million direct investment by RGA, were deposited into a series of
accounts that collateralize the notes and are not available to satisfy the general obligations of the Company. As of December 31,
2018 and 2017, respectively, the Company held assets in trust and in custody of $767.9 million and $841.5 million, of which $57.1
million and $39.7 million were held in a Debt Service Coverage account to cover interest payments on the notes. Interest on the
notes accrues at an annual rate of 1-month LIBOR plus a base rate margin, payable monthly, and totaled $9.4 million, $6.4 million
and $4.2 million in 2018, 2017 and 2016, respectively.
In 2015, RGA’s subsidiary, RGA Reinsurance Company (Barbados) Ltd. (“RGA Barbados”) obtained CAD$200.0 million of
collateral financing from a third party through 2020, enabling RGA Barbados to support collateral requirements for Canadian
reinsurance transactions. The obligation is reflected on the consolidated balance sheets in collateral finance and securitization
notes. Interest on the collateral financing is payable quarterly and accrues at 3-month Canadian Dealer Offered Rate plus a margin
and totaled $5.1 million, $4.2 million and $4.0 million in 2018, 2017 and 2016, respectively.
In 2015, RGA’s subsidiary, RGA Americas Reinsurance Company, Ltd. (“RGA Americas”), entered into a collateral financing
transaction pursuant to which it issued a CAD$150 million note and, in return, obtained a CAD$150 million demand note issued
by a designated series of a Delaware master trusts. The demand note matures in October 2020 and is used to support collateral
requirements for Canadian reinsurance transactions.
The demand note is secured by a portfolio of specified assets that have an aggregate market value at least equal to the principal
amount of the demand note and a payment obligation pledged by a third party financial institution. The principal amount of the
demand note is payable upon demand by the holder, which creates a corresponding payment under the note issued by RGA
Americas. The note issued by RGA Americas bears interest at a rate equal to the rate on the corresponding demand note, plus an
amount representing fees payable to the applicable third party financial institution. Through December 31, 2018, no principal
payments have been received or are currently due on the demand note and, as a result, there was no payment obligation under the
note issued by RGA Americas. Accordingly, the notes are not reflected in the Company’s consolidated balance sheet or the table
below, as of that date.
Securitization Notes
In 2014, RGA’s subsidiary, Chesterfield Financial Holdings LLC, (“Chesterfield Financial”), issued $300.0 million of asset-backed
notes due December 2024 in a private placement. The notes were issued as part of an embedded value securitization transaction
covering a closed block of policies assumed by RGA Reinsurance and retroceded to Chesterfield Re. Proceeds from the notes,
along with a direct investment by the Company, were applied by Chesterfield Financial to (i) pay certain transaction-related
expenses, (ii) establish a reserve account owned by Chesterfield Financial and pledged to the indenture trustee for the benefit of
the holders of the notes (primarily to cover interest payments on the notes), and (iii) to fund an initial stock purchase from and
capital contribution to Chesterfield Re to capitalize Chesterfield Re and to finance the payment of a ceding commission by
Chesterfield Re to RGA Reinsurance under the retrocession agreement. As of December 31, 2018 and 2017, the Company held
deposits in trust of $13.5 million and $19.4 million, respectively, to cover interest payments on the notes, which are not available
to satisfy the general obligations of the Company. Interest on the notes accrues at an annual rate of 4.50%, payable quarterly, and
totaled $9.5 million, $11.3 million and $13.1 million in 2018, 2017 and 2016, respectively. The notes represent senior, secured
indebtedness of Chesterfield Financial. Limited support is provided by RGA for temporary potential liquidity events at Chesterfield
Financial and for temporary potential statutory capital and surplus events at Chesterfield Re. Otherwise, there is no legal recourse
to RGA or its other subsidiaries. The notes are not insured or guaranteed by any other person or entity.
The Company’s collateral finance and securitization notes consist of the following as of December 31, 2018 and 2017 (dollars in
thousands):
Timberlake Financial
RGA Barbados
Chesterfield Financial
Unamortized issuance costs
Total
2018
2017
368,207
$
131,602
185,700
(3,548)
681,961
$
411,951
159,100
217,800
(4,913)
783,938
$
$
146
Note 15 SEGMENT INFORMATION
The Company has geographic-based and business-based operational segments. Geographic-based operations are further segmented
into traditional and financial solutions businesses.
The U.S. and Latin America Traditional segment provides individual and group life and health reinsurance to domestic clients for
a variety of products through yearly renewable term agreements, coinsurance, and modified coinsurance. The U.S. and Latin
America Financial Solutions segment includes asset-intensive products that concentrate on the investment risk within underlying
annuities and corporate-owned life insurance policies, and financial reinsurance that assists ceding companies in meeting applicable
regulatory requirements while enhancing their financial strength and regulatory surplus position.
The Canada Traditional segment is primarily engaged in individual life reinsurance, and to a lesser extent creditor, group life and
health, critical illness and disability reinsurance, through yearly renewable term and coinsurance agreements. The Canada Financial
Solutions segment concentrates on assisting clients with longevity risk transfer structures within underlying annuities and pension
benefit obligations, and on assisting clients in meeting applicable regulatory requirements while enhancing their financial strength
and regulatory surplus position through financial reinsurance structures.
The Europe, Middle East and Africa Traditional segment provides individual and group life and health products through yearly
renewable term and coinsurance agreements, reinsurance of critical illness coverage that provides a benefit in the event of the
diagnosis of a pre-defined critical illness and underwritten annuities. The Europe, Middle East and Africa Financial Solutions
segment provides longevity, asset-intensive and financial reinsurance. Longevity reinsurance takes the form of closed block annuity
reinsurance and longevity swap structures.
The Asia Pacific Traditional segment provides individual and group life and health reinsurance, critical illness coverage, disability
and superannuation through yearly renewable term and coinsurance agreements. The Asia Pacific Financial Solutions segment
provides financial reinsurance, asset-intensive and certain disability and life blocks.
Corporate and Other revenues primarily include investment income from unallocated invested assets, investment related gains
and losses and service fees. Corporate and Other expenses consist of the offset to capital charges allocated to the operating segments
within the policy acquisition costs and other insurance income line item, unallocated overhead and executive costs, interest expense
related to debt, and the investment income and expense associated with the Company’s collateral finance and securitization
transactions and service business expenses. Additionally, Corporate and Other includes results from certain wholly-owned
subsidiaries, such as RGAx, and joint ventures that, among other activities, develop and market technology, and provide consulting
and outsourcing solutions for the insurance and reinsurance industries. In the past two years, the Company has increased its
investment and expenditures in this area in an effort to both support its clients and generate new future revenue streams.
The accounting policies of the segments are the same as those described in Note 2 – “Significant Accounting Policies and
Pronouncements.” The Company measures segment performance primarily based on profit or loss from operations before income
taxes. There are no intersegment reinsurance transactions and the Company does not have any material long-lived assets.
The Company allocates capital to its segments based on an internally developed economic capital model, the purpose of which is
to measure the risk in the business and to provide a basis upon which capital is deployed. The economic capital model considers
the unique and specific nature of the risks inherent in the Company’s businesses. As a result of the economic capital allocation
process, a portion of investment income is attributed to the segments based on the level of allocated capital. In addition, the
segments are charged for excess capital utilized above the allocated economic capital basis. This charge is included in policy
acquisition costs and other insurance expenses.
147
Information related to revenues, income (loss) before income taxes, interest expense, depreciation and amortization, and assets of
the Company’s operations are summarized below (dollars in thousands):
For the years ended December 31,
2018
2017
2016
Revenues:
U.S. and Latin America:
Traditional
Financial Solutions
Total
Canada:
Traditional
Financial Solutions
Total
Europe, Middle East and Africa:
Traditional
Financial Solutions
Total
Asia Pacific:
Traditional
Financial Solutions
Total
Corporate and Other
Total
For the years ended December 31,
Income (loss) before income taxes:
U.S. and Latin America:
Traditional
Financial Solutions
Total
Canada:
Traditional
Financial Solutions
Total
Europe, Middle East and Africa:
Traditional
Financial Solutions
Total
Asia Pacific:
Traditional
Financial Solutions
Total
Corporate and Other
Total
For the years ended December 31,
Interest expense:
Corporate and Other
Total
$
6,295,733
$
6,100,171
$
907,245
7,202,978
1,224,404
48,588
1,272,992
1,494,605
349,886
1,844,491
2,416,848
54,479
2,471,327
83,876
1,150,378
7,250,549
1,103,520
48,938
1,152,458
1,362,075
311,071
1,673,146
2,210,686
73,775
2,284,461
155,155
5,964,968
840,446
6,805,414
1,118,004
46,938
1,164,942
1,195,149
340,518
1,535,667
1,771,150
63,382
1,834,532
180,956
$
$
$
$
$
12,875,664
$
12,515,769
$
11,521,511
2018
2017
2016
286,410
$
373,434
$
250,478
536,888
112,308
9,576
121,884
55,119
196,387
251,506
177,501
(5,966)
171,535
(235,993)
401,584
775,018
120,218
16,643
136,861
70,486
123,514
194,000
148,786
13,130
161,916
(124,980)
371,101
283,380
654,481
134,705
7,945
142,650
30,059
138,007
168,066
113,928
4,063
117,991
(39,242)
845,820
$
1,142,815
$
1,043,946
2018
2017
2016
147,355
147,355
$
$
146,025
146,025
$
$
137,623
137,623
148
For the years ended December 31,
Depreciation and amortization:
U.S. and Latin America:
Traditional
Financial Solutions
Total
Canada:
Traditional
Financial Solutions
Total
Europe, Middle East and Africa:
Traditional
Financial Solutions
Total
Asia Pacific:
Traditional
Financial Solutions
Total
Corporate and Other
Total
2018
2017
2016
$
272,555
$
284,959
$
95,306
367,861
22,109
9
22,118
45,140
384
45,524
114,870
1,885
116,755
22,104
208,790
493,749
24,057
10
24,067
35,000
91
35,091
114,333
1,448
115,781
37,276
$
574,362
$
705,964
$
271,732
155,560
427,292
22,170
11
22,181
46,562
72
46,634
45,562
1,492
47,054
13,894
557,055
The table above includes amortization of DAC, including the effect from investment related gains and losses.
For the years ended December 31,
2018
2017
Assets:
U.S. and Latin America:
Traditional
Financial Solutions
Total
Canada:
Traditional
Financial Solutions
Total
Europe, Middle East and Africa:
Traditional
Financial Solutions
Total
Asia Pacific:
Traditional
Financial Solutions
Total
Corporate and Other
Total
$
19,235,781
$
19,870,388
39,106,169
4,200,792
154,000
4,354,792
3,643,174
4,737,529
8,380,703
5,680,978
1,180,745
6,861,723
5,831,858
18,603,423
15,959,206
34,562,629
4,161,452
126,372
4,287,824
3,099,495
5,274,993
8,374,488
4,915,442
1,198,585
6,114,027
7,175,850
$
64,535,245
$
60,514,818
Companies in which RGA has significant influence over the operating and financing decisions but are not required to be
consolidated, are reported on the equity basis of accounting. The equity in the net income of such investments is not material to
the results of operations or financial position of individual segments or the Company taken as a whole. Capital expenditures of
each reporting segment were immaterial in the periods noted.
No individual client generated 10% or more of the Company’s total gross premiums on a consolidated basis in 2018, 2017 and
2016. For the purpose of this disclosure, companies that are within the same insurance holding company structure are combined.
149
Note 16 POLICY CLAIMS AND BENEFITS
Liabilities for Unpaid Claims and Claim Expense
The Company uses several actuarial methods to compute incurred-but-not reported liabilities. These methods use historical claim
reporting patterns to develop a triangle of reported claim amounts. The claim triangle is then used to develop the ultimate claims
amount and the incurred-but-not reported liabilities. Expected claim methods use exposure data such as premiums to develop the
ultimate claim amount. The final method blends the estimates from the development and the expected claim methods. There were
no significant changes in methodologies during 2018.
The following tables provide information on incurred and paid claims development, net of retrocession, for short-duration
reinsurance contracts for the Company’s U.S. and Latin America and Asia Pacific Traditional segments, which primarily relate to
group life and health (including disability) business. The short-duration business for the Company’s other segments is immaterial.
Liabilities for claims and claims adjustment expenses, net of reinsurance equals total incurred claims less cumulative paid claims
plus outstanding liabilities prior to 2012.
The Company provides reinsurance on large quota share transactions. It is common industry practice for cedants to provide loss
information on a bulk basis without comprehensive claim details. Additionally, a claim under aggregate stop loss coverage may
be the result of thousands of claims, but the Company only pays the excess amount. Therefore, it is impractical to provide
meaningful claim count detail by accident year in the tables shown below.
U.S. and Latin America
(in thousands)
As of
December 31, 2018
Total of Incurred-but-
Not-Reported Liabilities
Plus Expected
Development on
Reported Claims
Accident
Year
2012
2013
2014
2015
2016
2017
2018
Accident
Year
2012
2013
2014
2015
2016
2017
2018
Incurred Claims and Allocated Claim Adjustments, Net of Reinsurance (1)
For the Years Ended December 31,
2012
2013
2014
2015
2016
2017
2018
$
322,579
$
309,119
$
297,037
$
298,262
$
299,098
$
297,688
$
296,717
$
349,262
332,907
407,953
338,977
411,373
459,524
336,552
396,383
460,917
500,843
336,436
397,151
465,167
499,785
485,442
336,323
396,010
461,947
500,725
513,722
538,456
Total
$ 3,043,900
—
24
272
1,505
4,885
27,190
234,548
Cumulative Paid Claims and Allocated Claim Adjustment Expense, Net of Reinsurance (1)
For the Years Ended December 31,
2012
2013
2014
2015
2016
2017
2018
$
109,323
$
222,139
$
243,890
$
252,018
$
258,297
$
263,565
$
268,073
114,457
248,828
128,813
277,130
304,578
146,196
285,817
337,081
360,658
184,940
292,067
349,078
407,282
392,517
189,853
297,126
356,026
422,102
436,892
402,759
182,560
Total
$ 2,365,538
All outstanding claims prior to 2012, net of reinsurance
178,024
Liabilities for claims and claim adjustment expense, net of reinsurance
$
856,386
(1) 2012-2017 Unaudited.
150
Asia Pacific
(in thousands)
Accident
Year
2012
2013
2014
2015
2016
2017
2018
Accident
Year
2012
2013
2014
2015
2016
2017
2018
Incurred Claims and Allocated Claim Adjustments, Net of Reinsurance (1)
For the Years Ended December 31,
2012
2013
2014
2015
2016
2017
2018
As of
December 31, 2018
Total of Incurred-but-
Not-Reported Liabilities
Plus Expected
Development on
Reported Claims
$
207,882
$
279,008
$
283,316
$
286,632
$
294,265
$
303,340
$
309,287
$
292,769
313,126
277,049
303,779
300,336
278,491
301,168
265,431
257,146
227,653
314,283
272,247
251,650
211,425
216,499
328,017
284,237
267,292
212,722
214,707
253,691
Total
$ 1,869,953
10,352
16,728
21,339
32,392
40,376
63,383
156,761
Cumulative Paid Claims and Allocated Claim Adjustment Expense, Net of Reinsurance (1)
For the Years Ended December 31,
2012
2013
2014
2015
2016
2017
2018
$
49,321
$
135,322
$
185,322
$
222,987
$
243,549
$
259,917
$
274,830
49,805
144,247
34,519
209,347
135,668
48,962
235,923
177,439
118,579
38,310
261,299
206,176
167,350
97,769
35,442
282,961
228,873
202,273
133,091
87,037
31,871
Total
$ 1,240,936
All outstanding claims prior to 2012, net of reinsurance
112,373
Liabilities for claims and claim adjustment expense, net of reinsurance
$
741,390
(1) 2012-2017 Unaudited.
The following is unaudited supplementary information about average historical claims duration as of December 31, 2018:
Average Annual Payout of Incurred Claims by Age, Net of Reinsurance
Years
1
2
3
4
5
6
7
U.S. and Latin America
Asia Pacific
34.7%
15.5%
41.9%
28.4%
8.6%
17.1%
2.9%
10.9%
1.9%
7.5%
1.6%
5.9%
1.5%
4.8%
151
Reconciliation of the Disclosure of Incurred and Paid Claims Development to the Liability for Unpaid Claims and Claims
Adjustment Expenses
The reconciliation of the net incurred and paid claims development tables to the liability for claims and claim adjustment expense
in the consolidated balance sheet as of December 31, 2018 is as follows (dollars in thousands):
Liabilities for claims and claim adjustment expense, net of reinsurance:
U.S. and Latin America
Asia Pacific
Liabilities for claims and claim adjustment expense, net of reinsurance
Adjustments to reconcile to total policy claims and future policy benefits:
Reinsurance recoverable
Effect of discounting
Unallocated claims adjustment expense
Total adjustments
Other short-duration contracts:
Canada
Europe, Middle East and Africa
Other
Liability for unpaid claims and claim adjustment expense - short-duration
Liability for unpaid claims and claim adjustment expense - long-duration
$
2018
856,386
741,390
1,597,776
16,121
(141,689)
5,907
(119,661)
128,831
383,936
177,416
2,168,298
4,416,370
Total liability for unpaid claims and claim adjustment expense (included in future policy benefits and other policy-related
balances)
$
6,584,668
Rollforward of Claims and Claim Adjustment Expenses
The liability for unpaid claims is reported in future policy benefits and other policy-related balances within the Company’s
consolidated balance sheet. Activity associated with unpaid claims is summarized below (dollars in thousands):
2018
2017
2016
Balance at beginning of year
Less: reinsurance recoverable
Net balance at beginning of year
Incurred:
Current year
Prior years
Total incurred
Payments:
Current year
Prior years
Total payments
Other changes:
Interest accretion
Foreign exchange adjustments
Total other changes
Net balance at end of year
Plus: reinsurance recoverable
Balance at end of year
$
5,896,469
$
5,180,802
$
(455,547)
5,440,922
10,048,866
131,181
10,180,047
(4,602,535)
(4,691,722)
(9,294,257)
24,802
(199,428)
(174,626)
6,152,086
432,582
(394,821)
4,785,981
8,911,640
14,364
8,926,004
(4,513,606)
(4,004,038)
(8,517,644)
19,443
227,138
246,581
5,440,922
455,547
$
6,584,668
$
5,896,469
$
4,977,836
(405,583)
4,572,253
8,562,036
(134,765)
8,427,271
(4,385,839)
(3,777,137)
(8,162,976)
18,151
(68,718)
(50,567)
4,785,981
394,821
5,180,802
Incurred claims related to prior years reflected in the table above, resulted in part from developed claims for prior years being
different than were anticipated when the liabilities for unpaid claims were originally estimated. These trends have been considered
in establishing the current year liability for unpaid claims.
152
Note 17 EQUITY
Common stock
The changes in number of common stock shares, issued, held in treasury and outstanding are as follows for the periods indicated:
Balance, December 31, 2015
Common Stock acquired
Stock-based compensation (1)
Balance, December 31, 2016
Common Stock acquired
Stock-based compensation (1)
Balance, December 31, 2017
Common Stock acquired
Stock-based compensation (1)
Balance, December 31, 2018
Issued
Held In Treasury
Outstanding
79,137,758
—
—
79,137,758
—
—
79,137,758
—
—
79,137,758
13,933,232
1,356,892
(454,868)
14,835,256
208,680
(358,273)
14,685,663
1,932,055
(294,328)
16,323,390
65,204,526
(1,356,892)
454,868
64,302,502
(208,680)
358,273
64,452,095
(1,932,055)
294,328
62,814,368
(1) Represents net shares issued from treasury pursuant to the Company’s stock-based compensation programs.
Common stock held in treasury
Common stock held in treasury is accounted for at average cost. Gains resulting from the reissuance of “Common stock held in
treasury” are credited to “Additional paid-in capital.” Losses resulting from the reissuance of “Common stock held in treasury”
are charged first to “Additional paid-in capital” to the extent the Company has previously recorded gains on treasury share
transactions, then to “Retained earnings.”
During 2017, RGA’s board of directors authorized and amended a share repurchase program, with no expiration date, to repurchase
up to $400.0 million of RGA’s outstanding common stock. In connection with this authorization, the board of directors terminated
all previously announced repurchase authorizations. The following table summarizes the Company’s current share repurchase
program activity for the years ended 2018 and 2017 (dollar amounts in thousands, except per share amounts):
Year of Repurchase
Shares Repurchased
Amount Paid
Average Per Share
2018
2017
Total
1,932,055
$
208,680
2,140,735
$
$
$
283,524
26,897
310,421
146.75
128.89
During 2016, RGA’s board of directors authorized and amended a share repurchase program, with no expiration date, to repurchase
up to $400.0 million of RGA’s outstanding common stock. During 2016, RGA repurchased 1,356,892 shares of common stock
under this program for $116.5 million.
On January 24, 2019, RGA’s board of directors authorized a share repurchase program for up to $400.0 million of RGA’s outstanding
common stock. The authorization was effective immediately and does not have an expiration date. In connection with this new
authorization, the board of directors terminated the stock repurchase authority granted in 2017.
The timing and amount of share repurchases are determined by management based upon market conditions and other considerations.
Factors could affecting the timing and amount of any future repurchases under the share repurchase authorization, include increased
capital needs of the Company due to changes in regulatory capital requirements, opportunities for growth and acquisitions, and
the effect of adverse market conditions on the segments.
153
Accumulated other comprehensive income (loss)
The following table presents the components of the Company’s other comprehensive income (loss) for the years ended
December 31, 2018, 2017 and 2016 (dollars in thousands):
For the year ended December 31, 2018:
Foreign currency translation adjustments:
Change arising during year
Foreign currency swap
Net foreign currency translation adjustments
Unrealized gains on investments:(1)
Unrealized net holding gains arising during the year
Less: Reclassification adjustment for net gains realized in net income
Net unrealized gains
Unrealized pension and postretirement benefits:
Net prior service cost arising during the year
Net gain arising during the period
Unrealized pension and postretirement benefits, net
Other comprehensive income (loss)
For the year ended December 31, 2017:
Foreign currency translation adjustments:
Change arising during year
Foreign currency swap
Net foreign currency translation adjustments
Unrealized gains on investments:(1)
Unrealized net holding gains arising during the year
Less: Reclassification adjustment for net gains realized in net income
Net unrealized gains
Change in unrealized OTTI on fixed maturity securities
Unrealized pension and postretirement benefits:
Net prior service cost arising during the year
Net gain arising during the period
Unrealized pension and postretirement benefits, net
Other comprehensive income (loss)
For the year ended December 31, 2016:
Foreign currency translation adjustments:
Change arising during year
Foreign currency swap
Net foreign currency translation adjustments
Unrealized gains on investments:(1)
Unrealized net holding gains arising during the year
Less: Reclassification adjustment for net gains realized in net income
Net unrealized gains
Change in unrealized OTTI on fixed maturity securities
Unrealized pension and postretirement benefits:
Net prior service cost arising during the year
Net gain arising during the period
Unrealized pension and postretirement benefits, net
Before-Tax Amount
Tax (Expense) Benefit
After-Tax Amount
$
(148,018) $
87,344
(60,674)
(1,834,656)
(122,221)
(1,712,435)
(947)
1,063
116
(759) $
(18,342)
(19,101)
393,653
25,720
367,933
182
(316)
(134)
(148,777)
69,002
(79,775)
(1,441,003)
(96,501)
(1,344,502)
(765)
747
(18)
(1,772,993) $
348,698
$
(1,424,295)
Before-Tax Amount
Tax (Expense) Benefit
After-Tax Amount
74,926
$
(47,953)
26,973
25,369
$
16,784
42,153
1,029,591
25,039
1,004,552
375
11,717
(10,587)
1,130
(313,729)
(7,011)
(306,718)
(131)
(4,095)
3,691
(404)
1,033,030
$
(265,100) $
100,295
(31,169)
69,126
715,862
18,028
697,834
244
7,622
(6,896)
726
767,930
Before-Tax Amount
Tax (Expense) Benefit
After-Tax Amount
$
$
$
$
39,925
$
(10,234)
29,691
(24,663) $
3,582
(21,081)
641,606
65,798
575,808
1,457
444
4,427
4,871
(180,448)
(23,029)
(157,419)
(510)
(149)
(1,623)
(1,772)
15,262
(6,652)
8,610
461,158
42,769
418,389
947
295
2,804
3,099
431,045
Other comprehensive income (loss)
$
611,827
$
(180,782) $
(1)
Includes cash flow hedges. See Note 5 for additional information on cash flow hedges.
154
A summary of the components of net unrealized appreciation (depreciation) of balances carried at fair value is as follows (dollars
in thousands):
For the years ended December 31,
Change in net unrealized appreciation (depreciation) on:
Fixed maturity securities available-for-sale
Other investments(1)
Effect on unrealized appreciation on:
Deferred policy acquisition costs
Net unrealized appreciation (depreciation)
2018
2017
2016
$
$
(1,759,230) $
20,187
26,608
987,570
$
25,577
(8,220)
(1,712,435) $
1,004,927
$
561,906
18,900
(3,541)
577,265
(1)
Includes cash flow hedges. See Note 5 for additional information on cash flow hedges.
The balance of and changes in each component of AOCI were as follows (dollars in thousands):
Accumulated
Currency
Translation
Adjustments
Unrealized
Appreciation
(Depreciation)
of Investments (1)
Pension and
Postretirement
Benefits
Accumulated
Other
Comprehensive
Income (Loss)
Balance, December 31, 2015
OCI before reclassifications
Amounts reclassified from AOCI
Deferred income tax benefit (expense)
Balance, December 31, 2016
OCI before reclassifications
Amounts reclassified from AOCI
Deferred income tax benefit (expense)
Adoption of new accounting standard
Balance, December 31, 2017
OCI before reclassifications
Amounts reclassified from AOCI
Deferred income tax benefit (expense)
Adoption of new accounting standard
$
(181,151) $
935,697
$
(46,262) $
29,691
—
(21,081)
(172,541)
26,973
—
42,153
17,065
(86,350)
(60,674)
—
(19,101)
(2,573)
646,887
(69,622)
(157,929)
1,355,033
1,039,387
(34,460)
(306,849)
147,550
2,200,661
(1,860,789)
148,354
367,933
—
(951)
5,822
(1,772)
(43,163)
(4,273)
5,403
(404)
(8,243)
(50,680)
(5,218)
5,334
(134)
—
Balance, December 31, 2018
$
(168,698) $
856,159
$
(50,698) $
708,284
675,627
(63,800)
(180,782)
1,139,329
1,062,087
(29,057)
(265,100)
156,372
2,063,631
(1,926,681)
153,688
348,698
(2,573)
636,763
(1)
Includes cash flow hedges of $8,788, $2,619 and $(2,496) as of December 31, 2018, 2017 and 2016, respectively. See Note 5 for additional information on
cash flow hedges.
155
The following table presents the amounts of AOCI reclassifications for the years ended December 31, 2018 and 2017 (dollars in
thousands):
Amount Reclassified from AOCI
Details about AOCI Components
2018
2017
Net unrealized investment gains (losses):
Net unrealized gains and losses on available-for-sale securities
Cash flow hedges - Interest rate
Cash flow hedges - Currency/Interest rate
Cash flow hedges - Forward bond purchase commitments
Deferred policy acquisition costs attributed to unrealized gains and
losses
Total
Provision for income taxes
Net unrealized gains (losses), net of tax
Amortization of defined benefit plan items:
Prior service cost (credit)
Actuarial gains/(losses)
Total
Provision for income taxes
Amortization of defined benefit plans, net of tax
Total reclassifications for the period
(1) See Note 5 for information on cash flow hedges.
(2) See Note 8 for information on deferred policy acquisition costs.
(3) See Note 10 for information on employee benefit plans.
Equity Based Compensation
$
$
$
$
$
Affected Line Item in
Statement of Income
25,039
(79)
380
900
Investment related gains (losses), net
(1)
(1)
(1)
(2)
(3)
(3)
8,220
34,460
(10,308)
24,152
971
(6,374)
(5,403)
1,891
(3,512)
(122,221) $
183
292
—
(26,608)
(148,354)
31,208
(117,146) $
$
971
(6,305)
(5,334)
1,176
(4,158) $
(121,304) $
20,640
The Company adopted the RGA Flexible Stock Plan (the “Plan”) in February 1993, as amended, and the Flexible Stock Plan for
Directors (the “Directors Plan”) in January 1997, as amended, (collectively, the “Stock Plans”). The Stock Plans provide for the
award of benefits (collectively “Benefits”) of various types, including stock options, stock appreciation rights (“SARs”), restricted
stock, performance shares, cash awards, and other stock-based awards, to key employees, officers, directors and others performing
significant services for the benefit of the Company or its subsidiaries. As of December 31, 2018, shares authorized for the granting
of Benefits under the Plan and the Directors Plan totaled 14,960,077 and 412,500 respectively. The Company uses treasury shares
or shares made available from authorized but unissued shares to support the future exercise of options or settlement of awards
granted under its stock plans.
Equity-based compensation expense of $30.1 million, $22.3 million, and $33.1 million related to grants or awards under the Stock
Plans was recognized in 2018, 2017 and 2016, respectively. Equity-based compensation expense is principally related to the
issuance of stock options, performance contingent restricted units, stock appreciation rights and restricted stock.
In general, options granted under the Plan become exercisable over vesting periods ranging from one to five years. Options are
generally granted with an exercise price equal to the stock’s fair value at the date of grant and expire 10 years after the date of
grant. There are no options outstanding under the Directors Plan during the periods presented. Information with respect to grants
under the Stock Plans follows.
Stock Options
The following table presents a summary of stock option activity:
Outstanding December 31, 2017
Granted
Exercised
Forfeited
Outstanding December 31, 2018
Options exercisable
Number of Options
Weighted-Average
Exercise Price
Aggregate Intrinsic
Value (in millions)
2,309,769
164,889
$
$
(286,874) $
(17,341) $
$
2,170,443
1,633,182
$
75.17
150.87
59.45
119.63
82.65
73.09
$
$
126.7
110.1
The intrinsic value of options exercised was $25.6 million, $42.1 million, and $41.4 million for 2018, 2017 and 2016, respectively.
156
43.97
58.26
60.24
78.48
102.00
73.09
1.58%
1.69%
28.1%
7.0
93.53
24.52
Range of Exercise Prices
$0.00 - $49.99
$50.00 - $59.99
$60.00 - $69.99
$70.00 - $79.99
$90.00 +
Totals
Options Outstanding
Options Exercisable
Number
Outstanding as
of 12/31/2018
Weighted-Average
Remaining
Contractual Life (years)
Weighted-
Average Exercise
Price
Number
Exercisable as of
12/31/2018
Weighted-Average
Exercise Price
163,805
775,518
839
159,593
1,070,688
2,170,443
0.9
3.5
4.2
5.2
7.4
5.3
$
$
$
$
$
$
43.97
58.26
60.24
78.48
106.87
82.65
163,805
775,518
839
159,593
533,427
1,633,182
$
$
$
$
$
$
The following table presents the weighted average assumptions used to determine the fair value of stock options issued:
For the years ended December 31,
2018
2017
2016
Dividend yield
Risk-free rate of return
Expected volatility
Expected life (years)
1.33%
2.79%
21.4%
7.0
1.26%
2.32%
22.8%
7.0
Weighted average exercise price of stock options granted
Weighted average fair value of stock options granted
$
$
150.87
36.31
$
$
129.72
31.57
$
$
The Black-Scholes model was used to determine the fair value recognized in the financial statements of stock options that have
been granted. The Company used daily historical volatility when calculating stock option values. The benchmark rate is based on
observed interest rates for instruments with maturities similar to the expected term of the stock options. Dividend yield is determined
based on historical dividend distributions compared to the price of the underlying common stock as of the valuation date and held
constant over the life of the stock options. The Company estimated expected life using the historical average years to exercise or
cancellation.
Performance Shares
Performance shares, also referred to as performance contingent units (“PCUs”), are units that, if they vest, are multiplied by a
performance factor to produce a number of final PCUs that are paid in the Company’s common stock. Each PCU represents the
right to receive up to two shares of Company common stock, depending on the results of certain performance measures over a
three-year period. The compensation expense related to the PCUs is recognized ratably over the requisite performance period.
Performance shares are accounted for as equity awards, but are not credited with dividend-equivalents for actual dividends paid
on the Company’s common stock during the performance period.
Restricted Stock Units
In general, restricted stock units (“RSUs”) become payable at the end of a three- or ten-year vesting period. Each RSU, if they
vest, represents the right to receive one share of Company common stock. RSUs awarded under the plan generally have no strike
price and are included in the Company’s shares outstanding.
The following table presents a summary of Performance Share and Restricted Stock Unit activity:
Outstanding December 31, 2017
Granted
Paid
Forfeited
Outstanding December 31, 2018
Performance
Contingent Units
Restricted Stock
Units
463,259
110,042
(170,080)
(7,350)
395,871
77,358
20,393
(28,023)
(2,729)
66,999
During 2018, the Company issued 110,042 PCUs to key employees at a weighted average fair value per unit of $150.87. In May
2018 and May 2017, RGA’s board of directors approved a 1.07 and 0.75 share payout for each PCU granted in 2016 and 2015,
resulting in the issuance of 170,080 and 137,083 shares of common stock from treasury, respectively.
As of December 31, 2018, the total compensation cost of non-vested awards not yet recognized in the financial statements was
$24.7 million. It is estimated that these costs will vest over a weighted average period of 1.4 years.
The majority of the awards granted each year under the board-approved incentive compensation package and Directors Plan are
made in the first quarter of each year.
157
Note 18 QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
Years Ended December 31,
(in thousands, except per share data)
2018
Total Revenues
Total benefits and expenses
Income before income taxes
Net Income
Earnings Per Share:
Basic earnings per share
Diluted earnings per share
2017
Total Revenues
Total benefits and expenses
Income before income taxes
Net Income
Earnings Per Share:
Basic earnings per share
Diluted earnings per share
$
$
$
$
First
Second
Third
Fourth
3,173,707
$
3,195,908
$
3,227,531
$
3,035,782
137,925
100,230
2,948,620
247,288
204,374
2,904,870
322,661
301,199
$
1.55
1.52
$
3.19
3.13
$
4.76
4.68
3,278,518
3,140,572
137,946
110,039
1.75
1.72
First
Second
Third
Fourth
3,008,740
$
3,129,276
$
3,145,310
$
2,800,896
207,844
145,512
2,789,961
339,315
232,190
2,805,148
340,162
227,591
$
2.26
2.22
$
3.60
3.54
$
3.53
3.47
3,232,443
2,976,949
255,494
1,216,888
18.89
18.49
Note 19 SUBSEQUENT EVENT
On January 24, 2019, RGA’s board of directors authorized a share repurchase program for up to $400.0 million of RGA’s outstanding
common stock. The authorization was effective immediately and does not have an expiration date. Repurchases would be made
in accordance with applicable securities laws and would be made through market transactions, block trades, privately negotiated
transactions or other means or a combination of these methods, with the timing and number of shares repurchased dependent on
a variety of factors, including share price, corporate and regulatory requirements and market and business conditions. Repurchases
may be commenced or suspended from time to time without prior notice. In connection with this new authorization, the board of
directors terminated the stock repurchase authority granted in 2017.
158
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
Reinsurance Group of America, Incorporated
Chesterfield, Missouri
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Reinsurance Group of America, Incorporated and subsidiaries
(the "Company") as of December 31, 2018 and 2017, and the related consolidated statements of income, comprehensive income,
stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2018, and the related notes, and
the schedules listed in the Index at Item 15 (collectively referred to as the “financial statements”). In our opinion, the financial
statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, and
the results of its operations and its cash flows for each of the three years in the period ended December 31, 2018, in conformity
with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Company's internal control over financial reporting as of December 31, 2018, based on the criteria established in
Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission and our report dated February 27, 2019 expressed an unqualified opinion on the Company's internal control over
financial reporting.
Basis for Opinion
These consolidated financial statements and financial statement schedules are the responsibility of the Company's management.
Our responsibility is to express an opinion on the financial statements and financial statement schedules based on our audits. We
are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in
accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission
and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error
or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial
statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ DELOITTE & TOUCHE LLP
St. Louis, Missouri
February 27, 2019
We have served as the Company’s auditor since 2000.
159
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
None.
Item 9A. CONTROLS AND PROCEDURES
The Chief Executive Officer and the Chief Financial Officer have evaluated the effectiveness of the design and operation
of the Company’s disclosure controls and procedures as defined in Exchange Act Rule 13a-15(e) as of the end of the period covered
by this report. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that these disclosure
controls and procedures were effective.
There was no change in the Company’s internal control over financial reporting as defined in Exchange Act Rule 13a-15(f)
during the quarter ended December 31, 2018, that has materially affected, or is reasonably likely to materially affect, the Company’s
internal control over financial reporting.
Management’s Annual Report on Internal Control Over Financial Reporting
Management of the Company is responsible for establishing and maintaining adequate internal control over financial
reporting. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits
and related costs of control procedures. The objectives of internal control include providing management with reasonable, but not
absolute, assurance that assets are safeguarded against loss from unauthorized use or disposition, and that transactions are executed
in accordance with management’s authorization and recorded properly to permit the preparation of consolidated financial statements
in conformity with accounting principles generally accepted in the United States of America.
Financial management has documented and evaluated the effectiveness of the internal control of the Company as of
December 31, 2018 pertaining to financial reporting in accordance with the criteria established in “Internal Control – Integrated
Framework (2013)” by the Committee of Sponsoring Organizations of the Treadway Commission.
In the opinion of management, the Company maintained effective internal control over financial reporting as of
December 31, 2018.
Deloitte & Touche LLP, an independent registered public accounting firm, has issued an attestation report on the
effectiveness of the Company’s internal control over financial reporting.
160
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
Reinsurance Group of America, Incorporated
Chesterfield, Missouri
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Reinsurance Group of Americas Incorporated and subsidiaries
(the “Company”) as of December 31, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued
by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained,
in all material respects, effective internal control over financial reporting as of December 31, 2018, based on criteria established
in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the consolidated financial statements as of and for the year ended December 31, 2018, of the Company and our report
dated February 27, 2019, expressed an unqualified opinion on those consolidated financial statements and financial statement
schedules.
Basis of Opinion
The Company’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 are a public accounting firm registered with the PCAOB and are required to be independent
with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the
Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. 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, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and
performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable
basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
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.
/s/ DELOITTE & TOUCHE LLP
St. Louis, Missouri
February 27, 2019
161
Item 9B. OTHER INFORMATION
None.
Part III
Item 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
Information with respect to Directors of the Company is incorporated by reference to the Proxy Statement under the
captions “Nominees and Continuing Directors” and “Section 16(a) Beneficial Ownership Reporting Compliance”. The Proxy
Statement will be filed pursuant to Regulation 14A within 120 days of the end of the Company’s fiscal year.
Executive Officers
The following is certain additional information concerning each individual who is an executive officer of the Company
or its primary U.S.-based operating subsidiary, RGA Reinsurance Company.
John W. Hayden, 52, is Senior Vice President, Controller. Mr. Hayden joined the Company in March 2000 and held the
position of Vice President, SEC Reporting and Investor Relations prior to his current role. Before coming to RGA, Mr. Hayden
served in a finance position at General American Life Insurance Company and prior to that position, he was a senior manager at
KPMG LLP, in the financial services audit practice, specializing in the insurance industry. Mr. Hayden also serves as a director
and officer of several RGA subsidiaries.
William L. Hutton, 59, is Executive Vice President, General Counsel and Secretary of the Company. He is responsible
for legal services provided throughout the RGA enterprise. Mr. Hutton joined the Company in 2001 and held several positions in
the legal function before becoming General Counsel in 2011. Prior to joining the Company, he served as counsel at General
American Life Insurance Company and was in private practice with two law firms in St. Louis, Missouri. Mr. Hutton also serves
as an officer of several RGA subsidiaries.
Todd C. Larson, 55, is Senior Executive Vice President, Chief Financial Officer. He is also a member of the Company’s
Executive Committee. Mr. Larson joined the Company in May 1995 as Controller and held several positions in the finance
function, including the position of Executive Vice President, Corporate Finance and Treasurer, before becoming Global Chief
Risk Officer in July 2014. Mr. Larson assumed the role of Chief Financial Officer in May 2016. Mr. Larson previously was
Assistant Controller at Northwestern Mutual Life Insurance Company from 1994 through 1995 and prior to that position was an
accountant for KPMG LLP from 1985 through 1993. Mr. Larson also serves as a director and officer of several RGA subsidiaries.
John P. Laughlin, 64, is Executive Vice President of Global Financial Solutions (“GFS”). He is also a member of the
Company’s Executive Committee. Mr. Laughlin joined the Company in 1995 through a joint venture acquisition that ultimately
became RGA Financial Group, L.L.C. Mr. Laughlin heads the Company’s GFS unit, which is responsible for all of RGA’s financial
reinsurance, asset-intensive reinsurance and bulk longevity business worldwide. Prior to joining the Company, Mr. Laughlin
worked at ITT Financial Corporation and Liberty Financial Management. Mr. Laughlin also serves as a director and officer of
several RGA subsidiaries.
Anna Manning, 60, is President and Chief Executive Officer of the Company. She is also a member of the Company’s
Executive Committee. Prior to her current role, Ms. Manning held the position of Senior Executive Vice President, Structured
Solutions, which includes the Company’s Global Financial Solutions and Global Acquisitions businesses. Ms. Manning joined
the Company in 2007 as Executive Vice President and Chief Operating Officer for RGA International Corporation, followed by
four years as Executive Vice President of U.S. Markets. Prior to joining the Company, Ms. Manning spent 19 years in actuarial
consulting at Tillinghast Towers Perrin, following an actuarial career in the Canadian marketplace at Manulife Financial from
1981 through 1988. She is a Fellow of the Canadian Institute of Actuaries (“FCIA”), and a Fellow of the Society of Actuaries
(“FSA”).
Timothy Matson, 60, is Executive Vice President, Chief Investment Officer. He is also a member of the Company’s
Executive Committee. Mr. Matson joined the Company in August, 2014 and is responsible for directing RGA’s investment policy
and strategy, and for managing the company’s global asset portfolio. Before joining the Company, he held investment management
positions with Aetna and ING, in both the U.S. and Asia, and was the Chief Investment Officer of Cathay Conning Asset Management
(“CCAM”), a joint venture based in Hong Kong. He is a Chartered Financial Analyst and a member of the CFA Society of St.
Louis. Mr. Matson also serves as a director and officer of several RGA subsidiaries.
Alain Néemeh, 51, is Senior Executive Vice President, Chief Operating Officer. He is also a member of the Company’s
Executive Committee. Prior to his current role, Mr. Néemeh was Senior Executive Vice President, Global Life and Health, a
position he held since 2015. From 2006 to 2014, Mr. Néemeh was President and Chief Executive Officer of RGA Life Reinsurance
162
Company of Canada (“RGA Canada”). In addition, from 2012, Mr. Néemeh had executive responsibility for the Company’s
Australia and New Zealand operations. Prior to 2006, he served as Executive Vice President, Operations, and Chief Financial
Officer of RGA Canada from 2001, having joined the finance area in 1997 from KPMG LLP, where he provided audit and other
services to a variety of clients in the financial services, manufacturing and retail sectors. Mr. Néemeh also serves as a director and
officer of several RGA subsidiaries.
Jonathan Porter, 48, is Executive Vice President and Global Chief Risk Officer. He is also a member of the Company’s
Executive Committee. Mr. Porter is responsible for the Company’s global enterprise risk management and corporate pricing
oversight. Prior to his current role, Mr. Porter previously served in positions of Senior Vice President, Global Analytics and In-
Force Management and Chief Pricing Actuary of International Markets. Before joining the Company in 2008, Mr. Porter worked
for Manulife Financial as Chief Financial Officer, U.S. Life Insurance. Mr. Porter holds FSA and FCIA designations. Mr. Porter
also serves as a director and officer of several RGA subsidiaries.
Corporate Governance
The Company has adopted a Principles of Ethical Business Conduct (the “Principles”), a Directors’ Code of Conduct
(the “Directors’ Code”), and a Financial Management Code of Professional Conduct (the “Financial Management Code”). The
Principles apply to all employees and officers of the Company and its subsidiaries. The Directors’ Code applies to directors of the
Company and its subsidiaries. The Financial Management Code applies to the Company’s chief executive officer, chief financial
officer, corporate controller, primary financial officers in each business unit, and all professionals in finance and finance-related
departments. The Company intends to satisfy its disclosure obligations under Item 5.05 of Form 8-K by posting on its website
information about amendments to, or waivers from a provision of the Financial Management Code that applies to the Company’s
chief executive officer, chief financial officer, and corporate controller. Each of the three Codes described above is available on
the Company’s website at www.rgare.com.
Also available on the Company’s website are the following other items: Corporate Governance Guidelines, Audit
Committee Charter, Compensation Committee Charter, Nominating and Governance Committee Charter and Finance, Investment
and Risk Management Committee Charter (collectively “Governance Documents”).
The Company will provide without charge upon written or oral request, a copy of any of the Codes of Conduct or
Governance Documents. Requests should be directed to Investor Relations, Reinsurance Group of America, Incorporated, 16600
Swingley Ridge Road, Chesterfield, MO 63017, by electronic mail (investrelations@rgare.com) or by telephone (636-736-2068).
In accordance with the Securities Exchange Act of 1934, the Company’s board of directors has established a standing
audit committee. The board of directors has determined, in its judgment, that all of the members of the audit committee are
independent within the meaning of SEC regulations and the listing standards of the New York Stock Exchange (“NYSE”). The
board of directors has determined, in its judgment, that all member of the Audit Committee (Messrs. Boot, Danahy and Gauthier
and Ms. Guinn and McNeilage) are qualified as audit committee financial experts within the meaning of SEC regulations and the
board has determined that each of them has accounting and related financial management expertise within the meaning of the
listing standards of the NYSE. The audit committee charter provides that members of the audit committee may not simultaneously
serve on the audit committee of more than two other public companies unless such member demonstrates that he or she has the
ability to devote the time and attention that are required to serve on multiple audit committees.
Additional information with respect to Directors and Executive Officers of the Company is incorporated by reference to
the Proxy Statement under the captions “Nominees and Continuing Directors”, “Board of Directors and Committees”, and “Section
16(a) Beneficial Ownership Reporting Compliance.”
163
Item 11. EXECUTIVE COMPENSATION
Information on this subject is found in the Proxy Statement under the captions “Compensation Discussion and Analysis”,
“Executive Compensation,” “Compensation Committee Report” and “Director Compensation” and is incorporated herein by
reference. The Proxy Statement will be filed pursuant to Regulation 14A within 120 days of the end of the Company’s fiscal year.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDERS MATTERS
Information of this subject is found in the Proxy Statement under the captions “Securities Ownership of Directors,
Management and Certain Beneficial Owners”, and is incorporated herein by reference. The Proxy Statement will be filed pursuant
to Regulations 14A within 120 days of the end of the Company’s fiscal year.
The following table summarizes information regarding securities authorized for issuance under equity compensation
plans:
Number of securities to be issued
upon exercise of outstanding
options, warrants and rights
Weighted-average exercise
price of outstanding options,
warrants and rights
Number of securities remaining
available for future issuance
under equity compensation plans
(excluding securities reflected in
column (a))
Plan Category
(a)
(b)
(c)
Equity compensation plans approved by
security holders
Equity compensation plans not approved by
security holders
Total
2,671,971 (1)
—
2,671,971 (1)
$82.65 (2) (3)
—
$82.65 (2) (3)
2,100,532 (4)
—
2,100,532 (4)
(1)
Includes the number of securities to be issued upon exercises under the following plans: Flexible Stock Plan - 2,633,313; and Phantom Stock Plan for
Directors – 38,658.
(2) Does not include 395,871 performance contingent units outstanding under the Flexible Stock Plan or 38,658 phantom units outstanding under the Phantom
Stock Plan for Directors because those securities do not have an exercise price (i.e. a unit is a hypothetical share of Company common stock with a value
equal to the fair market value of the common stock).
(3) Reflects the blended weighted-average exercise price of outstanding options under the Flexible Stock Plan $82.65.
(4)
Includes the number of securities remaining available for future issuance under the following plans: Flexible Stock Plan– 2,004,923; Flexible Stock Plan
for Directors – 63,665; and Phantom Stock Plan for Directors – 31,944.
On January 24, 2019, RGA’s board of directors authorized a share repurchase program for up to $400.0 million of RGA’s
outstanding common stock. The authorization was effective immediately and does not have an expiration date. In connection
with this new authorization, the board of directors terminated the stock repurchase authority granted in 2017.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
Information on this subject is found in the Proxy Statement under the captions “Certain Relationships and Related Person
Transactions” and “Director Independence” and incorporated herein by reference. The Proxy Statement will be filed pursuant to
Regulation 14A within 120 days of the end of the Company’s fiscal year.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Information on this subject is found in the Proxy Statement under the caption “Ratification of Appointment of the
Independent Auditor” and incorporated herein by reference. The Proxy Statement will be filed pursuant to Regulation 14A within
120 days of the end of the Company’s fiscal year.
164
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)
1. Financial Statements
The following consolidated statements are included within Item 8 under the following captions:
Index
Consolidated Balance Sheets
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Statements of Stockholders’ Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm
2. Schedules, Reinsurance Group of America, Incorporated and Subsidiaries
Schedule
I
II
III
IV
V
Summary of Investments
Condensed Financial Information of the Registrant
Supplementary Insurance Information
Reinsurance
Valuation and Qualifying Accounts
Page
86
87
88
89
90
91-158
159
Page
166
167-168
169-170
171
172
All other schedules specified in Regulation S-X are omitted for the reason that they are not required, are not applicable,
or that equivalent information has been included in the consolidated financial statements, and notes thereto, appearing in Item 8.
3. Exhibits
See the Index to Exhibits on page 174.
Item 16. FORM 10-K SUMMARY
None.
165
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE I-SUMMARY OF INVESTMENTS-OTHER THAN
INVESTMENTS IN RELATED PARTIES
December 31, 2018
(in millions)
Type of Investment
Fixed maturity securities:
United States government and government agencies and authorities
State and political subdivisions
Foreign governments(2)
Public utilities
Mortgage-backed and asset-backed securities
All other corporate bonds
Total fixed maturity securities
Equity securities
Mortgage loans on real estate
Policy loans
Funds withheld at interest
Short-term investments
Other invested assets
Total investments
Amortized Cost
Estimated Fair Value
Amount at Which
Shown in the Balance
Sheets(1)
$
$
$
$
2,234
$
2,186
$
$
$
721
6,449
2,876
5,472
21,130
38,882
108
4,966
1,345
5,762
143
1,915
53,121
752
7,635
2,909
5,437
21,073
39,992
82
$
$
$
2,186
752
7,635
2,909
5,437
21,073
39,992
82
4,966
1,345
5,762
143
1,915
54,205
(1) Fixed maturity securities are classified as available-for-sale and carried at fair value.
(2)
Includes fixed maturities directly issued by foreign governments, supranational and foreign government-sponsored enterprises.
166
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE II—CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT
December 31,
(in thousands)
2018
2017
2016
CONDENSED BALANCE SHEETS
Assets:
Fixed maturity securities available-for-sale, at fair value
Short-term and other investments
Cash and cash equivalents
Investment in subsidiaries
Loans to subsidiaries
Other assets
Total assets
Liabilities and stockholders’ equity:
Long-term debt - unaffiliated(1)
Long-term debt - affiliated(2)
Other liabilities
Stockholders’ equity
Total liabilities and stockholders’ equity
CONDENSED STATEMENTS OF INCOME
Interest / dividend income(3)
Investment related gains (losses), net
Operating expenses
Interest expense
Income (loss) before income tax and undistributed earnings of subsidiaries
Income tax expense (benefit)
Net income (loss) before undistributed earnings of subsidiaries
Equity in undistributed earnings of subsidiaries
Net income
Other comprehensive income (loss)
Total comprehensive income
$
$
$
$
$
595,303
$
$
$
$
$
42,906
20,641
11,033,195
1,010,000
239,643
12,941,688
2,777,756
500,000
1,213,379
8,450,553
12,941,688
575,833
(5,392)
(35,912)
(181,364)
353,165
(37,294)
390,459
325,383
715,842
21,455
710,303
54,517
15,176
12,043,911
1,010,000
234,707
14,068,614
2,775,579
500,000
1,223,500
9,569,535
14,068,614
131,067
$
(5,187)
(20,517)
(177,417)
(72,054)
65,882
(137,936)
1,960,117
1,822,181
(7,672)
$
737,297
$
1,814,509
$
602,830
203
(20,742)
(168,924)
413,367
(23,911)
437,278
264,165
701,443
5,531
706,974
The condensed financial information of RGA (the “Parent Company”) should be read in conjunction with the consolidated financial statements of RGA and its
subsidiaries and the notes thereto (the “Consolidated Financial Statements”). These condensed unconsolidated financial statements reflect the results of operations,
financial position and cash flows for RGA. Investments in subsidiaries are accounted for using the equity method of accounting.
(1) Long-term debt - unaffiliated consists of the following:
$400 million 6.45% Senior Notes due 2019
$400 million 5.00% Senior Notes due 2021
$400 million 4.70% Senior Notes due 2023
$400 million 3.95% Senior Notes due 2026
$400 million 6.20% Subordinated Debentures due 2042
$400 million 5.75% Subordinated Debentures due 2056
$400 million Variable Rate Junior Subordinated Debentures due 2065
Subtotal
Unamortized debt issue costs
Total
2018
2017
$
399,941
$
399,466
399,289
399,987
400,000
400,000
398,674
2,797,357
(19,601)
$
2,777,756
$
399,873
399,245
399,138
399,987
400,000
400,000
398,670
2,796,913
(21,334)
2,775,579
Repayments of long-term debt—unaffiliated due over the next five years total $400,000 in 2019, $400,000 in 2021 and $400,000 in 2023.
(2) Long-term debt—affiliated in 2018 and 2017 and consists of $500,000 of subordinated debt issued to various operating subsidiaries.
(3)
Interest/dividend income includes $450,000 and $478,602 of cash dividends received from consolidated subsidiaries in 2018 and 2016, respectively. In 2017
there were no cash dividends received from consolidated subsidiaries.
167
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE II—CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT (continued)
December 31,
(in thousands)
CONDENSED STATEMENTS OF CASH FLOWS
Operating activities:
Net income
Equity in earnings of subsidiaries
Other, net
Net cash (used in) provided by operating activities
Investing activities:
Sales of fixed maturity securities available-for-sale
Purchases of fixed maturity securities available-for-sale
Repayments/issuances of loans to subsidiaries
Change in short-term investments
Change in other invested assets
Capital contributions to subsidiaries
Net cash (used in) provided by investing activities
Financing activities:
Dividends to stockholders
Purchases of treasury stock
Exercise of stock options, net
Net change in cash collateral for loaned securities
Principal payments on debt
Proceeds from unaffiliated long-term debt issuance
Debt issuance costs
Net cash (used in) provided by financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Supplementary information:
Cash paid for interest
Cash paid for income taxes, net of refunds
2018
2017
2016
$
715,842
$
1,822,181
$
(325,383)
36,754
427,213
482,324
(383,392)
—
—
44
(82,150)
16,826
(140,110)
(299,679)
3,459
(2,244)
—
—
—
(438,574)
5,465
15,176
20,641
176,236
93,000
$
$
$
$
$
$
(1,960,117)
57,677
(80,259)
514,508
(75,000)
40,000
—
125,506
(62,500)
542,514
(117,291)
(43,508)
7,292
(37,290)
(300,000)
—
—
(490,797)
(28,542)
43,718
15,176
185,554
8,248
$
$
$
701,443
(264,165)
(63,795)
373,483
228,383
(984,397)
20,000
102,508
(109,914)
(314,142)
(1,057,562)
(100,371)
(122,916)
15,321
105,093
—
799,984
(8,766)
688,345
4,266
39,452
43,718
169,860
1,500
168
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE III—SUPPLEMENTARY INSURANCE INFORMATION
(in thousands)
Deferred Policy
Acquisition Costs
As of December 31,
Future Policy Benefits and
Interest-Sensitive Contract
Liabilities
Other Policy Claims and
Benefits Payable
2018
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
2017
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
$
$
$
1,824,874
$
420,154
11,727,505
$
19,420,906
192,661
—
239,161
—
702,439
18,481
—
2,929,568
25,574
1,110,194
4,540,751
1,738,199
1,043,375
753,854
3,397,770
$
43,289,926
$
1,818,572
$
405,623
11,343,921
$
15,127,529
212,345
—
229,150
—
552,947
21,187
—
3,041,790
27,908
1,075,786
4,741,983
1,611,633
1,118,012
502,321
$
3,239,824
$
38,590,883
$
1,948,335
20,855
182,343
34,471
977,530
34,514
2,436,473
2,365
5,869
5,642,755
1,814,018
17,876
206,655
1,040
882,744
38,044
2,017,920
6,885
6,892
4,992,074
169
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE III—SUPPLEMENTARY INSURANCE INFORMATION (continued)
(in thousands)
2018
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
2017
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
2016
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
Premium Income
Net Investment
Income
Year ended December 31,
Policyholder
Benefits and
Interest Credited
Amortization of
DAC
Other Expenses (1)
$
5,533,256
$
729,757
$
5,130,795
$
180,407
$
27,203
706,624
442,071
108,697
1,024,021
43,372
1,423,199
195,333
2,296,435
866
91
199,412
1,334
66,242
133,855
95,521
40,729
165,051
847,828
36,808
1,233,458
116,492
1,885,355
39,726
11,600
13,097
—
26,915
—
92,231
1,691
—
698,121
105,999
251,171
2,204
179,113
37,007
261,761
19,028
308,269
$
$
$
$
10,543,776
$
2,138,525
$
9,744,133
$
423,038
$
1,862,673
5,356,321
$
728,073
$
4,842,412
$
191,725
$
23,683
778,473
458,368
185,280
901,976
38,229
1,301,640
163,720
2,053,029
2,419
113
189,018
5,115
55,511
123,258
91,675
34,529
148,999
757,912
29,639
1,096,211
153,874
1,635,728
40,467
6,346
12,426
—
20,570
—
91,477
1,388
—
692,600
105,146
212,964
2,656
174,808
33,683
334,695
18,790
273,789
9,841,130
$
2,154,651
$
9,020,957
$
502,866
$
1,849,131
5,249,571
$
699,833
$
4,717,850
$
177,255
$
24,349
631,097
333,107
133,501
928,642
38,701
1,140,062
180,271
1,681,505
5,428
342
178,927
2,692
50,301
125,282
83,049
23,648
117,057
707,428
36,275
999,005
178,014
1,345,951
37,976
2,460
10,621
—
33,795
—
24,597
1,423
—
698,762
90,458
265,250
2,718
132,290
24,497
286,674
19,920
217,738
$
9,248,871
$
1,911,886
$
8,358,066
$
381,192
$
1,738,307
(1)
Includes policy acquisition costs and other insurance expenses, excluding amortization of DAC. Also includes other operating expenses, interest expense,
and collateral finance and securitization expense.
170
2018
Life insurance in force
Premiums
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
2017
Life insurance in force
Premiums
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
2016
Life insurance in force
Premiums
U.S. and Latin America:
Traditional
Financial Solutions
Canada:
Traditional
Financial Solutions
Europe, Middle East and Africa:
Traditional
Financial Solutions
Asia Pacific:
Traditional
Financial Solutions
Corporate and Other
Total
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE IV—REINSURANCE
(in millions)
$
$
$
$
$
$
$
$
$
As of or for the Year ended December 31,
Gross Amount
Ceded to Other
Companies
Assumed from
Other Companies
Net Amounts
Percentage of
Amount Assumed
to Net
1,363
$
186,172
$
3,329,181
$
3,144,372
105.9%
6,095.4
22.5
1,070.9
43.4
1,423.1
338.8
2,346.2
0.9
0.1
11,341.3
3,297,275
5,936.2
19.4
940.1
38.2
1,310.0
288.5
2,107.5
2.4
0.1
10,642.4
3,062,525
5,834.0
63.0
965.1
38.7
1,146.9
264.4
1,731.8
5.4
0.3
10,049.6
$
$
$
$
$
$
$
5,533.3
27.2
1,024.0
43.4
1,423.2
195.3
2,296.4
0.9
0.1
10,543.8
110.2%
82.7
104.6
100.0
100.0
173.5
102.2
100.0
100.0
107.6
3,093,208
106.6%
5,356.3
23.7
902.0
38.2
1,301.7
163.7
2,053.0
2.4
0.1
9,841.1
110.8%
81.9
104.2
100.0
100.6
176.2
102.7
100.0
100.0
108.1
2,849,374
107.5%
5,249.6
24.4
928.6
38.7
1,140.1
180.3
1,681.5
5.4
0.3
9,248.9
111.1%
258.2
103.9
100.0
100.6
146.6
103.0
100.0
100.0
108.7
$
31.6
4.7
$
593.7
—
46.9
—
25.9
143.7
49.8
—
—
860.0
205,529
610.4
—
38.1
—
34.9
125.0
54.5
—
—
862.9
214,727
616.0
40.2
36.5
—
30.9
84.4
50.3
—
—
858.3
$
$
$
$
$
$
$
—
—
26.0
0.2
—
—
—
62.5
1,462
30.5
4.3
—
—
26.6
0.2
—
—
—
61.6
1,576
31.6
1.6
—
—
24.1
0.3
—
—
—
57.6
$
$
$
$
$
$
$
171
REINSURANCE GROUP OF AMERICA, INCORPORATED
SCHEDULE V—VALUATION AND QUALIFYING ACCOUNTS
(in millions)
Description
2018
Valuation allowance for deferred income taxes
Valuation allowance for mortgage loans
2017
Valuation allowance for deferred income taxes
Valuation allowance for mortgage loans
2016
Valuation allowance for deferred income taxes
Valuation allowance for mortgage loans
$
$
$
Additions
Balance at
Beginning of
Period
Charged to Costs
and Expenses
Charged to Other
Accounts
Deductions
Balance at End of
Period
226.9
$
9.4
133.4
$
7.7
127.1
$
6.8
(33.7) $
1.9
88.5
$
1.7
11.0
$
0.9
(12.1) $
—
10.6
$
—
(4.7) $
—
— $
—
5.6
—
$
— $
—
181.1
11.3
226.9
9.4
133.4
7.7
172
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
Reinsurance Group of America, Incorporated.
By:
/s/ Anna Manning
Anna Manning
President and Chief Executive Officer
Date: February 27, 2019
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons
on behalf of the registrant and in the capacities indicated on February 27, 2019.
Signatures
Title
/s/ J. Cliff Eason
J. Cliff Eason
/s/ Anna Manning
Anna Manning
February 27, 2019*
Chairman of the Board and Director
February 27, 2019
President, Chief Executive Officer and
Director
(Principal Executive Officer)
/s/ Arnoud W.A. Boot
February 27, 2019*
Director
Arnoud W.A. Boot
/s/ John F. Danahy
John F. Danahy
February 27, 2019*
Director
/s/ Christine R. Detrick
February 27, 2019*
Director
Christine R. Detrick
/s/ John J. Gauthier
John J. Gauthier
February 27, 2019*
Director
/s/ Patricia L. Guinn
February 27, 2019*
Director
Patricia L. Guinn
/s/ Alan C. Henderson
February 27, 2019*
Director
Alan C. Henderson
/s/ Hazel M. McNeilage
February 27, 2019*
Director
Hazel M. McNeilage
/s/ Frederick J. Sievert
February 27, 2019*
Director
Frederick J. Sievert
/s/ Stanley B. Tulin
February 27, 2019*
Director
Stanley B. Tulin
/s/ Steven C. Van Wyk
Steven C. Van Wyk
February 27, 2019*
Director
/s/ Todd C. Larson
February 27, 2019
Todd C. Larson
Senior Executive Vice President and Chief
Financial Officer (Principal Financial
and Accounting Officer)
*
By: /s/ Todd C. Larson
February 27, 2019
Todd C. Larson Attorney-in-fact
173
Exhibit
Number
Index to Exhibits
Description
3.1
3.2
4.1
4.2
4.3
4.4
4.5
4.6
4.7
4.8
4.9
4.10
4.11
Amended and Restated Articles of Incorporation, as amended by Amendment of Articles of
Incorporation, effective as of May 23, 2018, incorporated by reference to Exhibit 3.1 to Quarterly
Report on Form 10-Q for the period ended June 30, 2018, filed on August 3, 2018 (File No. 1-11848)
Amended and Restated Bylaws, effective as of May 23, 2018, incorporated by reference to Exhibit
3.2 to Current Report on Form 8-K filed on May 24, 2018 (File No. 1-11848)
Form of stock certificate for RGA’s common stock, incorporated by reference to Exhibit 4 to RGA’s
Registration Statement on Form 8-A filed on November 17, 2008 (File No. 1-11848)
Form of Senior Indenture between RGA and The Bank of New York, as Trustee, incorporated by
reference to Exhibit 4.1 to Registration Statement on Form S-3, filed on February 9, 2001, as
amended (File No. 333-55304) (the “Original S-3”)
Third Supplemental Senior Indenture, dated as of November 6, 2009, between RGA and The Bank of
New York Mellon Trust Company, N.A., as successor trustee to The Bank of New York, incorporated
by reference to Exhibit 4.2 to Current Report on Form 8-K filed on November 9, 2009 (File No.
1-11848)
Fourth Supplemental Senior Indenture, dated as of May 27, 2011, between RGA and The Bank of
New York Mellon Trust Company, N.A., as successor trustee to The Bank of New York, incorporated
by reference to Exhibit 4.2 to Current Report on Form 8-K filed on May 31, 2011 (File No. 1-11848)
Indenture, dated as of August 21, 2012, between RGA and The Bank of New York Mellon Trust
Company, N.A., as Trustee, incorporated by reference to Exhibit 4.1 to Current Report on Form 8-K
filed on August 21, 2012 (File No. 1-11848)
First Supplemental Indenture, dated as of August 21, 2012, between RGA and The Bank of New York
Mellon Trust Company, N.A., as Trustee, incorporated by reference to Exhibit 4.2 to Current Report
on Form 8-K filed on August 21, 2012 (File No. 1-11848)
Second Supplemental Indenture, dated as of September 24, 2013, between RGA and The Bank of
New York Trust Company, N.A., as Trustee, incorporated by reference to Exhibit 4.2 to Current
Report on Form 8-K filed on September 24, 2013 (File No. 1-11848)
Third Supplemental Indenture, dated as of June 8, 2016, between RGA and The Bank of New York
Mellon Trust Company, N.A., as Trustee, incorporated by reference to Exhibit 4.2 to Current Report
on Form 8-K filed on June 8, 2016 (File No. 1-11848)
Fourth Supplemental Indenture, dated as of June 8, 2016, between the Company and The Bank of
New York Mellon Trust Company, N.A., as Trustee, incorporated by reference to Exhibit 4.3 to
Current Report on Form 8-K filed on June 8, 2016 (File No. 1-11848)
Form of Junior Subordinated Indenture between RGA and The Bank of New York, as Trustee,
incorporated by reference to Exhibit 4.3 of the Original S-3 (File No. 333-55304)
Form of Second Supplemental Junior Subordinated Indenture between RGA and The Bank of New
York, as Trustee, incorporated by reference to Exhibit 4.2 to Current Report on Form 8-K filed on
December 9, 2005 (File No. 1-11848)
174
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
Credit Agreement, dated as of August 21, 2018, by and among RGA, the lenders named therein, U.S.
Bank National Association, as Administrative Agent, Swing Line Lender and L/C Issuer, Bank of
America, N.A.; JPMorgan Chase Bank, N.A.; and Wells Fargo Bank, National Association as Joint
Syndication Agents and Barclays Bank PLC; HSBC Bank USA, National Association; KeyBank
National Association; Mizuho Bank, Ltd.; MUFG Bank, Ltd.; Royal Bank of Canada; and Sumitomo
Mitsui Banking Corporation as Co-Documentation Agents, incorporated by reference to Exhibit 10.1
to Current Report on Form 8-K filed on August 22, 2018 (File No. 1-11848)
Letter of Credit Reimbursement Agreement, dated as of May 17, 2017, by and between RGA and
Crédit Agricole Corporate and Investment Bank, incorporated by reference to Exhibit 10.1 of Current
Report on Form 8-K filed May 19, 2017 (File No. 1-11848)
RGA Annual Bonus Plan, effective May 21, 2008, as amended and restated, incorporated by
reference to Exhibit 10.5 to Annual Report on Form 10-K for the fiscal year ended December 31,
2012, filed on March 1, 2013 (file No. 1-11848)*
RGA Flexible Stock Plan as amended and restated effective July 1, 1998 and as further amended by
Amendment on March 16, 2000, Second Amendment on May 28, 2003, Third Amendment on May
26, 2004, Fourth Amendment on May 23, 2007, Fifth Amendment on May 21, 2008, Sixth
Amendment on May 8, 2011, Seventh Amendment on May 18, 2011, and Eighth Amendment on
May 15, 2013, incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q for the
period ended June 30, 2013, filed on August 5, 2013 (File No. 1-11848)*
Form of RGA Flexible Stock Plan Non-Qualified Stock Option Agreement, incorporated by reference
to Exhibit 10.1 to Current Report on Form 8-K filed on September 10, 2004 (File No. 1-11848)*
Form of RGA Flexible Stock Plan Performance Contingent Share Agreement, incorporated by
reference to Exhibit 10.2 to Quarterly Report on Form 10-Q for the period ended March 31, 2012,
filed on May 7, 2012 (File No. 1-11848) *
Form of RGA Flexible Stock Plan Stock Appreciation Right Award Agreement, incorporated by
reference to Exhibit 10.1 to Current Report on Form 8-K filed on February 25, 2011 (File No.
1-11848)*
Form of RGA Flexible Stock Plan Stock Appreciation Right Award Agreement, incorporated by
reference to Exhibit 10.1 to Quarterly Report on Form 10-Q for the period ended March 31, 2012,
filed on May 7, 2012 (File No. 1-11848)*
RGA Flexible Stock Plan, as amended and restated effective May 23, 2017, incorporated by
reference to Exhibit 10.9 to Annual Report on Form 10-K for the fiscal year ended December 31,
2017, filed on February 27, 2018 (File No. 1-11848)*
Form of Performance Contingent Share Agreement under RGA Flexible Stock Plan, as amended and
restated effective May 23, 2017, incorporated by reference to Exhibit 10.1 to Quarterly Report on
Form 10-Q for the period ended March 31, 2018, filed on May 4, 2018 (File No. 1-11848)*
Form of Stock Appreciation Right Award Agreement under RGA Flexible Stock Plan, as amended
and restated effective May 23, 2017, incorporated by reference to Exhibit 10.2 to Quarterly Report on
Form 10-Q for the period ended March 31, 2018, filed on May 4, 2018 (File No. 1-11848)*
Form of Non-Qualified Stock Option Agreement under RGA Flexible Stock Plan, as amended and
restated effective May 23, 2017, incorporated by reference to Exhibit 10.1 to Quarterly Report on
Form 10-Q for the period ended June 30, 2018, filed on August 3, 2018 (File No. 1-11848)*
RGA Flexible Stock Plan for Directors, as amended and restated effective May 28, 2003,
incorporated by reference to Proxy Statement on Schedule 14A for the annual meeting of
shareholders on May 28, 2003, filed on April 10, 2003 (File No. 1-11848)*
175
10.14
10.15
10.16
10.17
10.18
10.19
10.20
10.21
10.22
10.23
10.24
10.25
21.1
23.1
24.1
RGA Flexible Stock Plan for Directors, as amended and restated effective May 23, 2017,
incorporated by reference to Exhibit 10.11 to Annual Report on Form 10-K for the fiscal year ended
December 31, 2017, filed on February 27, 2018 (File No. 1-11848)*
RGA Phantom Stock Plan for Directors, as amended effective January 1, 2003, incorporated by
reference to Proxy Statement on Schedule 14A for the annual meeting of shareholders on May 28,
2003, filed on April 10, 2003*
RGA Phantom Stock Plan for Directors, as amended and restated effective January 1, 2016,
incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q for the period ended
September 30, 2015 (File No. 1-11848), filed on November 4, 2015*
RGA Phantom Stock Plan for Directors, as amended and restated effective May 23, 2017,
incorporated by reference to Exhibit 10.14 to Annual Report on Form 10-K for the fiscal year ended
December 31, 2017, filed on February 27, 2018 (File No. 1-11848)*
Offer Letter, dated October 29, 2015, between RGA and Anna Manning, incorporated by reference to
Exhibit 10.1 to Current Report on Form 8-K filed on November 24, 2015 (File No. 1-11848)*
Form of Stock Appreciation Right Award Agreement, effective December 1, 2015, between RGA and
Anna Manning, incorporated by reference to Exhibit 10.2 to Current Report on Form 8-K filed on
November 24, 2015 (File No. 1-11848)*
Form of Stock Appreciation Right Award Agreement, effective December 1, 2015, between RGA and
Alain Néemeh, incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K filed on
November 24, 2015 (File No. 1-11848)*
RGA Reinsurance Company Augmented Benefit Plan, as amended, incorporated by reference to
Exhibit 10.20 to Annual Report on Form 10-K for the fiscal year ended December 31, 2017, filed on
February 27, 2018 (File No. 1-11848)*
RGA Reinsurance Company Executive Deferred Savings Plan, as amended, incorporated by
reference to Exhibit 10.21 to Annual Report on Form 10-K for the fiscal year ended December 31,
2017, filed on February 27, 2018 (File No. 1-11848)*
Canadian Supplemental Executive Retirement Plan for Executive Employees of RGA Life
Reinsurance Company of Canada, as amended and restated as of August 1, 2015, incorporated by
reference to Exhibit 10.22 to Annual Report on Form 10-K for the fiscal year ended December 31,
2017, filed on February 27, 2018 (File No. 1-11848)*
Directors’ Compensation Summary Sheet, incorporated by reference to Exhibit 10.23 to Annual
Report on Form 10-K for the fiscal year ended December 31, 2017, filed on February 27, 2018 (File
No. 1-11848)*
Form of Directors’ Indemnification Agreement, incorporated by reference to Exhibit 10.24 to Annual
Report on Form 10-K for the fiscal year ended December 31, 2017, filed on February 27, 2018 (File
No. 1-11848)*
Subsidiaries of RGA
Consent of Deloitte & Touche LLP
Powers of Attorney for Messrs. Boot, Danahy, Eason, Gauthier, Henderson, Sievert, Tulin and Van
Wyk and Mses. Detrick, Guinn and McNeilage
176
31.1
31.2
32.1
32.2
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
section 302 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
section 302 of the Sarbanes-Oxley Act of 2002
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
section 906 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
section 906 of the Sarbanes-Oxley Act of 2002
101.INS
XBRL Instance Document
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
* Represents a management contract or compensatory plan or arrangement required to be filed as an exhibit to this form pursuant
to Item 15 of this Report.
177
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Shareholder Information
Transfer Agent:
Computershare
P.O. Box 505000
Louisville, KY 40233
T 866-204-0209
http://www.computershare.com/investor
Independent Auditors:
Deloitte and Touche LLP
Annual Report on Form 10-K:
Reinsurance Group of America, Incorporated files with the
Securities and Exchange Commission an Annual Report
(Form 10-K).
Shareholders may obtain a copy of the Form 10-K without
charge by writing to:
Jeff Hopson
Senior Vice President – Investor Relations
Reinsurance Group of America, Incorporated
16600 Swingley Ridge Road
Chesterfield, Missouri 63017-1706
U.S.A.
Shareholders may contact us through our internet site at
http://www.rgare.com or may email us at
investrelations@rgare.com
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16600 Swingley Ridge Road
Chesterfield, Missouri 63017-1706 U.S.A.
www.rgare.com