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Any investor or adviser who relies on the products or services of the life insurance/annuity industry today should be aware that assessing the financial integrity of a company in that industry is more difficult now than in the past.

There are three reasons why: 

• Certain annuity issuers are investing high percentages of their surplus in high-risk, affiliated or opaque assets. 
• Certain life/annuity companies are reducing the costs of new business and the riskiness of new assets—or appearing to reduce them—by moving new assets and liabilities off their balance sheets through “reinsurance” with their own affiliates. 
• The types of reinsurance practiced by certain life/annuity companies— especially “modified coinsurance”—are not like yesterday’s arm’s length reinsurance between unaffiliated, independently capitalized reinsurers. These new types of reinsurance make the balance sheets of life/annuity companies less transparent.

Tom Gober

These trends are making it harder for agents, advisers, and investors to evaluate the financial strength and the trustworthiness of the life/annuity companies whose products they use.

That’s why I and my colleague developed the Transparency, Surplus and Risky-assets Ratio, or TSR Ratio. It establishes a new, easy-to-interpret benchmark that shows the relationship of a company’s higher-risk and off-balance sheet assets to its surplus. 

Let me explain.

We need to measure each life/annuity company’s holdings of high-risk, affiliated or opaque assets by its percentage of its surplus; not its total assets 

The National Association of Insurance Commissioners concedes that life/annuity companies hold more risky, illiquid investments today than they once did. But regulators tried to minimize the threat of higher risk investments. Using CLOs as an example, the NAIC said CLOs were 2.6% of life/annuity industry’s total assets. 

That figure offers false comfort. It obscures the fact that risky or illiquid investments are concentrated at a handful of private equity-led annuity issuers. More important, it obscures the fact that risky assets often constitute a dangerously high percentage of those companies’ surplus.  

The NAIC also downplays the increasing amount of affiliated assets that some companies are holding. When a life insurer buys an asset from (invests in) an asset management subsidiary of its own holding company, it’s difficult for outside analysts to evaluate the value or riskiness of the asset. Its price or risk hasn’t been determined in the public marketplace, but by sister firms.

 In 2021, for instance, Athene Annuity and Life of Iowa, the top seller of fixed indexed annuities, held $10.36 billion in stock and IOUs from affiliated companies—sister companies in the same holding company. In my opinion as a forensic accountant and certified fraud examiner, that amount of affiliated paper should be compared with Athene’s surplus of only $1.28 billion. 

If just 12% of their reported affiliated paper became un-collectable in an economic downturn, Athene’s surplus—its buffer against insolvency—would vanish. If one of Athene Annuity and Life’s affiliates were to come under financial stress and not be able to pay Athene back, the negative impact on the other affiliates could be similar to a general national market downturn. 

I don’t take issue with moderate risk-taking in an insurer’s investment portfolio. But if all of a company’s high-risk and affiliated and off-balance sheet reinsurance were compared to its surplus, its true financial strength would be more readily seen.  

Reinsurance ceded to affiliates within Athene Holding. Source: Tom Gober, June 15, 2022.

Certain companies are moving large portions of their new business “off-balance sheet” through reinsurance. This allows them to write more new business and invest in riskier assets than if the new business and risky assets stayed on their own balance sheets. 

If a life insurance company sold $4 billion in new annuities in one year with a surplus of only $250 million to support it, state insurance regulators would be concerned that the company might be taking on more new business than its balance sheet could safely support. 

But regulators are less likely to be alarmed if that company moves most of those sales off its balance sheet; the volume of new business suddenly looks more manageable. I call this “lulling” the regulators.

The US companies can dramatically reduce the surplus required for new liabilities (i.e., sales) and eliminate the penalties for holding riskier assets in its general account, by sending the new business to an affiliated reinsurer in a favorable jurisdiction. If they sent the business to an independent reinsurer, that reinsurer would demand top dollar for assuming the liabilities, and the transaction wouldn’t yield any great savings for the original issuer. Absent fraud, most transactions with independent reinsurers are generally arms-length or fair and reasonable.

So, many for-profit US companies do not use independent reinsurers. They use a friendlier affiliated or captive reinsurer in a jurisdiction like Bermuda, the Cayman Islands, Vermont, or Arizona. In these locations, because of differences in accounting standards, the required surplus and/or the risk-based penalties appear lower. In addition, the affiliated reinsurer might be less choosy when accepting risky assets in support of the liabilities, because they are all under common control and the savings all accrue to the same holding company.

Reinsurance in affiliated, unauthorized or offshore reinsurers is reducing the financial transparency of life/annuity companies, making it difficult for the public to determine the financial strength of annuity issuers.   

Leading issuers of FIAs today are using unorthodox types of  reinsurance to increase their ability to hold risky or affiliated assets and to increase their sales capacity without increasing their capital requirements. Virtually all the larger for-profit annuity carriers are engaged in medium to high levels of affiliated and offshore reinsurance; most of which I consider to be more for financial engineering than bona fide risk transfer. 

Reinsurance, done properly, can assist insurers in long-term planning and help avoid spikes in claims. In traditional reinsurance, the carrier “cedes” blocks of business liabilities (death claims, annuity payouts) to another independent company. That assuming company takes on current and future claims liabilities and stands ready to pay to the ceding company all claims made on those blocks of business. 

Unfortunately, some insurance executives have found ways to game the already complex and arcane reinsurance process. I consider these transactions of offloading liabilities (future death claims or annuity payouts) to be a greater risk to annuitants because of the complex, arcane and opaque nature of captive or offshore affiliated reinsurance. The magnitude of such opaque deals is troubling.  

Some carriers create domestic, affiliated captive reinsurers in jurisdictions such as Vermont or Arizona where their financial information is statutorily made confidential. This lets them fund their liabilities with far less assets than the ceding carrier itself would need to fund the same liabilities in their own state. Some cede or offload large amounts of liabilities to affiliate reinsurers in  “secrecy jurisdictions” like Bermuda, Barbados, the Cayman Islands, or even Malta. 

Typically, this strategy allows a form of regulatory or accounting arbitrage. A life insurer knows that if it can reinsure annuity business under Generally Accepted Accounting Principles in Bermuda, for example, instead of Statutory Accounting Principles (SAP) in Iowa or New York, it will enjoy certain advantages. Its required reserves for new liabilities might be smaller, penalties for holding risky assets might be lower, and the recognition of certain large expenses (such as commissions) might be spread over many years instead of in the current year actually paid.  

The TSR

Matt Zagula

To convert all of these factors into a metric that advisers and policyholders can use to distinguish low-risk, transparent annuity issuers from higher-risk, opaque annuity issuers,  I and a colleague, Matt Zagula of Smart Advisor Network, have turned the relationship between risky assets, offshore reinsurance, and surplus, to a single ratio: the TSR.

TSR stands for Transparency, Surplus and Riskier Assets. To calculate this metric, we add a company’s dollar amount of higher-risk, less-transparent investments plus its  dollar amount of higher-risk, less transparent ceded reinsurance and divide the sum by the surplus reported on the insurer’s annual statutory filing. The lower the ratio, the lower the exposure to excessive risks. We’ve seen TSR scores ranging from the lowest at 25% to the highest of 8,300%. 

With a TSR of 25, a company could write off the entire amount of higher risks and it would still have 75% of its surplus. But with a TSR of 8,300%, if only 1.6% of the higher risks had to be written down, the surplus would go to zero. 

Annuity carriers have seen their total assets skyrocket in recent years; so, too, have their liabilities. This has left them with even thinner surplus. The TSR ratio puts both asset and reinsurance risks in perspective by comparing them with surplus. The work necessary to arrive at the final TSR is complex and requires peeling back many layers of numbers, but our single ratio makes it easier for agents, advisers and investors to assess risks relative to surplus.

Tom Gober is a forensic accountant and certified fraud examiner based in Virginia.

© 2022 RIJ Publishing LLC.  

Answering Sen. Sherrod Brown’s March 2022 request for information about the impact of rising ownership of US life/annuity companies by private equity (PE) firms, the National Association of Insurance Commissioners (NAIC) Tuesday sent an 11-page response letter to Brown. Brown chairs the Senate Committee on Banking, Housing and Urban Affairs.

The NAIC is the national umbrella organization for the 50 state insurance commissioners who supervise the insurers that are domiciled in their states. While the NAIC sets certain standards of supervision, states vary significantly in their regulations and in the rigor of their oversight, with New York State often the most demanding. 

In the 14 years since the Great Financial Crisis, there’s been a surge of capital from powerful investment companies like Blackstone, Apollo, and KKR into the annuity business—all eager to manage the tens of billions of dollars in Americans’ savings that life/annuity companies hold.

These Wall Street firms have acquired life insurers, purchased blocks of annuity assets from life insurers, and assumed liabilities of defined benefit (DB) plans from major corporations. Life insurers and DB plan sponsors, weakened by low yields on their bond investments, often welcomed the capital and the investment management expertise that the asset managers provided. 

But the sometimes opaque financial and legal strategies that the asset managers use—including, for instance, the securitization of bundles of high risk loans and the transfer of liabilities to reinsurers in Bermuda—have worried some observers, including Federal Reserve economists who have published academic papers about  the potential added risks.

News of those concerns recently reached the Senate Banking, Housing and Urban Affairs Committee, which Brown chairs. In March, he sent letters to the NAIC and the Federal Insurance Office asking to be briefed on the matter. The NAIC’s response arrived on May 31, the deadline requested by Brown. 

The NAIC replied, accurately, that it has been tracking the PE firms’ influence in the life/annuity business. In its Tuesday letter to Brown, the NAIC met Brown’s inquiry with assurances that, in effect, there is nothing problematic about PE investment in the life/annuity industry that the commissioners aren’t already addressing or aren’t capable of properly regulating. 

“State insurance regulators are fully capable of assessing and managing the risks of these insurers, and there is nothing PE firms add to the playing field that changes this fact. It should provide you and the public comfort to know the state insurance regulatory system has already been working on many of the concerns that you and others have highlighted, and we possess the tools and resources to address these issues,” the letter said.

NAIC CEO Michael F. Consedine, president Dean L. Cameron of Idaho and three NAIC officials signed the letter. It focuses on life/annuity company solvency as the core issue. 

The question is whether PE-led life insurers, in search of yields that the Fed’s low interest-rate policy has denied them, are over-investing in risky assets that could make a life insurer fail during some future financial crisis. Such failures would threaten the retirement security of millions of Americans.

The risky assets include collateralized loan obligations (CLOs), which resemble the collateralized debt obligations (CDOs) at the center of the 2008 financial crisis. The NAIC letter to Brown conceded, “Some CLOs can carry more credit or liquidity risk or have greater complexity, and as demand for CLOs has increased, there is a potential that underwriting will weaken.”

But the NAIC sees no cause for alarm. “However, while the relative size of this asset class for the sector has been growing, it represents only 2.6% of total cash and invested assets at year-end 2020, and most of the investments held by the industry are of a higher quality. The NAIC has performed multi-scenario stress tests on industry CLO portfolios and closely monitors their performance.” 

But some followers of these matters were rankled by what they perceived as the letter’s “nothing to see here” tone. 

“The response is certainly no surprise,” said Tom Gober, a Virginia-based forensic accountant who has documented the tens of billions of dollars of annuity liabilities that a handful of PE-led annuity issuers have reinsured offshore, often with affiliated reinsurers. “The NAIC’s leaders apparently huddled around and threw a bunch of points at Brown that, in a vacuum, sound fine. But when you are familiar with the details, the letter is mainly fluff, and grossly inadequate. 

“For instance, the letter said that collateralized loan obligations equal only 2% of the life/annuity industry’s total assets,” he added. “If you quoted CLO exposure as a percentage of the private equity-led companies’ surplus, it would knock Sen. Brown’s socks off.” The surplus is the difference between the currrent market value of an insurance company’s investments and the estimated present value of what it owes policyholders. 

Gober, in collaboration with Pittsburgh-area insurance agent Matt Zagula, created a “Transparency, Surplus and Riskier Assets” (TSR) rating system. So far, private equity-led firms tend to show the highest TSR ratios, which Gober and Zagula consider a red flag for annuity buyers.  

The letter’s reassurances have already been interpreted as a polite rebuff to potential federal encroachment on the states’ regulatory turf. A headline the online trade publication, said, “NAIC Rejects Need for Federal Help with Private Equity-Owned Life Insurers.”

The turf battle over state versus federal regulation of insurance has a long history. In 1944, the Supreme Court ruled that the insurance industry, long regulated by the states, was appropriate for federal regulation under the commerce clause. But the industry rebelled, and the NAIC proposed a compromise, which was tweaked into the McCarran-Ferguson Act of 1945. 

The Act permitted the individual states to regulate the “business of insurance” within their borders. Crucially, the law also gave insurance companies exemption from federal anti-trust laws. But the act created some ambiguity by not defining the “business of insurance.” The Dodd-Frank Act of 2010 created the Federal Insurance Office to monitor the insurance sector, but not to regulate it. 

The line between the insurance business and the federally regulated investment business has never been well-defined, and it is arguably even less so today. Many former mutual insurance companies have converted to federally regulated stock companies. Waves of mergers and acquisitions have concentrated the sales of life insurance and annuities within a group of giant financial services firms who do both insurance and investment business. 

The line is particularly blurry in the arena where private equity-led or asset manager-led insurers sell annuities. PE firms specialize in managing the assets of life/annuity companies—that is, the investment of policyholder savings. The savings product that PE-led life/annuity companies most often sell to the public—the fixed indexed annuity—so resembles an investment that the Securities and Exchange Commission and the Department of Labor, in 2007 and 2016, respectively, have tried to wrap some regulation around it. Both times, the life insurance lobby rebuffed their efforts.

Today, the majority of the $73.5 billion in fixed indexed annuities sold in the US are sold by PE-led or PE-affiliated life/annuity companies like Athene, AIG, Fidelity and Guaranty Life, Global Atlantic, Sammons Financial Group, and Security Benefit Life. Their influence over the annuity industry has steadily grown.

In short, there is much more to be said about PE influence over the individual and group annuity businesses than the NAIC’s letter to Sen. Brown would lead the casual reader to suspect. The letter left many important questions unexplored and unanswered.  

© 2022 RIJ Publishing LLC. All right reserved.