Athene Holding Ltd 8-K, filed Aug 5, 2020
Athene Holding Ltd. (ATH-PA)
8-K
2020-08-05
For: 2020-08-05
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April 06, 2026
About this 8-K
Athene Holding Ltd filed this 8-K on August 5, 2020.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES SECURITIES AND EXCHANGE COMMISSION | ||||||||||
Washington, D.C. 20549 | ||||||||||
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 5, 2020
(Exact name of registrant as specified in its charter) | ||||||||||||||
(State or other jurisdiction of | (Commission file number) | (I.R.S. Employer | ||||||||||||
incorporation or organization) | Identification Number) | |||||||||||||
(441 ) 279-8400
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) | ||||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | ||||||||||||||
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||||||||||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||||||||||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||||||||||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||||||||||||
Securities registered pursuant to Section 12(b) of the Act: | |||||||||||
Title of each class | Trading Symbol | Name of each exchange on which registered | |||||||||
Depositary Shares, each representing a 1/1,000th interest in a | |||||||||||
Depositary Shares, each representing a 1/1,000th interest in a | |||||||||||
Depositary Shares, each representing a 1/1,000th interest in a | |||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On August 5, 2020, Athene Holding Ltd. (the “Company”) made available on its website a presentation setting forth an overview of the Company's collateralized loan obligation portfolio ("Investor Presentation"), a copy of which is furnished as Exhibit 99.1 hereto and is incorporated in this Item 7.01 by reference.
The foregoing information, including the Exhibits referenced in this Item 7.01, are being furnished pursuant to this Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ATHENE HOLDING LTD. | |
Date: August 5, 2020 | /s/ John L. Golden |
John L. Golden | |
Executive Vice President and General Counsel | |
2
• • • • • • • Note: As of June 30, 2020. 1 At Athene’s target Risk-Based Capital of 370%, Athene would need to hold an additional ~$535mm of capital. 2 Excess capital is presented net of future expected deployment to fund Jackson transaction announced in June 2020. Untapped debt capacity assumes capacity of 25% debt to capitalization and is subject to general availability and market conditions. 3
Insurance Solutions Group Note: As of June 30, 2020.
1 Apollo stake in Athene includes voting proxies granted to Apollo by two senior management employees of Athene and certain of its employees. 2 Reflects Athene’s gross invested assets as of June 30, 2020 as a percentage of Apollo’s credit assets under management (AUM) as of June 30, 2020.
• • – – • – – – – – Note: Net invested assets includes Athene's proportionate share of ACRA investments, based on Athene's economic ownership, but does not include the proportionate share of investments associated with the noncontrolling interest. 1 As of June 30, 2020. 2 As of June 30, 2020, including related parties and ACRA noncontrolling interest. 3 Intent-to-Sell impairments for the three months ended June 30, 2020, annualized. Calculated as a percentage of average net invested assets. 4 Other includes short-term investments and equity securities. 5 Net invested assets as of June 30, 2020.
✓ - ✓ ✓
1 As of June 30, 2020. 2 Relates to Athene’s primary insurance subsidiaries; represents ratings from AM Best, S&P, and Fitch. 3 Excess capital is presented net of future expected deployment to fund Jackson transaction announced in June 2020. 4 Includes pro forma excess equity capital of ~$3.0bn, untapped debt capacity of $2.5bn and $1.8bn of pro forma of undrawn third-party ACRA/ADIP capacity. Untapped debt capacity assumes capacity of 25% debt to capitalization and is subject to general availability and market conditions. Excess equity capital and undrawn third-party ACRA capacity are pro forma for expected capital deployment related to Jackson transaction. 5 Athene and peer metrics as of March 31, 2020. AA-/A+ Rated Peers include: PFG (A+), PRU (AA-), MET (AA-) and GL (A+). Peer data per SNL Financial. 6 Refers to adjusted debt-to-capital ratio. Peers include: AEL, AMP, FG, LNC, MET, PFG, PRU, RGA, and VOYA. 8
Note: Peer GAAP assets and ratings as of March 31, 2020. There is no guarantee that our target will be achieved in the future. 1 Ratings for primary insurance subsidiaries. 9
• ‒ ‒ • • ‒ ‒ • ‒ ‒ •
• ‒ • • 1 Source: CLO Trustee Reports aggregated by Kanerai. 2 Source: S&P / LCD. Allocation to CLOs in 2000 represents data from 2002 as CLOs were not broken out separately in 2000. 3 Other includes Loan Mutual Funds, Insurance Companies, and other investment funds.
• • Note: Attachment levels based on Athene’s weighted average portfolio. Spreads represent recent primary market CLO issuance.
• • ‒ • • ‒ 1 “Loss Rates” refer to default rate net of recoveries. Source: Moody’s The Performance of Moody’s structured finance ratings – Q2 2020 (July 2020). 2 Source: Moody’s Impairment and loss rates of structured finance securities: 2009-19 (May 2020). 3 Net of fees, based on market spreads to swap rates as of June 30, 2020 for a portfolio of CLOs with the same ratings profile as Athene’s existing CLO portfolio compared to corporate bonds with a 5-year duration and same ratings profile. 4 Source: NAIC, Intex, and Wall Street Research. 5 Data for leveraged loans is from JP Morgan and references data from and 1998 to 2019.
• • • • 1 As of June 30, 2020. 2 Credit Enhancement herein refers to par subordination or the amount of loss that can absorbed by the structure before impacting the owned tranche.
1 Credit Enhancement herein refers to par subordination or the amount of loss that can absorbed by the structure before impacting the owned tranche.
• • 1 As of June 30, 2020.
✓ ✓ ✓ Note: As of June 30, 2020.
• • Source: JP Morgan CLO Index
• • 1 Based on internal estimates. 2 Source: LCD, Intex, S&P, Moody’s, Wells Fargo Securities.
• • • Source: Historical default data from Moody’s. Historical recovery data from Moody’s for 2001 and 2008, and from S&P / LCD for 2020 YTD. Historical prepayment rates and reinvestment prices from S&P / LCD. Note: NAIC Special Report published June 18th, 2020 available here: https://www.naic.org/capital_markets_archive/special_report_200618.pdf 1. 1 Applied to Athene’s portfolio as of June 30, 2020. 2 Average default rate for historical data, peak default rate assumed during course of multi-year stress scenario for Athene and NAIC stress scenarios. 3 Average recovery rate for historical data, minimum recovery rate assumed during course of multi-year stress scenario for Athene and NAIC stress scenarios.
• • Note: NAIC Special Report published June 18th, 2020 available here: https://www.naic.org/capital_markets_archive/special_report_200618.pdf 1 Stress tests for the industry broadly-syndicated bank loan CLOs as reported in NAIC paper. 2 Stress test results on Athene’s portfolio represent illustrative impact determined by Apollo analysts by applying NAIC assumptions to only Athene’s portfolio of U.S. broadly-syndicated bank loan CLOs.
• • 1 Excess capital is presented net of future expected deployment to fund Jackson transaction announced in June 2020. Untapped debt capacity assumes capacity of 25% debt to capitalization and is subject to general availability and market conditions. 2 At Athene’s target Risk-Based Capital ratio of 370%, Athene would need ~$535mn of capital if every CLO was downgraded one notch and ~$700mn of capital if every CLO was downgraded two notches. 3 Percentage refers to amount of portfolio downgraded at least one notch. 4 Downgraded or on negative watch by any of S&P, Moody’s, or Fitch as of June 30, 2020.
December 31, 2019 June 30, 2020 Invested Asset Value1 % of Total Invested Asset Value1 % of Total CREDIT QUALITY OF CLOs – NAIC DESIGNATION 1 $ 5,796 56.7 % $ 7,312 61.0 % 2 4,257 41.6 % 4,548 38.0 % Non-rated2 — — % — — % Total investment grade 10,053 98.3 % 11,860 99.0 % 3 141 1.4 % 115 0.9 % 4 22 0.2 % 9 0.1 % 5 7 0.1 % — — % 6 — — % — — % Total below investment grade 170 1.7 % 124 1.0 % CLOs net invested assets $ 10,223 100.0 % $ 11,984 100.0 % CREDIT QUALITY OF CLOs – NRSRO DESIGNATION AAA/AA/A $ 5,796 56.7 % $ 7,312 61.0 % BBB 4,257 41.6 % 4,548 38.0 % Non-rated2 — — % — — % Total investment grade 10,053 98.3 % 11,860 99.0 % BB 141 1.4 % 115 0.9 % B 22 0.2 % 9 0.1 % CCC 7 0.1 % — — % CC and lower — — % — — % Total below investment grade 170 1.7 % 124 1.0 % CLOs net invested assets $ 10,223 100.0 % $ 11,984 100.0 % 1 Please refer to Non-GAAP Measure Reconciliations section for the reconciliation of total investments including related parties to net invested assets. 2 Securities denoted as non-rated by the NRSRO were classified as investment or non-investment grade according to the security’s respective NAIC designation. With respect to modeled LBaSS, the NAIC designation methodology differs in significant respects from the NRSRO ratings methodology.
