AMERICAN EQUITY INVESTMENT LIFE HOLDING CO - 10-Q - Management's Discussion and Analysis of Financial Condition and Results of Operations - Insurance News | InsuranceNewsNet

InsuranceNewsNet — Your Industry. One Source.™

Sign in
  • Subscribe
  • About
  • Advertise
  • Contact
Home Now reading Newswires
Topics
    • Advisor News
    • Annuity Index
    • Annuity News
    • Companies
    • Earnings
    • Fiduciary
    • From the Field: Expert Insights
    • Health/Employee Benefits
    • Insurance & Financial Fraud
    • INN Magazine
    • Insiders Only
    • Life Insurance News
    • Newswires
    • Property and Casualty
    • Regulation News
    • Sponsored Articles
    • Washington Wire
    • Videos
    • ———
    • About
    • Meet our Editorial Staff
    • Advertise
    • Contact
    • Newsletters
  • Exclusives
  • NewsWires
  • Magazine
  • Newsletters
Sign in or register to be an INNsider.
  • AdvisorNews
  • Annuity News
  • Companies
  • Earnings
  • Fiduciary
  • Health/Employee Benefits
  • Insurance & Financial Fraud
  • INN Exclusives
  • INN Magazine
  • Insurtech
  • Life Insurance News
  • Newswires
  • Property and Casualty
  • Regulation News
  • Sponsored Articles
  • Video
  • Washington Wire
  • Life Insurance
  • Annuities
  • Advisor
  • Health/Benefits
  • Property & Casualty
  • Insurtech
  • About
  • Advertise
  • Contact
  • Editorial Staff

Get Social

  • Facebook
  • X
  • LinkedIn
Newswires
Newswires RSS Get our newsletter
Order Prints
November 8, 2022 Newswires
Share
Share
Post
Email

AMERICAN EQUITY INVESTMENT LIFE HOLDING CO – 10-Q – Management's Discussion and Analysis of Financial Condition and Results of Operations

Edgar Glimpses
Management's discussion and analysis reviews our unaudited consolidated
financial position at September 30, 2022, and the unaudited consolidated results
of operations for the three and nine month periods ended September 30, 2022 and
2021, and where appropriate, factors that may affect future financial
performance. This analysis should be read in conjunction with our unaudited
consolidated financial statements and notes thereto appearing elsewhere in this
Form 10-Q, and the audited consolidated financial statements, notes thereto and
selected consolidated financial data appearing in our Annual Report on Form 10-K
for the year ended December 31, 2021. Interim operating results for the three
and nine months ended September 30, 2022 are not necessarily indicative of the
results expected for the entire year. Preparation of financial statements
requires use of management estimates and assumptions.

Cautionary Statement Regarding Forward-Looking Information


All statements, trend analysis and other information contained in this report
and elsewhere (such as in filings by us with the SEC, press releases,
presentations by us or management or oral statements) may contain
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, the Securities Act of 1933, as amended, or the
Securities Exchange Act of 1934, as amended. Forward-looking statements give
expectations or forecasts of future events and do not relate strictly to
historical or current facts. They may relate to markets for our products, trends
in our operations or financial results, strategic alternatives, future
operations, strategies, plans, partnerships, investments, share buybacks and
other financial developments. They use words and terms such as anticipate,
assume, believe, can, continue, could, enable, estimate, expect, foreseeable,
goal, improve, intend, likely, may, model, objective, opportunity, outlook,
plan, potential, project, remain, risk seek, should, strategy, target, will,
would, and other words and terms of similar meaning or that are otherwise tied
to future periods or future performance, in each case in all forms of speech and
derivative forms, or similar words, as well as any projections of future events
or results. Forward-looking statements, by their nature, are subject to a
variety of assumptions, risks, and uncertainties that could cause actual results
to differ materially from the results projected. Many of these risks and
uncertainties cannot be controlled by the Company. Factors that may cause our
actual decisions or results to differ materially from those contemplated by
these forward-looking statements include, among other things:

•  results differing from assumptions, estimates, and models.
•  interest rate condition changes.
•  investment losses or failures to grow as quickly as expected due to market,
credit, liquidity, concentration, default, and other risks.
•  option costs increases.
•  counterparty credit risks.
•  third parties service-provider failures to perform or to comply with legal or
regulatory requirements.
•  poor attraction and retention of customers or distributors due to
competitors' greater resources, broader array of products, and higher ratings.
•  information technology and communication systems failures or security
breaches.
•  credit or financial strength downgrades.
•  inability to raise additional capital to support our business and sustain our
growth on favorable terms.
•  U.S. and global capital market and economic deterioration due to major public
health issues, including the COVID-19 pandemic, political or social
developments, or otherwise.
•  failure to authorize and pay dividends on our preferred stock.
•  subsidiaries' inability to pay dividends or make other payments to us.
•  failure at reinsurance, investment management, or third-party capital
arrangements.
•  failure to prevent excessive risk-taking.
•  failure of policies and procedures to protect from operational risks.
•  increased litigation, regulatory examinations, and tax audits.
•  changes to laws, regulations, accounting, and benchmarking standards.
•  takeover or combination delays or deterrence by laws, corporate governance
documents, or change-in-control agreements.
•  effects of climate changes, or responses to it.
•  failure of efforts to meet environmental, social, and governance standards
and to enhance sustainability.

For a detailed discussion of these and other factors that might affect our
performance, see Item 1A of our Annual Report on Form 10-K for the year ended
December 31, 2021 and any disclosure in Item 1A of our Quarterly Reports on Form
10-Q. Forward-looking statements speak only as of the date the statement was
made and the Company undertakes no obligation to update such forward-looking
statements. There can be no assurance that other factors not currently disclosed
or anticipated by the Company will not materially adversely affect our results
of operations or plans. Investors are cautioned not to place undue reliance on
any forward-looking statements made by us or on our behalf.

Our Business and Profitability


We specialize in the sale of individual annuities (primarily fixed and fixed
index deferred annuities) through independent marketing organizations ("IMOs"),
agents, banks and broker-dealers. Fixed and fixed index annuities are an
important product for Americans looking to fund their retirement needs as
annuities have the ability to provide retirees a paycheck for life.

                                       37

--------------------------------------------------------------------------------

Table of Contents


Under U.S. GAAP, premium collections for deferred annuities are reported as
deposit liabilities instead of as revenues. Similarly, cash payments to
policyholders are reported as decreases in the liabilities for policyholder
account balances and not as expenses. Sources of revenues for products accounted
for as deposit liabilities are net investment income, surrender charges assessed
against policy withdrawals and fees deducted from policyholder account balances
for lifetime income benefit riders, net realized gains (losses) on investments
and changes in fair value of derivatives. Components of expenses for products
accounted for as deposit liabilities are interest sensitive and index product
benefits (primarily interest credited to account balances and changes in the
liability for lifetime income benefit riders), changes in fair value of embedded
derivatives, amortization of deferred sales inducements and deferred policy
acquisition costs, other operating costs and expenses and income taxes.

Our profitability depends in large part upon:


•the amount of assets under our management,
•investment spreads we earn on our policyholder account balances,
•our ability to manage our investment portfolio to maximize returns and minimize
risks such as interest rate changes and defaults or credit losses,
•our ability to appropriately price for lifetime income benefit riders offered
on certain of our fixed rate and fixed index annuity policies,
•our ability to manage interest rates credited to policyholders and costs of the
options purchased to fund the annual index credits on our fixed index annuities,
•our ability to manage the costs of acquiring new business (principally
commissions paid to agents and distribution partners and bonuses credited to
policyholders),
•our ability to manage our operating expenses, and
•income taxes.

While the business looks considerably different today than it did when it was
started back in 1995, the themes have been consistent. We offer our customers
simple fixed and fixed index annuity products, which we primarily sell through
independent insurance agents in the IMO distribution channel. We have
consistently been a leader in the IMO market. We benefit from two secular
trends: the demographic trends of people retiring or getting close to retirement
who want to accumulate wealth through index based investing while protecting
their principal and the need of retirees and pre-retirees to have a way to
deaccumulate their wealth into income for life. A traditional brokerage based
equity bond portfolio can't really meet these unique needs, but a fixed index
annuity can as part of a holistic financial plan. Finally, there is a scarcity
value to what we do: that is originating billions of dollars of annuity funding
each year at scale from the IMO channel, which is generally longer term funding
than that achieved through sales in the bank and broker dealer channel.

In the past decade, the fixed and fixed index annuity market has seen many new
entrants and as a result has become more competitive. Adding to that, low
interest rates have made it more difficult for traditional, core investment
grade fixed income asset allocations to support return expectations on annuity
liabilities.

With these changes in the macro environment, we began to implement an updated
strategy, referred to as AEL 2.0, after having undertaken a thorough review of
our business in 2020. AEL 2.0 is designed to capitalize on the scarcity value of
our annuity origination and couple it with an "open architecture" investment
management platform for investing the annuity assets. Our approach to investment
management is to partner with best in class investment management firms across a
wide array of asset classes and capture part of the asset management value chain
economics for our shareholders. This will enable us to operate at the
intersection of both asset management and insurance. Our updated strategy
focuses on four key pillars: Go-to-Market, Investment Management, Capital
Structure and Foundational Capabilities.

During the first nine months of 2022, we continued to make significant progress
in the execution of the AEL 2.0 strategy. Key areas of progress include the
following:

•We continued to increase our allocation of investments to private assets. As of
September 30, 2022, approximately $10.0 billion or 18.4% of our investment
portfolio consisted of private assets.


•We executed an agreement with North End Re (Cayman) SPC ("North End Re"), a
wholly owned subsidiary of Brookfield Reinsurance to expand our income products
that will fund the additional $6 billion in capacity that exists under the
reinsurance treaty signed with North End Re in 2021.

•American Equity Life ranked #1 annuity provider for Customer Satisfaction among
Annuity Providers in the J.D. Power 2022 U.S. Individual Annuity Study.

•We repurchased 13.6 million shares of Company common stock at an average price
of $38.37.


•We established a new five-year credit agreement for $300 million in unsecured
delayed draw term loan commitments. This agreement is part of our plans for
access to liquidity for general corporate purposes as we continue to implement
AEL 2.0. In July 2022, we borrowed $300 million under the unsecured delayed draw
term loan and are using the proceeds for general corporate purposes.

•During the third quarter of 2022, we made an equity investment in 26North
Holdings LP, a multi-asset investment platform founded and led by Josh Harris.
Over time, we believe this may present AEL an attractive opportunity to source
assets in private credit and private equity that aligns well with an insurer's
balance sheet and risk profile.

                                       38

--------------------------------------------------------------------------------

Table of Contents


•Effective October 1, 2022, we entered into a reinsurance agreement to cede 100%
of certain 2008 and 2010 fixed index and fixed rate annuity policies, totaling
$4.3 billion of GAAP reserves, with AeBe ISA LTD, a Bermuda exempted company
which is an incorporated segregated account licensed as a Class E reinsurer and
is affiliated with 26North Holdings LP. 26North Holdings LP will provide asset
management services to the reinsurance entity, Additionally, Agam Capital, an
insurance risk, regulatory oversight, and liability consulting firm with offices
in Bermuda, US and India, will provide liability management services to the
reinsurance entity. We estimate the initial capital release from the execution
of the agreement to be in excess of $250 million while the impact to 2023
operating earnings is expected to be immaterial. Additionally, under the
agreement, we have the optionality to cede up to $525 million of single premium
fixed deferred annuities in a given calendar year, subject to risk adjusted
pricing terms that are acceptable to American Equity at that time. See Note 10 -
Subsequent Events for more information.

In the next few years, we expect to migrate to a capital efficient business
model with increased fee-like earnings. We will scale our investments into
higher returning private assets, grow reinsured liabilities to side-cars to grow
return on asset earnings, and write new business that converts us from the
traditional spread based return on equity model to a "fee like" return on assets
model through reinsurance.

During the first quarter of 2022, an additional 6,775,000 shares were issued to
Brookfield at $37.33 per share, the Company's adjusted book value as of
September 30, 2021. The additional issuance increased Brookfield's total
combined ownership to approximately 16% of the Company's common stock at the
time of issuance.

On October 18, 2020, the Company's Board of Directors approved a $500 million
share repurchase program. On November 19, 2021, the Company's Board of Directors
authorized the repurchase of an additional $500 million of Company common stock.
The purpose of the share repurchase program is to both offset dilution from the
issuance of shares to Brookfield and to institute a regular capital return
program for shareholders. From the 2020 inception of the share repurchase
program through September 30, 2022, we have repurchased approximately 22.7
million shares of our common stock at an average price of $34.63 per common
share.

On April 29, 2022, Fitch affirmed its "A-" financial strength rating on American
Equity Investment Life Insurance Company and its life insurance subsidiaries,
its "BBB" issuer default rating on American Equity Investment Life Holding
Company and its "BBB-" senior unsecured debt ratings, and revised its outlook to
"stable" from "negative" on its financial strength, issuer default and senior
unsecured debt ratings.

On September 9, 2022, A.M. Best affirmed its "A-" financial strength rating on
American Equity Investment Life Insurance Company and its subsidiaries, American
Equity Investment Life Insurance Company of New York and Eagle Life Insurance
Company, its "bbb-" long-term issuer credit rating of American Equity Investment
Life Holding Company, its "bbb-" senior unsecured debt ratings, and its "bb"
perpetual, non-cumulative preferred stock ratings. The outlook for these credit
ratings of "stable" was also affirmed by A.M. Best on September 9, 2022.

Earnings from products accounted for as deposit liabilities are primarily
generated from the excess of net investment income earned over the interest
credited or the cost of providing index credits to the policyholder, or the
"investment spread." Our investment spread is summarized as follows:

                                                       Three Months Ended                               Nine Months Ended
                                                          September 30,                                    September 30,
                                                2022                         2021                  2022                    2021
Average yield on invested assets               4.48%                        3.91%                 4.33%                    3.71%
Aggregate cost of money                        1.75%                        1.51%                 1.69%                    1.55%
Aggregate investment spread                    2.73%                        2.40%                 2.64%                    2.16%

Impact of:
Investment yield - additional prepayment
income                                         0.03%                        0.12%                 0.04%                    0.11%
Cost of money benefit from over hedging          -%                         0.08%                 0.02%                    0.05%


The cost of money for fixed index annuities and average crediting rates for
fixed rate annuities are computed based upon policyholder account balances and
do not include the impact of amortization of deferred sales inducements. See
Critical Accounting Policies - Deferred Policy Acquisition Costs and Deferred
Sales Inducements included in Management's Discussion and Analysis in our Annual
Report on Form 10-K for the year ended December 31, 2021. With respect to our
fixed index annuities, the cost of money includes the average crediting rate on
amounts allocated to the fixed rate strategy and expenses we incur to fund the
annual index credits. Proceeds received upon expiration of call options
purchased to fund annual index credits are recorded as part of the change in
fair value of derivatives, and are largely offset by an expense for interest
credited to annuity policyholder account balances. See Critical Accounting
Policies - Policy Liabilities for Fixed Index Annuities and Financial Condition
- Derivative Instruments included in Management's Discussion and Analysis in our
Annual Report on Form 10-K for the year ended December 31, 2021.

Average yields on invested assets increased primarily as a result of strong
returns on partnerships and other mark to market assets, lower average cash
balances and the ramp in private assets partly offset by lower prepayment
income. See Net investment income. The aggregate cost of money increased
primarily due to increases in options costs as compared to prior periods. We
have the flexibility to reduce our crediting rates if necessary and could
decrease our cost of money by approximately 74 basis points if we reduce current
rates to guaranteed minimums.

                                       39

--------------------------------------------------------------------------------

Table of Contents

Results of Operations for the Three and Nine Months Ended September 30, 2022 and
2021

Annuity deposits by product type collected during the three and nine months
ended September 30, 2022 and 2021, were as follows:

                                                   Three Months Ended                       Nine Months Ended
                                                      September 30,                            September 30,
                                                2022                2021                 2022                 2021
                                                                      (Dollars in thousands)
American Equity Investment Life Insurance
Company:
Fixed index annuities                       $ 627,444          $   727,641          $ 2,055,120          $ 1,947,241
Annual reset fixed rate annuities               1,271                1,462                3,473                5,285
Multi-year fixed rate annuities                 4,465               14,196                7,295              849,062
Single premium immediate annuities              1,915               16,282               18,441               45,671
                                              635,095              759,581            2,084,329            2,847,259
Eagle Life Insurance Company:
Fixed index annuities                         102,379              187,611              333,507              520,967
Annual reset fixed rate annuities                 143                    -                  150                  337
Multi-year fixed rate annuities                14,684              362,769               17,147            1,556,391
                                              117,206              550,380              350,804            2,077,695
Consolidated:
Fixed index annuities                         729,823              915,252            2,388,627            2,468,208
Annual reset fixed rate annuities               1,414                1,462                3,623                5,622
Multi-year fixed rate annuities                19,149              376,965               24,442            2,405,453
Single premium immediate annuities              1,915               16,282               18,441               45,671
Total before coinsurance ceded                752,301            1,309,961            2,435,133            4,924,954
Coinsurance ceded                             253,446              203,218              682,461              209,968
Net after coinsurance ceded                 $ 498,855          $ 1,106,743  

$ 1,752,672 $ 4,714,986



Annuity deposits before and after coinsurance ceded decreased 43% and 55%,
respectively, during the third quarter of 2022 compared to the same period in
2021 and decreased 51% and 63%, respectively, during the nine months ended
September 30, 2022 compared to the same period in 2021. The decreases in sales
for the three and nine months ended September 30, 2022 compared to the same
periods in 2021 were primarily driven by a reduction in sales of multi-year
fixed rate annuity products at both American Equity Life and Eagle Life, which
is in line with our 2022 sales strategy of focusing on sales of fixed index
annuities. The decreases in sales of fixed index annuities for the three and
nine months ended September 30, 2022 compared to the same periods in 2021 was
driven by our choice to maintain operational discipline over chasing the market
as interest rates fluctuated.

Effective July 1, 2021, we ceded 100% of an in-force block of fixed index
annuities and began ceding 75% of certain fixed index annuities issued after
July 1, 2021 to North End Re, which caused the increase in coinsurance ceded
premiums for the three and nine months ended September 30, 2022 compared to the
same periods in 2021.

Net income available to common stockholders increased to $301.7 million in the
third quarter of 2022 and increased to $1,206.6 million for the nine months
ended September 30, 2022 compared to $141.9 million and $348.1 million for the
same periods in 2021.

The increase in net income available to common stockholders for the three months
ended September 30, 2022 was driven primarily by an increase in net investment
income and decrease in interest sensitive and index product benefits. These
changes were partially offset by a decrease in the change in fair value of
derivatives, an increase in amortization of deferred sales inducements and
deferred policy acquisition costs, and an increase in the change in fair value
of embedded derivatives .

The increase in net income available to common stockholders for the nine months
ended September 30, 2022 was driven primarily by an increase in net investment
income, a decrease in the change in fair value of embedded derivatives and a
decrease in interest sensitive and index product benefits. These changes were
partially offset by a decrease in the change in fair value of derivatives and
increase in amortization of deferred sales inducements and deferred policy
acquisition costs.

Net income available to common stockholders for the three and nine months ended
September 30, 2022 was positively impacted by an increase in the aggregate
investment spread as previously noted. Net income, in general, is impacted by
the volume of business in force and the investment spread earned on this
business. The average amount of annuity account balances outstanding (net of
annuity liabilities ceded under coinsurance agreements) decreased 0.6% to $52.3
billion for the third quarter of 2022 and 3.3% to $52.8 billion for the nine
months ended September 30, 2022 compared to $52.6 billion and $54.6 billion for
the same periods in 2021. Our investment spread measured in dollars was $382.7
million for the third quarter of 2022 and $1,091.7 million for the nine months
ended September 30, 2022 compared to $323.2 million and $876.0 million for the
same periods in 2021. Investment income for the three and nine months ended
September 30, 2022 was positively impacted by strong returns on partnerships and
other mark to market assets, the benefit from higher short-term interest rates,
lower cash balances and an increase in allocation to higher yielding privately
sourced assets (see Net investment income). The volume of cash and cash
equivalent holdings decreased in the fourth quarter of 2021 and the first
quarter of 2022 with the execution of the reinsurance treaty with North End Re
and the investment of cash balances above our target levels.

                                       40

--------------------------------------------------------------------------------

Table of Contents


Net income was also impacted by the change in fair value of derivatives and
embedded derivatives, which fluctuates from period to period based upon changes
in fair values of call options purchased to fund the annual index credits for
fixed index annuities and changes in interest rates used to discount the
embedded derivative liability. Net income for the three and nine months ended
September 30, 2022 was positively impacted by decreases in expected index
credits on the next policy anniversary dates resulting from decreases in the
fair value of the call options acquired to fund these index credits and net
increases in the discount rates used to estimate the fair value of our embedded
derivative liabilities, the impacts of which were partially offset by decreases
in the change in fair value of derivatives and increases in amortization of
deferred policy acquisition costs and deferred sales inducements related to
changes in fair value of derivatives and embedded derivatives. See discussion
below for the drivers of changes in net income as a result of actuarial
assumption updates. See Change in fair value of derivatives, Change in fair
value of embedded derivatives, Amortization of deferred sales inducements and
Amortization of deferred policy acquisition costs.

We periodically update the key assumptions used in the calculation of
amortization of deferred policy acquisition costs and deferred sales inducements
retrospectively through an unlocking process when estimates of current or future
gross profits/margins (including the impact of realized investment gains and
losses) to be realized from a group of products are revised. In addition, we
periodically update the assumptions used in determining the liability for
lifetime income benefit riders and the embedded derivative component of our
fixed index annuity policy benefit reserves as experience develops that is
different from our assumptions.

Net income available to common stockholders for the 2022 and 2021 periods
includes effects from updates to assumptions as follows:

                                                                      Three and Nine Months Ended
                                                                              September 30,
                                                                        2022                  2021
                                                                         (Dollars in thousands)
Increase (decrease) in amortization of deferred sales inducements $       45,682          $ (51,412)
Increase (decrease) in amortization of deferred policy
acquisition costs                                                         56,853            (52,602)

(Decrease) increase in interest sensitive and index product
benefits

                                                                 (53,042)           233,178
Decrease in change in fair value of embedded derivatives                 (94,770)          (125,752)
Effect on net income available to common stockholders                     35,543             (2,678)


We review these assumptions quarterly and as a result of these reviews, we made
updates to assumptions in the third quarter of 2022 and 2021.


The most significant assumption updates made in the third quarter of 2022 were
to investment spread assumptions, including the net investment earned rate and
crediting rate on policies, lapse rate and partial withdrawal assumptions, and
lifetime income benefit rider utilization assumptions.

We updated our assumption for net investment spread for American Equity Life to
remain steady at 2.60% through an eight-year reversion period. We increased our
long-term net investment earned rate assumption by 40 basis points with an
assumption of 4.25% in the near term increasing to 5.00% over the eight-year
reversion period, and we increased our long-term crediting/discount rate
assumption by 30 basis points with an assumption of 1.65% in the near term
increasing to 2.40% over the eight year reversion period. In addition, we
adjusted the grading of the discount rate assumption in the embedded derivative
calculation. This change results in an increase in expected future gross profits
and therefore a slight increase in the deferred policy acquisition costs and
deferred sales inducements balances. This also results in a decrease in the
liability for lifetime income benefit riders due to a higher discount rate and a
decrease in the fair value of the embedded derivative due to the grading of the
crediting rate assumption.

We updated lapse rate and partial withdrawal assumptions based on actual
historical experience. We refreshed lapse tables based on five years of lapse
experience and implemented a 1% lapse floor. For policies with a lifetime income
benefit rider that does not charge a fee, we increased the lapse rates. For
policies with a lifetime income benefit rider that has been utilized, we
decreased the lapse rates. We expanded our partial withdrawal assumptions to
include scalars in our assumptions during the surrender charge period, shock
period, and post-shock period. This resulted in partial withdrawals extending
beyond the surrender charge period. The net impact of the lapse rate and partial
withdrawal assumptions resulted in a decrease in expected future gross profits
and a decrease in the deferred policy acquisition costs and deferred sales
inducements balances. The net impact of these changes resulted in an increase in
the liability for lifetime income benefit riders due to higher excess claims and
lower gross profits and increased the fair value of the embedded derivative due
to lower overall lapses and partial withdrawals.

We updated our lifetime income benefit rider utilization assumption structure to
capture policyholder characteristics at a more granular level. This resulted in
an increase in the number of policies utilizing and increased the excess claims.
The impact of this change results in an increase in the liability for lifetime
income benefit riders, an increase in the fair value of the embedded derivative,
and an increase in the deferred policy acquisition costs and deferred sales
inducements balances.

The most significant assumption updates made in the third quarter of 2021 were
to investment spread assumptions, including the net investment earned rate and
crediting rate on policies, lifetime income benefit rider utilization
assumptions, mortality assumptions, and lapse rate assumptions as discussed
below.

Due to the continued low interest rate environment, we updated our assumption
for investment spread for American Equity Life to 2.25% in the near term and
increasing to 2.50% over an eight-year reversion period and our assumption for
crediting/discount rate to 1.55% increasing

                                       41

--------------------------------------------------------------------------------

Table of Contents


to 2.10% over an eight-year reversion period. Prior to these assumption updates,
our long-term assumption for aggregate investment spread was at 2.60% at then
end of an eight-year reversion period, with a near term crediting/discount rate
of 1.90% increasing to 2.10% over an eight-year reversion period. The assumption
change to decrease aggregate investment spread resulted in lower expected future
gross profits as compared to previous estimates and a decrease in the balances
of deferred policy acquisition costs and deferred sales inducements.

We updated lapse rate and mortality assumptions based on historical experience.
For certain annuity products without a lifetime income benefit rider, the lapse
rate assumption was increased in more recent cohorts to reflect higher lapses on
polices with a market value adjustment ("MVA") feature. For other annuity
products with a lifetime income benefit rider, the population was bifurcated
based on whether policies had utilized the rider. For those policies which had
utilized the rider, the lapse rate assumption was decreased in later durations.
The overall mortality assumption was lowered to reflect historical experience.
The net impact of the updates to the lapse rate and mortality assumptions
resulted in higher expected future gross profits as compared to previous
estimates and an increase in the balances of deferred policy acquisition costs
and deferred sales inducements. The net impact of the updates to lapse rate and
mortality assumptions resulted in an increase in the liability for lifetime
income benefit riders due to a greater amount of expected benefit payments in
excess of account values.

We updated the lifetime income benefit rider utilization assumption based on
historical experience. The ultimate utilization assumption was lowered for
policies with a fee rider and certain policies with a no-fee rider. In addition,
the utilization assumption was changed to reflect seasonality with higher
utilization rates during the first quarter of each year. The net impact of the
updates to the utilization assumption resulted in a decrease in the liability
for lifetime income benefit riders due to a lower amount of expected benefits
payments due to lower expected utilization. The net impact of the updates to the
utilization assumption resulted in higher expected future gross profits as
compared to previous estimates and an increase in the balances of deferred
policy acquisition costs and deferred sales inducements.

The most significant assumption update to the calculation of the fair value of
the embedded derivative component of our fixed index annuity policy benefit
reserve in the third quarter of 2021 was the change in lapse rate assumptions
discussed above. The net impact of the updates to the lapse rate assumption
resulted in a decrease in the embedded derivative component of our fixed index
annuity policy benefit reserves as less funds ultimately qualify for excess
benefits.

Non-GAAP operating income available to common stockholders, a non-GAAP financial
measure, increased to $114.0 million in the third quarter of 2022 and increased
to $295.0 million for the nine months ended September 30, 2022 compared to $79.5
million and $214.7 million for the same periods in 2021.

In addition to net income available to common stockholders, we have consistently
utilized non-GAAP operating income available to common stockholders, a non-GAAP
financial measure commonly used in the life insurance industry, as an economic
measure to evaluate our financial performance. Non-GAAP operating income
available to common stockholders equals net income available to common
stockholders adjusted to eliminate the impact of items that fluctuate from
quarter to quarter in a manner unrelated to core operations, and we believe
measures excluding their impact are useful in analyzing operating trends. The
most significant adjustments to arrive at non-GAAP operating income available to
common stockholders eliminate the impact of fair value accounting for our fixed
index annuity business and are not economic in nature but rather impact the
timing of reported results. We believe the combined presentation and evaluation
of non-GAAP operating income available to common stockholders together with net
income available to common stockholders provides information that may enhance an
investor's understanding of our underlying results and profitability.

Non-GAAP operating income available to common stockholders is not a substitute
for net income available to common stockholders determined in accordance with
GAAP. The adjustments made to derive non-GAAP operating income available to
common stockholders are important to understand our overall results from
operations and, if evaluated without proper context, non-GAAP operating income
available to common stockholders possesses material limitations. As an example,
we could produce a low level of net income available to common stockholders or a
net loss available to common stockholders in a given period, despite strong
operating performance, if in that period we experience significant net realized
losses from our investment portfolio. We could also produce a high level of net
income available to common stockholders in a given period, despite poor
operating performance, if in that period we generate significant net realized
gains from our investment portfolio. As an example of another limitation of
non-GAAP operating income available to common stockholders, it does not include
the decrease in cash flows expected to be collected as a result of credit losses
on financial assets. Therefore, our management reviews net realized investment
gains (losses) and analyses of our net investment income, including impacts
related to credit losses, in connection with their review of our investment
portfolio. In addition, our management examines net income available to common
stockholders as part of their review of our overall financial results.

                                       42

--------------------------------------------------------------------------------

Table of Contents


The adjustments made to net income available to common stockholders to arrive at
non-GAAP operating income available to common stockholders for the three and
nine months ended September 30, 2022 and 2021 are set forth in the table that
follows:

                                                   Three Months Ended                      Nine Months Ended
                                                       September 30,                          September 30,
                                                 2022                2021                2022                2021
                                                                      (Dollars in thousands)
Reconciliation from net income available to
common stockholders to non-GAAP operating
income available to common stockholders:
Net income available to American Equity
Investment Life Holding Company common
stockholders                                 $  301,682          $ 141,947          $ 1,206,647          $ 348,099
Adjustments to arrive at non-GAAP operating
income available to common stockholders:
Net realized (gains) losses on financial
assets, including credit losses                   9,738             (3,900)              51,595              2,528
Change in fair value of derivatives and
embedded derivatives                           (248,823)           (75,879)          (1,219,322)          (172,746)

Income taxes                                     51,403             17,285              256,120             36,801
Non-GAAP operating income available to
common stockholders                          $  114,000          $  79,453  

$ 295,040 $ 214,682



The amounts disclosed in the reconciliation above are presented net of related
adjustments to amortization of deferred sales inducements and deferred policy
acquisition costs and accretion of lifetime income benefit rider reserves where
applicable.

Non-GAAP operating income available to common stockholders for
the 2022 and 2021 periods includes effects from updates to assumptions as
follows:

                                                                     Three and Nine Months Ended
                                                                             September 30,
                                                                        2022                 2021
                                                                        (Dollars in thousands)
Increase (decrease) in amortization of deferred sales inducements $       8,670          $ (73,791)
Increase (decrease) in amortization of deferred policy
acquisition costs                                                        10,520            (87,029)

(Decrease) increase in interest sensitive and index product
benefits

                                                                (53,042)           233,178

Effect on non-GAAP operating income available to common
stockholders

                                                             26,572            (56,801)


The impact to net income available to common stockholders and non-GAAP operating
income available to common stockholders from assumption updates varies due to
the impact of fair value accounting for our fixed index annuity business as
non-GAAP operating income available to common stockholders eliminates the impact
of fair value accounting for our fixed index annuity business. While the
assumption updates made during 2022 and 2021 were consistently applied, the
impact to net income available to common stockholders and non-GAAP operating
income available to common stockholders varies due to different amortization
rates being applied to gross profit adjustments included in the valuation.

The changes in non-GAAP operating income available to common stockholders for
the three and nine months ended September 30, 2022 compared to the same periods
in 2021 were primarily a result of the impact of assumption updates as
previously noted. Non-GAAP operating income available to common stockholders
adjusted for the impact of updates to assumptions for the three and nine months
months ended September 30, 2022 decreased compared to the same periods in 2021.
The decrease is primarily due an increase in the liability for lifetime income
benefit riders, higher amortization of deferred policy acquisition costs and
deferred sales inducements and higher interest credited to policyholders
partially offset by higher investment income. See Net income available to common
stockholders.

                                       43

--------------------------------------------------------------------------------

Table of Contents


Annuity product charges (surrender charges assessed against policy withdrawals
and fees deducted from policyholder account balances for lifetime income benefit
riders) increased 4% to $60.8 million in the third quarter of 2022 and decreased
7% to $168.7 million for the nine months ended September 30, 2022 compared to
$58.5 million and $182.3 million for the same periods in 2021. The components of
annuity product charges are set forth in the table that follows:

                                                  Three Months Ended                         Nine Months Ended
                                                     September 30,                              September 30,
                                               2022                 2021                 2022                  2021
                                                                      (Dollars in thousands)
Surrender charges                         $    19,783          $    16,481          $     50,669          $     54,019
Lifetime income benefit riders (LIBR)
fees                                           41,036               41,999               118,019               128,302
                                          $    60,819          $    58,480          $    168,688          $    182,321

Withdrawals from annuity policies subject
to surrender charges                      $   328,503          $   313,557          $    785,956          $    875,046
Average surrender charge collected on
withdrawals subject to surrender charges          6.0  %               5.3  %                6.4  %                6.2  %

Fund values on policies subject to LIBR
fees                                      $ 5,061,814          $ 5,260,739          $ 14,820,475          $ 16,563,433
Weighted average per policy LIBR fee             0.81  %              0.80  %               0.80  %               0.77  %


The increase in annuity product charges for the three months ended September 30,
2022 compared to the same period in 2021 was attributable to increases in
withdrawals from annuity policies subject to surrender charges partially offset
by decreases in fees assessed for lifetime income benefit riders due to a
smaller volume of business in force subject to the fee. The decrease in annuity
product charges for the nine months ended September 30, 2022 compared to the
same period in 2021 was attributable to decreases in withdrawals from annuity
policies subject to surrender charges and decreases in fees assessed for
lifetime income benefit riders due to a smaller volume of business in force
subject to the fee. The smaller volume of business subject to the fee is
primarily due to the execution of the North End Re reinsurance treaty which was
effective on July 1, 2021. See Interest sensitive and index product benefits
below for corresponding expense recognized on lifetime income benefit riders.

Net investment income increased 16% to $609.7 million in the third quarter of
2022 and 16% to $1,769.5 million for the nine months ended September 30, 2022
compared to $526.4 million and $1,522.9 million for the same periods in 2021.
The increases were principally attributable to increases in the average yield
earned on average invested assets during the three and nine months ended
September 30, 2022 compared to the same periods in 2021. Average invested assets
excluding derivative instruments (on an amortized cost basis) increased 1% to
$54.4 billion for the third quarter of 2022 and decreased 1% to $54.6 billion
for the nine months ended September 30, 2022 compared to $53.8 billion and $54.9
billion for the same periods in 2021.

The average yield earned on average invested assets was 4.48% for the third
quarter of 2022 and 4.33% for the nine months ended September 30, 2022 compared
to 3.91% and 3.71% for the same periods in 2021. The increases in yield earned
on average invested assets for the three and nine months ended September 30,
2022 compared to the same periods in 2021 were primarily due to strong returns
on partnerships and other mark to market assets, the benefit from higher
short-term interest rates, lower average cash balances and an increase private
assets partly offset by lower prepayment income. Cash and cash equivalents
holdings averaged $650 million during the three months ended September 30, 2022,
compared to $6.9 billion during the three months ended September 30, 2021. As of
September 30, 2022, we held approximately $761 million of cash and cash
equivalents in our investment portfolios which is within our stated target
portfolio allocation of 1% to 2% of our investment portfolio in cash and cash
equivalents.

The expected return on investments purchased during the three and nine months
ended September 30, 2022 was 6.42% and 4.46%, net of third-party investment
management expenses, including $1.3 billion of privately sourced assets with an
expected return of 6.50% and $3.6 billion of privately sourced assets with an
expected return of 5.80% for the three and nine months ended September 30, 2022,
respectively. The expected return on investments purchased during the three and
nine months ended September 30, 2021 was 4.63% and 4.07%, net of third-party
investment management expenses.

                                       44

--------------------------------------------------------------------------------

Table of Contents


Change in fair value of derivatives primarily consists of call options purchased
to fund annual index credits on fixed index annuities. The components of change
in fair value of derivatives are as follows:

                                          Three Months Ended               Nine Months Ended
                                             September 30,                    September 30,
                                          2022           2021             2022             2021
                                                          (Dollars in thousands)
  Call options:
  Gain on option expiration           $ (151,540)     $ 346,674      $   (146,530)     $ 1,058,152
  Change in unrealized gains/losses      (10,768)      (418,362)         (995,991)        (232,771)
  Warrants                                    83            987               262            1,103
  Interest rate swaps                    (14,446)             -           (18,112)               -
                                      $ (176,671)     $ (70,701)     $ (1,160,371)     $   826,484


The differences between the change in fair value of derivatives between periods
for call options are primarily due to the performance of the indices upon which
our call options are based which impacts the level of gains on call option
expirations, the fair values of those call options and changes in the fair
values of those call options between periods. The changes in gain on option
expiration and unrealized gains/losses on call options for the three and nine
months ended September 30, 2022 compared to the same periods in 2021 are due to
equity market performance for the three and nine months ended September 30, 2022
compared to the same periods in 2021. A substantial portion of our call options
are based upon the S&P 500 Index with the remainder based upon other equity and
bond market indices. The range of index appreciation (after applicable caps,
participation rates and asset fees) for options expiring during the three and
nine months ended September 30, 2022 and 2021 is as follows:

                                                         Three Months Ended                                    Nine Months Ended
                                                             September 30,                                        September 30,
                                                   2022                         2021                    2022                         2021
S&P 500 Index
Point-to-point strategy                         0.0% - 0.0%                 1.0% - 17.6%           0.0% - 12.50%                 0.0% - 42.6%
Monthly average strategy                        0.0% - 1.8%                 1.0% - 12.2%            0.0% - 8.6%                  0.0% - 29.4%
Monthly point-to-point strategy                 0.0% - 0.0%                 0.4% - 20.2%            0.0% - 12.9%                 0.0% - 21.7%
Volatility control index point-to-point
strategy                                        0.0% - 0.0%                 0.0% - 8.3%             0.0% - 7.3%                  0.0% - 9.7%
Fixed income (bond index) strategies            0.0% - 6.0%                 0.0% - 4.7%             0.0% - 6.5%                  0.0% - 10.0%


The change in fair value of derivatives is also influenced by the aggregate cost
of options purchased. The aggregate cost of options for the three and nine
months ended September 30, 2022 was higher than for the same periods in 2021 as
option costs increased during the first three quarters of 2022 compared to the
same periods of 2021. The aggregate cost of options is also influenced by the
amount of policyholder funds allocated to the various indices and market
volatility which affects option pricing. See Critical Accounting Policies -
Policy Liabilities for Fixed Index Annuities included in Management's Discussion
and Analysis in our Annual Report on Form 10-K for the year ended December 31,
2021.

Net realized gains (losses) on investments includes gains and losses on the sale
of securities and other investments and changes in allowances for credit losses
on our securities and mortgage loans on real estate. Net realized gains (losses)
on investments fluctuate from year to year primarily due to changes in the
interest rate and economic environment and the timing of the sale of
investments. See Note 3 - Investments and Note 4 - Mortgage Loans on Real Estate
to our unaudited consolidated financial statements and Financial Condition -
Credit Losses for a detailed presentation of the types of investments that
generated the gains (losses) as well as discussion of credit losses on our
securities recognized during the periods presented and Financial Condition -
Investments and Note 4 - Mortgage Loans on Real Estate to our unaudited
consolidated financial statements for discussion of credit losses recognized on
mortgage loans on real estate.

Securities sold at losses are generally due to our long-term fundamental concern
with the issuers' ability to meet their future financial obligations or to
improve our risk or duration profiles as they pertain to our asset liability
management.

                                       45

--------------------------------------------------------------------------------

Table of Contents


Other revenue increased 44% to $11.0 million in the third quarter of 2022 and
276% to $28.8 million for the nine months ended September 30, 2022 compared to
$7.6 million and $7.6 million for the same periods in 2021. The components of
other revenue are summarized as follows:

                                         Three Months Ended               Nine Months Ended
                                             September 30,                   September 30,
                                          2022             2021           2022           2021
                                                       (Dollars in thousands)

Asset liability management fees $ 3,298 $ 2,682 $ 9,224 $ 2,682
Amortization of deferred gain

             7,691            4,962           19,549        4,962
                                    $    10,989          $ 7,644      $    28,773      $ 7,644


The increases in other revenue for the three and nine months ended September 30,
2022 compared to the same periods in 2021 were due to the increase in business
ceded under the North End Re reinsurance treaty which was effective July 1,
2021.

Interest sensitive and index product benefits decreased 85% to $121.9 million in
the third quarter of 2022 and 65% to $729.4 million for the nine months ended
September 30, 2022 compared to $817.0 million and $2.1 billion for the same
periods in 2021. The components of interest sensitive and index product benefits
are summarized as follows:

                                                Three Months Ended                      Nine Months Ended
                                                    September 30,                          September 30,
                                              2022                2021               2022                2021
                                                                   (Dollars in thousands)
Index credits on index policies           $    4,648          $ 475,292          $ 301,431          $ 1,535,320
Interest credited (including changes in
minimum guaranteed interest for fixed
index annuities)                              65,687             65,637            197,167              188,279
Lifetime income benefit riders                51,555            276,085            230,809              382,991
                                          $  121,890          $ 817,014          $ 729,407          $ 2,106,590


The decreases in index credits for the three and nine months ended September 30,
2022 compared to the same periods in 2021 were due to changes in the level of
appreciation of the underlying indices (see discussion above under Change in
fair value of derivatives) and the amount of funds allocated by policyholders to
the respective index options. Total proceeds received upon expiration of the
call options purchased to fund the annual index credits were $4.9 million and
$308.1 million for the three and nine months ended September 30, 2022, compared
to $489.9 million and $1,559.5 million for the same periods in 2021. The
increases in interest credited for the three and nine months ended September 30,
2022 compared to the same periods in 2021 were due to increases in single
premium deferred annuity products that receive a fixed rate of interest
partially offset by a reduction in interest credited to funds allocated to the
fixed option within our fixed index annuities due to a decrease in the net
average balance allocated to the fixed option. The decreases in benefits
recognized for lifetime income benefit riders for the three and nine months
ended September 30, 2022 compared to the same periods in 2021 were primarily due
to the impact of assumption updates made during the third quarter of 2022
compared to assumption updates made during the third quarter of 2021 partially
offset by the impacts on the calculation of the lifetime income benefit rider
reserve of actual results compared to expected results for items such as
lifetime income benefit rider election rates and the level of index credits. The
net impact of updating expected results with actual results led to increases in
the lifetime income benefit rider reserve for the three and nine months ended
September 30, 2022 compared to decreases in the same periods in 2021.

The liability (net of coinsurance ceded) for lifetime income benefit riders was
$1.9 billion and $2.8 billion at September 30, 2022 and December 31, 2021,
respectively which includes the impact of unrealized gains and losses on
available for sale securities on the liability for lifetime income benefit
riders of $(627.9) million and $482.8 million at September 30, 2022 and
December 31, 2021, respectively.


Amortization of deferred sales inducements is based on historical, current and
future expected gross profits. The changes in amortization from period to period
are the result of differences in actual gross profits compared to expected or
modeled gross profits and changes to the underlying business. The increases in
amortization before and after gross profit adjustments for the three and nine
months ended September 30, 2022 compared to the same periods in 2021 were
primarily due to the impact of assumption updates made during the third quarter
of 2022 as compared to the impact of assumption updates made during the third
quarter of 2021. See Net income available to common stockholders and Non-GAAP
operating income available to common stockholders above for discussion of the
impact of assumption updates for the three and nine months ended September 30,
2022 and 2021. In addition, amortization of deferred sales inducements for the
three and nine months ended September 30, 2022 increased due to increases in
actual gross profits for the three and nine months ended September 30, 2022 as
compared to the same periods in 2021. Bonus products represented 67% of our net
annuity account values at both September 30, 2022 and September 30, 2021,
respectively. The amount of amortization is affected by amortization associated
with fair value accounting for derivatives and embedded derivatives utilized in
our fixed index annuity business and amortization associated with net realized
gains (losses) on investments. Fair value accounting for derivatives and
embedded derivatives utilized in our fixed index annuity business creates
differences in the recognition of revenues and expenses from derivative
instruments including the embedded derivative liabilities in our fixed index
annuity contracts. The change in fair value of the embedded derivatives will not
correspond to the change in fair value of the derivatives (purchased call
options), because the purchased call options are one-year options while the
options valued in the fair value of embedded derivatives cover the expected
lives of the contracts which typically exceed ten years.

                                       46

--------------------------------------------------------------------------------

Table of Contents

Amortization of deferred sales inducements is summarized as follows:

                                                 Three Months Ended                      Nine Months Ended
                                                     September 30,                          September 30,
                                               2022                2021               2022                2021
                                                                   (Dollars in thousands)
Amortization of deferred sales inducements
before gross profit adjustments            $   68,137          $ (34,854)         $  174,588          $  57,887
Gross profit adjustments:
Fair value accounting for derivatives and
embedded derivatives                           61,729             17,613             191,890             35,752
Net realized gains (losses) on investments     (2,082)                69              (4,703)              (356)
Amortization of deferred sales inducements
after gross profit adjustments             $  127,784          $ (17,172)   

$ 361,775 $ 93,283



Change in fair value of embedded derivatives includes changes in the fair value
of our fixed index annuity embedded derivatives (see   Note   6 - Derivative
Instruments to our unaudited consolidated financial statements). The components
of change in fair value of embedded derivatives are as follows:

                                                   Three Months Ended                       Nine Months Ended
                                                      September 30,                            September 30,
                                                2022                2021                 2022                 2021
                                                                      (Dollars in thousands)
Fixed index annuities - embedded
derivatives                                 $ (466,244)         $ (681,509)         $ (2,658,376)         $ (932,546)
Other changes in difference between policy
benefit reserves computed using derivative
accounting vs. long-duration contracts
accounting                                     167,100             145,105               481,465             387,442
Reinsurance related embedded derivative       (116,230)                  -              (518,096)                  -
                                            $ (415,374)         $ (536,404)         $ (2,695,007)         $ (545,104)


The change in fair value of the fixed index annuity embedded derivatives
resulted from (i) changes in the expected index credits on the next policy
anniversary dates, which are related to the change in fair value of the call
options acquired to fund those index credits discussed above in Change in fair
value of derivatives; (ii) changes in the expected annual cost of options we
will purchase in the future to fund index credits beyond the next policy
anniversary; (iii) changes in the discount rates used in estimating our embedded
derivative liabilities; and (iv) the growth in the host component of the policy
liability. The amounts presented as "Other changes in difference between policy
benefit reserves computed using derivative accounting vs. long-duration
contracts accounting" represent the total change in the difference between
policy benefit reserves for fixed index annuities computed under the derivative
accounting standard and the long-duration contracts accounting standard at each
balance sheet date, less the change in fair value of our fixed index annuities
embedded derivative. See Critical Accounting Policies - Policy Liabilities for
Fixed Index Annuities included in Management's Discussion and Analysis in our
Annual Report on Form 10-K for the year ended December 31, 2021.

The primary reasons for the increase in the change in fair value of the fixed
index annuity embedded derivatives during the three months ended September 30,
2022 compared to the same period of 2021 was due to decreases in the fair value
of the call options acquired to fund the index credits partially offset by
larger increases in the net discount rates used in the calculation during the
three months ended September 2022 compared to the same period in 2021. The
primary reasons for the decrease in the change in fair value of the fixed index
annuity embedded derivatives during the nine months ended September 30, 2022
compared to the same period of 2021 were due to decreases in expected index
credits on the next policy anniversary dates resulting from decreases in the
fair value of the call options acquired to fund the index credits during the
nine months ended September 30, 2022 compared to increases in the expected index
credits resulting from increases in the fair value of the call options acquired
to fund these index credits during the nine months ended September 30, 2021 and
larger increases in the net discount rates used in the calculation during the
nine months ended September 30, 2022 compared to the same period in 2021. The
discount rates used in estimating our embedded derivative liabilities fluctuate
based on the changes in the general level of risk free interest rates and our
own credit spread.

The reinsurance agreement executed in 2021 with North End Re to cede certain
fixed index annuity product liabilities on a modified coinsurance basis contains
an embedded derivative. The fair value of this embedded derivative is based on
the unrealized gains and losses of the underlying assets held in the modified
coinsurance portfolio which decreased during the three and nine months ended
September 30, 2022. See Note 6 - Derivative Instruments for discussion on this
embedded derivative.

                                       47

--------------------------------------------------------------------------------

Table of Contents


Amortization of deferred policy acquisition costs is based on historical,
current and future expected gross profits. The changes in amortization from
period to period are the result of differences in actual gross profits compared
to expected or modeled gross profits and changes to the underlying business. The
increases in amortization after gross profit adjustments for the three and nine
months ended September 30, 2022 compared to the same periods in 2021 were
primarily due to the impact of assumption updates made during the third quarter
of 2022 as compared to the impact of assumption updates made during the third
quarter of 2021. See Net income available to common stockholders and Non-GAAP
operating income available to common stockholders above for discussion of the
impact of assumption updates for the three and nine months ended September 30,
2022 and 2021. In addition, amortization of deferred policy acquisition costs
for the three and nine months ended September 30, 2022 increased due to
increases in actual gross profits for the three and nine months ended September
30, 2022 as compared to the same periods in 2021. The amount of amortization is
affected by amortization associated with fair value accounting for derivatives
and embedded derivatives utilized in our fixed index annuity business and
amortization associated with net realized gains (losses) on investments. As
discussed above, fair value accounting for derivatives and embedded derivatives
utilized in our fixed index annuity business creates differences in the
recognition of revenues and expenses from derivative instruments including the
embedded derivative liabilities in our fixed index annuity contracts.

Amortization of deferred policy acquisition costs is summarized as follows:

                                                 Three Months Ended                     Nine Months Ended
                                                     September 30,                         September 30,
                                               2022                2021               2022               2021
                                                                   (Dollars in thousands)
Amortization of deferred policy
acquisition costs before gross profit
adjustments                                $   96,321          $ (33,190)         $ 251,088          $ 106,963
Gross profit adjustments:
Fair value accounting for derivatives and
embedded derivatives                           90,399             31,582            307,759             79,107
Net realized gains (losses) on investments     (3,538)                20             (7,885)              (741)
Amortization of deferred policy
acquisition costs after gross profit
adjustments                                $  183,182          $  (1,588)   

$ 550,962 $ 185,329



Other operating costs and expenses increased 5% to $59.5 million in the third
quarter of 2022 and 0.1% to $177.6 million for the nine months ended
September 30, 2022 compared to $56.5 million and $177.4 million for the same
periods in 2021 and are summarized as follows:

                                                 Three Months Ended             Nine Months Ended
                                                    September 30,                  September 30,
                                                 2022            2021          2022           2021
                                                              (Dollars in thousands)
Salary and benefits                          $    46,185      $ 33,733      $ 115,432      $  97,441

Other                                             13,347        22,785     

62,143 79,992
Total other operating costs and expenses $ 59,532 $ 56,518 $ 177,575 $ 177,433



Salary and benefits increased $12.5 million for the three months ended
September 30, 2022 and increased $18.0 million for the nine months ended
September 30, 2022, respectively, compared to the same periods in 2021. The
increases in salary and benefits were primarily due to an increased number of
employees related to our continued growth and implementation of AEL 2.0 as well
as increases in the expense recognized under our equity and cash incentive
compensation programs ("incentive compensation programs"). The increases in
expenses related to our incentive compensation programs were primarily due to
new compensation programs and increases in the expected payouts due to a larger
number of employees participating in the programs.

Other expenses decreased for the three and nine months ended September 30, 2022
compared to the same periods in 2021. The decreases is primarily related to a
decrease in risk charges expense for the three and nine months ended
September 30, 2022 due to the recapture of an existing reinsurance agreement
which was replaced with a new agreement with a lower risk charge.

We expect the level of other operating costs and expenses to settle into the $60
million per quarter range for the foreseeable future as we continue to execute
on the AEL 2.0 strategy.

                                       48

--------------------------------------------------------------------------------

Table of Contents


Income tax expense was $86.2 million in the third quarter of 2022 and $345.6
million for the nine months ended September 30, 2022 compared to $44.7 million
and $107.5 million for the same periods in 2021. The changes in income tax
expense were primarily due to changes in income before income taxes as well as
changes in the effective income tax rates. The effective income tax rates for
the three and nine months ended September 30, 2022 were 21.6% and 21.8%,
respectively, and 22.6% and 22.0% for the same periods in 2021, respectively.

Income tax expense and the resulting effective tax rate are based upon two
components of income before income taxes ("pretax income") that are taxed at
different tax rates. Life insurance income is generally taxed at a statutory
rate of approximately 21.5% reflecting the absence of state income taxes for
substantially all of the states that the life insurance subsidiaries do business
in. The income (loss) for the parent company and other non-life insurance
subsidiaries (the "non-life insurance group") is generally taxed at a statutory
tax rate of 28.7% reflecting the combined federal and state income tax rates.
The effective income tax rates resulting from the combination of the income tax
provisions for the life and non-life sources of income (loss) vary from period
to period based primarily on the relative size of pretax income from the two
sources.


                                       49

--------------------------------------------------------------------------------

  Table of     Contents

Financial Condition

Investments

Our investment strategy is to maximize current income and total investment
return through active management while maintaining a responsible asset
allocation strategy containing high credit quality investments and providing
adequate liquidity to meet our cash obligations to policyholders and others. Our
investment strategy is also reflective of insurance statutes, which regulate the
type of investments that our life subsidiaries are permitted to make and which
limit the amount of funds that may be used for any one type of investment.

As previously noted, as part of our AEL 2.0 investment pillar, we intend to ramp
up our allocation to private assets in part by partnering with proven asset
managers in our focus expansion sectors of commercial real estate, residential
real estate including mortgages and single family rental homes, infrastructure
debt and equity, middle market lending and lending to revenue, technology and
software sector companies.

The composition of our investment portfolio is summarized as follows:

                                                       September 30, 2022                                   December 31, 2021
                                               Carrying                                             Carrying
                                                Amount                    Percent                    Amount                   Percent
                                                                               (Dollars in thousands)
Fixed maturity securities:
U.S. Government and agencies             $          169,538                      0.3  %       $       1,078,746                      1.9  %
States, municipalities and territories            4,042,851                      8.3  %               3,758,761                      6.5  %
Foreign corporate securities and foreign
governments                                         837,199                      1.7  %                 375,097                      0.6  %
Corporate securities                             25,333,341                     52.2  %              32,631,189                     57.0  %
Residential mortgage backed securities            1,372,741                      2.8  %               1,125,049                      2.0  %
Commercial mortgage backed securities             3,471,595                      7.2  %               4,682,900                      8.2  %
Other asset backed securities                     3,889,475                      8.0  %               5,146,567                      9.0  %
Total fixed maturity securities                  39,116,740                     80.5  %              48,798,309                     85.2  %

Mortgage loans on real estate                     6,452,614                     13.3  %               5,650,480                      9.9  %
Real estate investments                             897,673                      1.9  %                 337,939                      0.6  %
Derivative instruments                              196,656                      0.4  %               1,277,480                      2.2  %
Other investments                                 1,881,117                      3.9  %               1,210,464                      2.1  %
                                                 48,544,800                    100.0  %              57,274,672                    100.0  %
Modified coinsurance investments                  2,875,037                                           3,101,832
                                         $       51,419,837                                   $      60,376,504

Fixed Maturity Securities


Our fixed maturity security portfolio is managed to minimize risks such as
interest rate changes and defaults or credit losses while earning a sufficient
and stable return on our investments. The largest portion of our fixed maturity
securities are in investment grade (typically NAIC designation 1 or 2) publicly
traded or privately placed corporate securities.

A summary of our fixed maturity securities by NRSRO ratings is as follows:

                                                   September 30, 2022                                       December 31, 2021
                                         Carrying                 Percent of Fixed                Carrying                Percent of Fixed
Rating Agency Rating                      Amount                Maturity Securities                Amount               Maturity Securities
                                                                             (Dollars in thousands)
Aaa/Aa/A                           $       23,217,697                         59.4  %       $      27,496,506                         56.4  %
Baa                                        15,217,776                         38.9  %              20,147,369                         41.3  %
Total investment grade                     38,435,473                         98.3  %              47,643,875                         97.7  %
Ba                                            537,358                          1.4  %                 930,321                          1.9  %
B                                              81,178                          0.2  %                 117,989                          0.2  %
Caa                                            19,176                            -  %                  39,354                          0.1  %
Ca and lower                                   43,555                          0.1  %                  66,770                          0.1  %
Total below investment grade                  681,267                          1.7  %               1,154,434                          2.3  %
                                           39,116,740                        100.0  %              48,798,309                        100.0  %
Modified coinsurance
investments                                 1,971,171                                               2,507,634
                                   $       41,087,911                                       $      51,305,943


                                       50

--------------------------------------------------------------------------------

Table of Contents


The NAIC's Securities Valuation Office ("SVO") is responsible for the day-to-day
credit quality assessment of securities owned by state regulated insurance
companies. The purpose of such assessment and valuation is for determining
regulatory capital requirements and regulatory reporting. Insurance companies
report ownership to the SVO when such securities are eligible for regulatory
filings. The SVO conducts credit analysis on these securities for the purpose of
assigning a NAIC designation and/or unit price. Typically, if a security has
been rated by an NRSRO, the SVO utilizes that rating and assigns a NAIC
designation based upon the following system:

                     NAIC Designation       NRSRO Equivalent Rating
                            1                       Aaa/Aa/A
                            2                         Baa
                            3                          Ba
                            4                          B
                            5                         Caa
                            6                     Ca and lower


The NAIC introduced 20 NAIC designation modifiers that are applied to each NAIC
designation to determine a security's NAIC designation category. New risk-based
capital charges for each of the 20 designated categories for reporting were
effective beginning December 31, 2021.

For most of the bonds held in our portfolio the NAIC designation matches the
NRSRO equivalent rating. However, for certain loan-backed and structured
securities, as defined by the NAIC, the NAIC rating is not always equivalent to
the NRSRO rating presented in the previous table. The NAIC has adopted revised
rating methodologies for certain loan-backed and structured securities comprised
of non-agency residential mortgage backed securities ("RMBS") and commercial
mortgage backed securities ("CMBS"). The NAIC's objective with the revised
rating methodologies for these structured securities is to increase the accuracy
in assessing expected losses and use the improved assessment to determine a more
appropriate capital requirement for such structured securities. The revised
methodologies reduce regulatory reliance on rating agencies and allow for
greater regulatory input into the assumptions used to estimate expected losses
from structured securities.

The use of this process by the SVO may result in certain non-agency RMBS and
CMBS being assigned an NAIC designation that is different than the equivalent
NRSRO rating. The NAIC designations for non-agency RMBS and CMBS are based on
security level expected losses as modeled by an independent third party (engaged
by the NAIC) and the statutory carrying value of the security, including any
purchase discounts or impairment charges previously recognized. Evaluation of
non-agency RMBS and CMBS held by insurers using the NAIC rating methodologies is
performed on an annual basis.

Our fixed maturity security portfolio is managed to minimize risks such as
defaults or impairments while earning a sufficient and stable return on our
investments. Our strategy with respect to our fixed maturity securities
portfolio has been to invest primarily in investment grade securities.
Investment grade is NAIC 1 and 2 securities and Baa3/BBB- and better securities
on the NRSRO scale. We expect this strategy to meet the objective of minimizing
risk while also managing asset capital charges on a regulatory capital basis.

A summary of our fixed maturity securities by NAIC designation is as follows:

                                                             September 30, 2022                                                                         December 31, 2021
                                                                                                    Percent                                                                                   Percent
                                                                                                   of Total                                                                                  of Total
                                Amortized                                   Carrying               Carrying               Amortized                                   Carrying               Carrying
   NAIC Designation               Cost               Fair Value              Amount                 Amount                  Cost               Fair Value              Amount                 Amount
                                               (Dollars in thousands)                                                                    (Dollars in thousands)
          1                  $ 26,172,397          $ 23,405,353          $ 23,405,353                    59.8  %       $ 25,378,938          $ 28,006,835          $ 28,006,835                    57.4  %
          2                    17,054,329            15,048,575            15,048,575                    38.5  %         18,028,077            19,667,529            19,667,529                    40.3  %
          3                       625,491               533,889               533,889                     1.4  %            909,173               941,071               941,071                     2.0  %
          4                        95,833                82,402                82,402                     0.2  %            133,070               147,160               147,160                     0.3  %
          5                        56,835                37,389                37,389                     0.1  %             16,496                15,357                15,357                       -  %
          6                        15,732                 9,132                 9,132                       -  %             24,181                20,357                20,357                       -  %
                               44,020,617            39,116,740            39,116,740                   100.0  %         44,489,935            48,798,309            48,798,309                   100.0  %
Modified coinsurance
investments                     2,485,104             1,971,171             1,971,171                                     2,509,248             2,507,634             2,507,634
                             $ 46,505,721          $ 41,087,911          $ 41,087,911                                  $ 46,999,183          $ 51,305,943          $ 51,305,943

The amortized cost and fair value of fixed maturity securities at September 30,
2022
, by contractual maturity, are presented in Note 3 - Investments to our
unaudited consolidated financial statements in this Form 10-Q, which is
incorporated by reference in this Item 2.

                                       51

--------------------------------------------------------------------------------

Table of Contents

Unrealized Losses

The amortized cost and fair value of fixed maturity securities that were in an
unrealized loss position were as follows:

                                                                                      Unrealized
                                         Number of              Amortized           Losses, Net of        Allowance for
                                        Securities                Cost                Allowance           Credit Losses          Fair Value
                                                                                          (Dollars in thousands)
September 30, 2022
Fixed maturity securities, available
for sale:
U.S. Government and agencies                  22             $    135,872   

$ (3,538) $ - $ 132,334
States, municipalities and
territories

                                  543                3,451,495               (557,979)                   -             2,893,516
Foreign corporate securities and
foreign governments                           47                  704,538                (88,291)                   -               616,247
Corporate securities                       2,190               24,469,309             (3,617,452)              (3,214)           20,848,643
Residential mortgage backed
securities                                   211                1,227,407               (107,380)              (1,706)            1,118,321
Commercial mortgage backed
securities                                   333                3,749,244               (350,984)                   -             3,398,260
Other asset backed securities                512                4,298,995               (434,913)                   -             3,864,082
                                           3,858               38,036,860             (5,160,537)              (4,920)           32,871,403
Modified coinsurance investments             546                2,379,696               (514,230)                   -             1,865,466
                                           4,404             $ 40,416,556          $  (5,674,767)         $    (4,920)         $ 34,736,869

December 31, 2021
Fixed maturity securities, available
for sale:
U.S. Government and agencies                   8             $    761,102   

$ (124) $ - $ 760,978
States, municipalities and
territories

                                   42                  173,106                 (2,485)              (2,776)              167,845
Foreign corporate securities and
foreign governments                            3                   34,673                   (801)                   -                33,872
Corporate securities                         176                1,433,317                (26,035)                   -             1,407,282
Residential mortgage backed
securities                                    74                  280,044                 (2,093)                 (70)              277,881
Commercial mortgage backed
securities                                    89                  795,405                (16,553)                   -               778,852
Other asset backed securities                577                3,118,385                (50,018)                   -             3,068,367
                                             969                6,596,032                (98,109)              (2,846)            6,495,077
Modified coinsurance investments             458                1,327,173                (14,261)                   -             1,312,912
                                           1,427             $  7,923,205          $    (112,370)         $    (2,846)         $  7,807,989


The unrealized losses at September 30, 2022 are principally related to the
timing of the purchases of certain securities, which carry less yield than those
available at September 30, 2022. Approximately 98% and 83% of the unrealized
losses on fixed maturity securities shown in the above table for September 30,
2022 and December 31, 2021, respectively, are on securities that are rated
investment grade, defined as being the highest two NAIC designations.

The increase in unrealized losses from December 31, 2021 to September 30, 2022
was primarily due to an increase in treasury yields during the nine months ended
September 30, 2022. The 10-year U.S. Treasury yields at September 30, 2022 and
December 31, 2021 were 3.83% and 1.52%, respectively. The 30-year U.S. Treasury
yields at September 30, 2022 and December 31, 2021 were 3.79% and 1.90%,
respectively. In addition, credit spreads widened during the nine months ended
September 30, 2022 which also contributed to the increase in unrealized losses.

                                       52

--------------------------------------------------------------------------------

Table of Contents

The following table sets forth the composition by credit quality (NAIC
designation) of fixed maturity securities with gross unrealized losses:

                                          Carrying Value of
                                           Securities with                                            Gross
                                          Gross Unrealized                Percent of               Unrealized                Percent of
NAIC Designation                               Losses                       Total                  Losses (1)                  Total
                                                                               (Dollars in thousands)
September 30, 2022
1                                       $       19,297,462                         58.7  %       $ (2,963,943)                        57.4  %
2                                               12,921,595                         39.3  %         (2,068,225)                        40.1  %
3                                                  528,329                          1.6  %            (91,652)                         1.8  %
4                                                   82,402                          0.3  %            (13,399)                         0.2  %
5                                                   37,389                          0.1  %            (19,446)                         0.4  %
6                                                    4,226                            -  %             (3,872)                         0.1  %
                                                32,871,403                        100.0  %         (5,160,537)                       100.0  %
Modified coinsurance investments                 1,865,466                                           (514,230)
                                        $       34,736,869                                       $ (5,674,767)

December 31, 2021
1                                       $        3,825,403                         58.9  %       $    (33,823)                        34.4  %
2                                                2,233,761                         34.4  %            (47,154)                        48.1  %
3                                                  376,933                          5.8  %            (13,723)                        14.0  %
4                                                   33,229                          0.5  %             (1,083)                         1.1  %
5                                                    9,506                          0.1  %             (1,140)                         1.2  %
6                                                   16,244                          0.3  %             (1,186)                         1.2  %
                                                 6,495,076                        100.0  %            (98,109)                       100.0  %
Modified coinsurance investments                 1,312,912                                            (14,261)
                                        $        7,807,988                                       $   (112,370)

(1)Gross unrealized losses have been adjusted to reflect the allowance for
credit loss of $4.9 million and $2.8 million as of September 30, 2022 and
December 31, 2021, respectively.


Our investments' gross unrealized losses and fair value, aggregated by
investment category and length of time that individual securities have been in a
continuous unrealized loss position at September 30, 2022 and December 31, 2021,
along with a description of the factors causing the unrealized losses is
presented in Note 3 - Investments to our unaudited consolidated financial
statements in this Form 10-Q, which is incorporated by reference in this Item 2.

                                       53

--------------------------------------------------------------------------------

Table of Contents


The amortized cost and fair value of fixed maturity securities in an unrealized
loss position and the number of months in a continuous unrealized loss position
(fixed maturity securities that carry an NRSRO rating of BBB/Baa or higher are
considered investment grade) were as follows:

                                                                                                                       Gross
                                                                       Amortized                                    Unrealized
                                              Number of              Cost, Net of                                 Losses, Net of
                                              Securities             Allowance (1)           Fair Value            Allowance (1)
                                                                                       (Dollars in thousands)
September 30, 2022
Fixed maturity securities, available for
sale:
Investment grade:
Less than six months                             2,144             $   

21,076,070 $ 19,100,398 $ (1,975,672)
Six months or more and less than twelve
months

                                           1,421                 14,604,340            11,766,243              (2,838,097)
Twelve months or greater                           203                  1,570,815             1,352,416                (218,399)
Total investment grade                           3,768                 37,251,225            32,219,057              (5,032,168)
Below investment grade:
Less than six months                                29                    283,399               261,229                 (22,170)
Six months or more and less than twelve
months                                              17                    191,756               149,410                 (42,346)
Twelve months or greater                            44                    305,560               241,707                 (63,853)
Total below investment grade                        90                    780,715               652,346                (128,369)
                                                 3,858                 38,031,940            32,871,403              (5,160,537)
Modified coinsurance investments                   546                  2,379,696             1,865,466                (514,230)
                                                 4,404             $   40,411,636          $ 34,736,869          $   (5,674,767)

December 31, 2021
Fixed maturity securities, available for
sale:
Investment grade:
Less than six months                               567             $    

4,255,321 $ 4,223,368 $ (31,953)
Six months or more and less than twelve
months

                                              39                    132,110               130,156                  (1,954)
Twelve months or greater                           281                  1,752,779             1,705,640                 (47,139)
Total investment grade                             887                  6,140,210             6,059,164                 (81,046)
Below investment grade:
Less than six months                                11                     43,745                42,994                    (751)
Six months or more and less than twelve
months                                               7                     28,544                25,706                  (2,838)
Twelve months or greater                            64                    380,686               367,213                 (13,473)
Total below investment grade                        82                    452,975               435,913                 (17,062)
                                                   969                  6,593,185             6,495,077                 (98,108)
Modified coinsurance investments                   458                  1,327,173             1,312,912                 (14,261)
                                                 1,427             $    7,920,358          $  7,807,989          $     (112,369)


(1)Amortized cost and gross unrealized losses have been adjusted to reflect the
allowance for credit loss of $4.9 million and $2.8 million as of September 30,
2022 and December 31, 2021, respectively.

                                       54

--------------------------------------------------------------------------------

Table of Contents


The amortized cost and fair value of fixed maturity securities (excluding U.S.
Government and agencies) segregated by investment grade (NRSRO rating of BBB/Baa
or higher) and below investment grade that had unrealized losses greater than
20% and the number of months in a continuous unrealized loss position were as
follows:

                                                                                                                       Gross
                                                                        Amortized                                   Unrealized
                                               Number of              Cost, Net of               Fair             Losses, Net of
                                               Securities             Allowance (1)             Value              Allowance (1)
                                                                                        (Dollars in thousands)
September 30, 2022
Investment grade:
Less than six months                                520             $    

6,597,167 $ 4,938,395 $ (1,658,772)
Six months or more and less than twelve
months

                                              170                  2,605,917            1,724,697                (881,220)
Twelve months or greater                              -                          -                    -                       -
Total investment grade                              690                  9,203,084            6,663,092              (2,539,992)
Below investment grade:
Less than six months                                 19                    167,439              125,371                 (42,068)
Six months or more and less than twelve
months                                                3                     74,254               47,505                 (26,749)
Twelve months or greater                              -                          -                    -                       -
Total below investment grade                         22                    241,693              172,876                 (68,817)
                                                    712                  9,444,777            6,835,968              (2,608,809)
Modified coinsurance investments                    393                  1,314,991              895,510                (419,481)
                                                  1,105             $   10,759,768          $ 7,731,478          $   (3,028,290)
December 31, 2021
Investment grade:
Less than six months                                  -             $            -          $         -          $            -
Six months or more and less than twelve
months                                                -                          -                    -                       -
Twelve months or greater                              -                          -                    -                       -
Total investment grade                                -                          -                    -                       -
Below investment grade:
Less than six months                                  -                          -                    -                       -
Six months or more and less than twelve
months                                                -                          -                    -                       -
Twelve months or greater                              -                          -                    -                       -
Total below investment grade                          -                          -                    -                       -
                                                      -                          -                    -                       -
Modified coinsurance investments                      -                          -                    -                       -
                                                      -             $            -          $         -          $            -


(1) Amortized cost and gross unrealized losses have been adjusted to reflect the
allowance for credit loss of $4.9 million and $2.8 million as of September 30,
2022 and December 31, 2021, respectively.

                                       55

--------------------------------------------------------------------------------

Table of Contents


The amortized cost and fair value of fixed maturity securities, by contractual
maturity, that were in an unrealized loss position are shown below. Actual
maturities will differ from contractual maturities because borrowers may have
the right to call or prepay obligations with or without call or prepayment
penalties. All of our mortgage and other asset backed securities provide for
periodic payments throughout their lives, and are shown below as a separate
line.

                                                  Available for sale
                                             Amortized
                                                Cost           Fair Value
                                                (Dollars in thousands)
September 30, 2022
Due in one year or less                    $    866,870      $    862,205

Due after one year through five years 5,113,322 4,845,079
Due after five years through ten years 5,155,334 4,575,984
Due after ten years through twenty years 8,157,911 6,984,806
Due after twenty years

                        9,467,777         7,222,666
                                             28,761,214        24,490,740

Residential mortgage backed securities 1,227,407 1,118,321
Commercial mortgage backed securities 3,749,244 3,398,260
Other asset backed securities

                 4,298,995         3,864,082
                                             38,036,860        32,871,403
Modified coinsurance investments              2,379,696         1,865,466
                                           $ 40,416,556      $ 34,736,869

December 31, 2021
Due in one year or less                    $    762,035      $    761,590
Due after one year through five years            49,668            46,687
Due after five years through ten years          476,811           467,284
Due after ten years through twenty years        443,909           435,589
Due after twenty years                          669,775           658,827
                                              2,402,198         2,369,977
Residential mortgage backed securities          280,044           277,881
Commercial mortgage backed securities           795,405           778,852
Other asset backed securities                 3,118,385         3,068,367
                                              6,596,032         6,495,077
Modified coinsurance investments              1,327,173         1,312,912
                                           $  7,923,205      $  7,807,989


                                       56

--------------------------------------------------------------------------------

Table of Contents

International Exposure


We hold fixed maturity securities with international exposure. As of
September 30, 2022, 16.0% of the carrying value of our fixed maturity securities
was comprised of corporate debt securities of issuers based outside of the
United States and debt securities of foreign governments. Our fixed maturity
securities with international exposure are primarily denominated in U.S.
dollars. Our investment professionals analyze each holding for credit risk by
economic and other factors of each country and industry. The following table
presents our international exposure in our fixed maturity portfolio by country
or region:

                                                   September 30, 2022
                                                                            Percent
                                                                            of Total
                                     Amortized       Carrying Amount/       Carrying
                                       Cost             Fair Value           Amount
                                          (Dollars in thousands)
Europe                             $ 2,761,905      $       2,430,776          6.2  %
Asia/Pacific                           539,417                470,917          1.2  %
Latin America                          334,845                277,222          0.7  %
Non-U.S. North America               1,468,350              1,315,808          3.4  %
Australia & New Zealand                999,655                900,881          2.3  %
Other                                  971,584                870,042          2.2  %
                                     7,075,756              6,265,646         16.0  %
Modified coinsurance investments       665,788                525,563
                                   $ 7,741,544      $       6,791,209


All of the securities presented in the table above are investment grade (NAIC
designation of either 1 or 2), except for the following:

                                               September 30, 2022
                                                          Carrying Amount/
                                     Amortized Cost          Fair Value
                                             (Dollars in thousands)
Europe                              $       122,217      $         105,719
Asia/Pacific                                     68                     55
Latin America                                45,586                 38,712
Non-U.S. North America                       41,027                 36,667
Australia & New Zealand                         276                    223
Other                                       117,014                 89,254
                                            326,188                270,630
Modified coinsurance investments                  -                      -
                                    $       326,188      $         270,630


                                       57

--------------------------------------------------------------------------------

Table of Contents

Watch List


At each balance sheet date, we identify invested assets which have
characteristics (i.e., significant unrealized losses compared to amortized cost
and industry trends) creating uncertainty as to our future assessment of credit
losses. As part of this assessment, we review not only a change in current price
relative to its amortized cost but the issuer's current credit rating and the
probability of full recovery of principal based upon the issuer's financial
strength. For corporate issuers, we evaluate the financial stability and quality
of asset coverage for the securities relative to the term to maturity for the
issues we own. For asset-backed securities, we evaluate changes in factors such
as collateral performance, default rates, loss severities and expected cash
flows. At September 30, 2022, the amortized cost and fair value of securities on
the watch list (all fixed maturity securities) are as follows:

                                                                                                                             Net Unrealized
                                                                                                       Amortized Cost,          Losses,
                                         Number of           Amortized           Allowance for             Net of                Net of               Fair
General Description                     Securities              Cost             Credit Losses            Allowance            Allowance             Value
                                                                                                  (Dollars in thousands)

Corporate securities - Public
securities                                   5              $  12,974          $            -          $     12,974          $       (90)         $  

12,884

Corporate securities - Private
placement securities                         1                 10,646                  (3,214)                7,432               (3,296)             4,136
Residential mortgage backed
securities                                  19                 29,207                  (1,706)               27,501               (1,441)            26,060
Commercial mortgage backed
securities                                   5                 39,734                       -                39,734               (2,353)            37,381
Other asset backed securities                1                  2,835                       -                 2,835                  (38)             

2,797

Collateralized loan obligations             14                 66,435                       -                66,435              (13,634)            52,801
                                            45              $ 161,831          $       (4,920)         $    156,911          $   (20,852)         $ 136,059


We expect to recover the unrealized losses, net of allowances, as we do not have
the intent to sell and it is not more likely than not that we would be required
to sell these securities prior to recovery of the amortized cost basis, net of
allowances. Our analysis of these securities and their credit performance at
September 30, 2022 is as follows:

Corporate securities: The corporate securities included on the watch list
primarily include a security in the utilities industry that is under financial
stress due to the impact of power outages and a security in the retail market
which is in an unrealized loss position and for which we have the intent to sell
as part of our risk reduction effort.

Structured securities: The structured securities included on the watch list have
generally experienced higher levels of stress due to the impact COVID-19 had on
the economy. In addition, certain securities are included on the watch list as
they are in an unrealized loss position and we have the intent to sell as part
of our risk reduction effort.

Credit Losses


We have a policy and process to identify securities in our investment portfolio
for which we recognize credit loss. See Note 3 - Investments to our unaudited
consolidated financial statements.

During the three months ended September 30, 2022, we recognized $1.5 million of
credit losses which includes $3.0 million of credit losses on structured
securities primarily due to our intent to sell such securities as of September
30, 2022 and $0.3 million of credit losses on corporate securities primarily due
to our intent to sell such securities as of September 30, 2022 partially offset
by a $1.8 million net reduction in credit losses on certain other securities
primarily due to revised financial outlook on securities related to senior
living facilities in the Southeastern region of the United States driven in part
by a restructuring of its debt facilities. During the nine months ended
September 30, 2022, we recognized $14.3 million of credit losses which includes
$10.3 million of credit losses on structured securities primarily due to our
intent to sell such securities and $6.1 million of credit losses on corporate
securities due to $3.3 million of credit losses on a security and $2.8 million
of credit losses on securities due to our intent to sell such securities as of
June 30, 2022 partially offset by $2.1 reduction in credit losses primarily due
to revised financial outlook on securities related to senior living facilities
in the Southeastern region of the United States driven in part by a
restructuring of its debt facilities.

During the three months ended September 30, 2021, we recognized a benefit
related to a reduction in the allowance for credit losses for our fixed maturity
securities of $0.1 million which included recoveries on municipal securities
partially offset by additional credit losses realized on corporate securities
and residential mortgage backed securities. During the nine months ended
September 30, 2021, we recognized credit losses of $0.1 million which included
net credit losses realized on corporate securities partially offset by net
recoveries on municipal securities and residential mortgage backed securities.

Several factors led us to believe that full recovery of amortized cost is not
expected on the securities for which we recognized credit losses. A discussion
of these factors, our policy and process to identify securities that could
potentially have credit loss is presented in Note 3 - Investments to our
unaudited consolidated financial statements in this Form 10-Q, which is
incorporated by reference in this Item 2.

                                       58

--------------------------------------------------------------------------------

Table of Contents

Mortgage Loans on Real Estate


Our financing receivables consist of three mortgage loan portfolio segments:
commercial mortgage loans, agricultural mortgage loans and residential mortgage
loans. Our commercial mortgage loan portfolio consists of loans with an
outstanding principal balance of $3.6 billion and $3.6 billion as of
September 30, 2022 and December 31, 2021, respectively. This portfolio consists
of mortgage loans collateralized by the related properties and diversified as to
property type, location and loan size. Our mortgage lending policies establish
limits on the amount that can be loaned to one borrower and other criteria to
attempt to reduce the risk of default. Our agricultural mortgage loan portfolio
consists of loans with an outstanding principal balance of $582.5 million and
$408.1 million as of September 30, 2022 and December 31, 2021, respectively.
These loans are collateralized by agricultural land and are diversified as to
location within the United States. Our residential mortgage loan portfolio
consists of loans with an outstanding principal balance of $2.4 billion and $1.7
billion as of September 30, 2022 and December 31, 2021, respectively. These
loans are collateralized by the related properties and diversified as to
location within the United States. Mortgage loans on real estate are generally
reported at cost adjusted for amortization of premiums and accrual of discounts,
computed using the interest method and net of valuation allowances.

At September 30, 2022 and December 31, 2021, the largest principal amount
outstanding for any single commercial mortgage loan was $84.3 million and $81.5
million, respectively, and the average loan size was $5.8 million and $5.3
million, respectively. In addition, the average loan-to-value ratio for
commercial and agricultural mortgage loans combined was 51.8% and 52.3% at
September 30, 2022 and December 31, 2021, respectively, based upon the
underwriting and appraisal at the time the loan was made. This loan-to-value
ratio is indicative of our conservative underwriting policies and practices for
originating mortgage loans and may not be indicative of collateral values at the
current reporting date. Our current practice is to only obtain market value
appraisals of the underlying collateral at the inception of the loan unless we
identify indicators of impairment in our ongoing analysis of the portfolio, in
which case, we either calculate a value of the collateral using a capitalization
method or obtain a third party appraisal of the underlying collateral. The
commercial mortgage loan portfolio is summarized by geographic region and
property type in Note 4 - Mortgage Loans on Real Estate to our unaudited
consolidated financial statements in this Form 10-Q, incorporated by reference
in this Item 2.

In the normal course of business, we commit to fund mortgage loans up to 90 days
in advance. At September 30, 2022, we had commitments to fund commercial
mortgage loans totaling $98.8 million, with interest rates ranging from 5.36% to
6.72%. During 2022 and 2021, due to historically low interest rates, the
commercial mortgage loan industry has been very competitive. This competition
has resulted in a number of borrowers refinancing with other lenders. For the
nine months ended September 30, 2022, we received $380.8 million in cash for
loans being paid in full compared to $250.3 million for the nine months ended
September 30, 2021. Some of the loans being paid off have either reached their
maturity or are nearing maturity; however, some borrowers are paying the
prepayment fee and refinancing at a lower rate. As September 30, 2022, we had
commitments to fund agricultural mortgage loans totaling $10.2 million with
interest rates ranging from 5.56% to 5.56%, and had commitments to fund
residential mortgage loans totaling $258.3 million with interest rates ranging
from 7.00% to 12.00%.

See Note 4 - Mortgage Loans on Real Estate to our unaudited consolidated
financial statements, incorporated by reference, for a presentation of our
valuation allowance, foreclosure activity and troubled debt restructure
analysis. We have a process by which we evaluate the credit quality of each of
our mortgage loans. This process utilizes each loan's loan-to-value and debt
service coverage ratios as primary metrics. See Note 4 - Mortgage Loans on Real
Estate to our unaudited consolidated financial statements, incorporated by
reference, for a summary of our portfolio by loan-to-value and debt service
coverage ratios.

We closely monitor loan performance for our commercial, agricultural and
residential mortgage loan portfolios. Commercial, agricultural and residential
loans are considered nonperforming when they are 90 days or more past due. Aging
of financing receivables is summarized in the following table:

                                                                  30-59 days           60-89 days           Over 90 days
                                              Current              past due             past due              past due               Total
As of September 30, 2022:                                                         (Dollars in thousands)
Commercial mortgage loans                  $ 3,583,592          $         -          $         -          $           -          $ 3,583,592
Agricultural mortgage loans                    577,660                    -                    -                  3,135              580,795
Residential mortgage loans                   2,397,036               33,288               10,408                 31,930            2,472,662
Total mortgage loans                       $ 6,558,288          $    33,288          $    10,408          $      35,065          $ 6,637,049

As of December 31, 2021:
Commercial mortgage loans                  $ 3,628,502          $         -          $         -          $           -          $ 3,628,502
Agricultural mortgage loans                    406,999                    -                    -                      -              406,999
Residential mortgage loans                   1,631,999               34,447                3,030                  7,045            1,676,521
Total mortgage loans                       $ 5,667,500          $    34,447          $     3,030          $       7,045          $ 5,712,022


                                       59

--------------------------------------------------------------------------------

Table of Contents

Derivative Instruments


Our derivative instruments consist of call options purchased to provide the
income needed to fund the annual index credits on our fixed index annuity
products and interest rate swaps used to hedge against changes in fair value due
to changes in interest rates. The fair value of the call options is based upon
the amount of cash that would be required to settle the call options obtained
from the counterparties adjusted for the nonperformance risk of the
counterparty. The nonperformance risk for each counterparty is based upon its
credit default swap rate. We have no performance obligations related to the call
options. The fair value of the pay fixed/receive float interest rate swaps are
determined using internal valuation models that generate discounted expected
future cash flows by constructing a projected Secure Overnight Financing Rate
(SOFR) curve over the term of the swap.

Our interest rate swaps qualify for hedge accounting and our call options do not
qualify for hedge accounting. Any change in the fair value of the derivatives is
recognized immediately in the consolidated statements of operations. A
presentation of our derivative instruments along with a discussion of the
business strategy involved with our derivatives for both our derivatives
designated as hedging instruments and our derivatives not designated as hedging
instruments is included in Note 6 - Derivative Instruments to our unaudited
consolidated financial statements in this Form 10-Q, which is incorporated by
reference in this Item 2.

Liquidity and Capital Resources


Our insurance subsidiaries generally have adequate cash flows from annuity
deposits and investment income to meet their policyholder and other obligations.
Net cash flows from annuity deposits and funds returned to policyholders as
surrenders, withdrawals and death claims were $(1,331.0) million for the nine
months ended September 30, 2022 compared to $1,567.7 million for the nine months
ended September 30, 2021, with the decrease attributable to a $2,935.1 million
decrease in net annuity deposits after coinsurance and a $36.3 million (after
coinsurance) decrease in funds returned to policyholders. We continue to invest
the net proceeds from policyholder transactions and investment activities in
high quality fixed maturity securities and mortgage loans. We have a highly
liquid investment portfolio that can be used to meet policyholder and other
obligations as needed. In addition, we intend to hold approximately 1% to 2% of
our investment portfolio in cash and cash equivalents.

We, as the parent company, are a legal entity separate and distinct from our
subsidiaries, and have no business operations. We need liquidity primarily to
service our debt (senior notes, term loan and subordinated debentures issued to
a subsidiary trust), pay operating expenses and pay dividends to common and
preferred stockholders. Our assets consist primarily of the capital stock and
surplus notes of our subsidiaries. Accordingly, our future cash flows depend
upon the availability of dividends, surplus note interest payments and other
statutorily permissible payments from our subsidiaries, such as payments under
our investment advisory agreements and tax allocation agreement with our
subsidiaries. We expect these sources provide adequate cash flow for us to meet
our current and reasonably foreseeable future obligations.

The ability of our life insurance subsidiaries to pay dividends or
distributions, including surplus note payments, will be limited by applicable
laws and regulations of the states in which our life insurance subsidiaries are
domiciled, which subject our life insurance subsidiaries to significant
regulatory restrictions. These laws and regulations require, among other things,
our insurance subsidiaries to maintain minimum solvency requirements and limit
the amount of dividends these subsidiaries can pay.

Currently, American Equity Life may pay dividends or make other distributions
without the prior approval of the Iowa Insurance Commissioner, unless such
payments, together with all other such payments within the preceding twelve
months, exceed the greater of (1) American Equity Life's net gain from
operations for the preceding calendar year, or (2) 10% of American Equity Life's
statutory capital and surplus at the preceding December 31. For 2022, up to
$407.9 million can yet be distributed as dividends by American Equity Life
without prior approval of the Iowa Insurance Commissioner. In addition,
dividends and surplus note payments may be made only out of statutory earned
surplus, and all surplus note payments are subject to prior approval by
regulatory authorities in the life subsidiary's state of domicile. American
Equity Life had $2.6 billion of statutory earned surplus at September 30, 2022.

The maximum distribution permitted by law or contract is not necessarily
indicative of an insurer's actual ability to pay such distributions, which may
be constrained by business and regulatory considerations, such as the impact of
such distributions on surplus, which could affect the insurer's ratings or
competitive position, the amount of premiums that can be written and the ability
to pay future dividends or make other distributions. Further, state insurance
laws and regulations require that the statutory surplus of our life subsidiaries
following any dividend or distribution must be reasonable in relation to their
outstanding liabilities and adequate for their financial needs. Along with
solvency regulations, the primary driver in determining the amount of capital
used for dividends is the level of capital needed to maintain desired financial
strength ratings from rating agencies. Both regulators and rating agencies could
become more conservative in their methodology and criteria, including increasing
capital requirements for our insurance subsidiaries which, in turn, could
negatively affect the cash available to us from insurance subsidiaries. As of
September 30, 2022, we estimate American Equity Life has sufficient statutory
capital and surplus, combined with capital available to the holding company, to
maintain its insurer financial strength rating. However, this capital may not be
sufficient if significant future losses are incurred or a rating agency modifies
its rating criteria and access to additional capital could be limited.

Cash and cash equivalents of the parent holding company at September 30, 2022,
were $318.8 million. We also have the ability to issue equity, debt or other
types of securities through one or more methods of distribution. The terms of
any offering would be established at the time of the offering, subject to market
conditions.

                                       60

--------------------------------------------------------------------------------

Table of Contents


In January 2022, American Equity Life became a member of the Federal Home Loan
Bank of Des Moines ("FHLB") which provides access to collateralized borrowings
and other FHLB products. We may also issue funding agreements to the FHLB. Both
the collateralized borrowings and funding agreements require us to pledge
qualified assets as collateral. Obligations arising from funding agreements,
which totaled $50.0 million as of September 30, 2022 are used in investment
spread activities.

New Accounting Pronouncements

See Note 1 - Significant Accounting Policies to our unaudited consolidated
financial statements in this Form 10-Q, which is incorporated by reference in
this Item 2.


Regulatory Developments

General Scope of Insurance Regulation

We expect to review our Bermuda captive reinsurers' governance and risk
oversight structure in light of regulatory changes to codes of conduct, and may
make certain enhancements.


Investments Regulation

The Iowa Insurance Division has proposed changes to Iowa law on admitted assets
to conform Iowa law more closely to NAIC models in some respects. For example,
it would change the amount of some assets an insurer could include as admitted.
If the legislature enacts these changes, we would review and reconfigure our
investments in light of the new requirements and the challenges and
opportunities they pose. We do not expect legislative action, if any, until at
least 2023.

Financial Strength Ratings

Standard & Poor's ("S&P") has withdrawn its insurance company capital analysis
proposal to discount the value of certain assets that have no rating.

Side Car Related Regulation


As we continue to develop and implement third-party capital reinsurance, such as
"side cars," we expect to manage additional related regulatory requirements in
areas such as employment and labor, governance, reinsurance, securities, and
tax. We expect the scope of these requirements and our management strategies to
be clearer as our planning and execution continue to progress.

Privacy and Cybersecurity


The SEC has proposed new cybersecurity disclosure rules for public companies.
Under the proposed rule, registrants would have to disclose information about
material cybersecurity incidents on a Current Report on Form 8-K within four
days of concluding that the incident is material, and update that disclosure at
points of its analysis and response to the incident. Registrants would also have
to disclose aspects of cybersecurity risk management annually, including
governance processes and Board and management responsibilities, and director
cybersecurity expertise.

Other State and NAIC Regulatory Developments

In addition, the NAIC is reviewing how insurers' varieties of affiliate
agreements, holding company structures, and forms of public or private ownership
may affect insurers' financial stability.

Other U.S. Federal Initiatives

In August 2022, the U.S. amended its internal revenue code to impose a 15%
"corporate alternative minimum tax" based on net income, subject to some
adjustments. At this time, we do not expect that we will be liable under this
tax for 2022.


The SEC has proposed new climate-related disclosure rules for public companies.
Among other things, the proposed rules would require registrant disclosure on
(1) governance of climate-related risks; (2) climate-related impacts on
strategy, business model and outlook; (3) climate-related risk management; (4)
greenhouse gas ("GHG") emissions; and (5) any internal carbon price or
climate-related targets and goals. Large accelerated filers, such as us, would
also have to obtain attestation by an independent third party of certain of
their GHG emissions metrics. The proposed rules would also require registrants
to include climate-related financial statement metrics (which would consist of
disaggregated climate-related impacts on existing financial statement line
items) and related disclosures in a note to audited financial statements,
subject to adequate internal controls and to audit by an independent registered
public accounting firm. Depending on the ultimate rules the SEC adopts, the cost
and other impacts of such a rule on us may be significant.

The SEC has proposed new rules related to trading plans under Rule 10b5-1. The
rules would require a registrant 30-day "cooling off" period between plan
adoption and the first transaction under the plan; limit registrants to a single
plan for a class of securities, such as common stock, at any given time. The SEC
has also proposed new daily registrant disclosure of securities repurchases.
Depending on the ultimate rules the SEC adopts, the cost and other impacts of
such rules on us may be significant.

                                       61

--------------------------------------------------------------------------------

Table of Contents

Accounting for Long Duration Insurance and Investment Contracts

See Note 1 - Significant Accounting Policies to our unaudited consolidated
financial statements in this Form 10-Q, which is incorporated here by reference.

Older

FATHOM HOLDINGS INC. – 10-Q – Management's Discussion and Analysis of Financial Condition and Results of Operations.

Newer

EHEALTH, INC. – 10-Q – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Advisor News

  • IRS CEO FRANK J. BISIGNANO VISITS OHIO TO TOUT WORKING FAMILIES TAX CUTS PROVISIONS ON NO TAX ON CAR LOAN INTEREST, NO TAX ON OVERTIME, ENHANCED DEDUCTION FOR SENIOR CITIZENS
  • The hidden flaw in insurance AI adoption for advisors and carriers
  • Rising healthcare costs impact 401(k) accounts
  • What advisors think about pooled employer plans, alternative investments
  • AI, stablecoins and private market expansion may reshape financial services by 2030
More Advisor News

Annuity News

  • How annuities can help protect retirees from financial scams
  • MetLife Inc. (NYSE: MET) Climbs to New 52-Week High
  • The Standard and Pacific Guardian Life Announce Entry into Agreement to Transition Individual Annuities Business
  • AuguStar Retirement launches StarStream Variable Annuity
  • Prismic Life Announces Completion of Oversubscribed Capital Raise
More Annuity News

Health/Employee Benefits News

  • Mom blames Florida Blue, Broward Health dispute for daughter’s $11,500 ER bill
  • ASHLEY HINSON FAILS TO FOOL IOWANS WITH HER MISLEADING SENATE CAMPAIGN TV AD
  • NEW: "ASHLEY HINSON AD MISLEADS VOTERS ABOUT HER RECORD"
  • Idaho farmers can band together to buy cheaper health insurance through Farm Bureau deal
  • Reed: Can these assets be saved?
More Health/Employee Benefits News

Life Insurance News

  • Kansas official running for governor received $300K in donations before key decision
  • Investigators say C.R. man's life insurance claims for 3 children were fraudulent
  • Shocking death of Kyle Busch renews debate over IUL plan
  • WoodmenLife launches final expense life insurance offering
  • The Standard and Pacific Guardian Life Announce Entry into Agreement to Transition Individual Annuities Business
More Life Insurance News

- Presented By -

NEWS INSIDE

  • Companies
  • Earnings
  • Economic News
  • INN Magazine
  • Insurtech News
  • Newswires Feed
  • Regulation News
  • Washington Wire
  • Videos

FEATURED OFFERS

Why Blend in When You Can Make a Splash?
Pacific Life’s registered index-linked annuity offers what many love about RILAs—plus more!

Life moves fast. Your BGA should, too.
Stay ahead with Modern Life's AI-powered tech and expert support.

Bring a Real FIA Case. Leave Ready to Close.
A practical working session for agents who want a clearer, repeatable sales process.

Discipline Over Headline Rates
Discover a disciplined strategy built for consistency, transparency, and long-term value.

You Could Be Losing Up to 20% of Your Commissions
GreenWave helps you find, fix, and prevent commission errors.

Press Releases

  • JP Insurance Group Launches Commercial Property & Casualty Division; Appoints Joe Webster as Managing Director
  • Sequent Planning Recognized on USA TODAY’s Best Financial Advisory Firms 2026 List
  • Highland Capital Brokerage Acquires Premier Financial, Inc.
  • ePIC Services Company Joins wealth.com on Featured Panel at PEAK Brokerage Services’ SPARK! Event, Signaling a Shift in How Advisors Deliver Estate and Legacy Planning
  • Hexure Offers Real-Time Case Status Visibility and Enhanced Post-Issue Servicing in FireLight Through Expanded DTCC Partnership
More Press Releases > Add Your Press Release >

How to Write For InsuranceNewsNet

Find out how you can submit content for publishing on our website.
View Guidelines

Topics

  • Advisor News
  • Annuity Index
  • Annuity News
  • Companies
  • Earnings
  • Fiduciary
  • From the Field: Expert Insights
  • Health/Employee Benefits
  • Insurance & Financial Fraud
  • INN Magazine
  • Insiders Only
  • Life Insurance News
  • Newswires
  • Property and Casualty
  • Regulation News
  • Sponsored Articles
  • Washington Wire
  • Videos
  • ———
  • About
  • Meet our Editorial Staff
  • Advertise
  • Contact
  • Newsletters

Top Sections

  • AdvisorNews
  • Annuity News
  • Health/Employee Benefits News
  • InsuranceNewsNet Magazine
  • Life Insurance News
  • Property and Casualty News
  • Washington Wire

Our Company

  • About
  • Advertise
  • Contact
  • Meet our Editorial Staff
  • Magazine Subscription
  • Write for INN

Sign up for our FREE e-Newsletter!

Get breaking news, exclusive stories, and money- making insights straight into your inbox.

select Newsletter Options
Facebook Linkedin Twitter
© 2026 InsuranceNewsNet.com, Inc. All rights reserved.
  • Terms & Conditions
  • Privacy Policy
  • InsuranceNewsNet Magazine

Sign in with your Insider Pro Account

Not registered? Become an Insider Pro.
Insurance News | InsuranceNewsNet