REINSURANCE GROUP OF AMERICA INC - 10-Q - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - Insurance News | InsuranceNewsNet

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November 4, 2022 Newswires
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REINSURANCE GROUP OF AMERICA INC – 10-Q – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Edgar Glimpses

Cautionary Note Regarding Forward-Looking Statements


This report contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 including, among others,
statements relating to projections of the future operations, strategies,
earnings, revenues, income or loss, ratios, financial performance and growth
potential of the Company. Forward-looking statements often contain words and
phrases such as "believe," "expect," "anticipate," "may," "could," "intend,"
"intent," "belief," "estimate," "project," "plan," "predict," "foresee,"
"likely," "will" and other similar expressions. Forward-looking statements are
based on management's current expectations and beliefs concerning future
developments and their potential effects on the Company. Forward-looking
statements are not a guarantee of future performance and are subject to risks
and uncertainties, some of which cannot be predicted or quantified. Future
events and actual results, performance, and achievements could differ materially
from those set forth in, contemplated by or underlying the forward-looking
statements.

The effects of the COVID-19 pandemic and the response thereto on economic
conditions, the financial markets and insurance risks, and the resulting effects
on the Company's financial results, liquidity, capital resources, financial
metrics, investment portfolio and stock price, could cause actual results and
events to differ materially from those expressed or implied by forward-looking
statements. Additionally, numerous other important factors (whether related to,
resulting from or exacerbated by the COVID-19 pandemic or otherwise) could also
cause results and events to differ materially from those expressed or implied by
forward-looking statements, including, without limitation: (1) adverse changes
in mortality, morbidity, lapsation or claims experience, (2) inadequate risk
analysis and underwriting, (3) adverse capital and credit market conditions and
their impact on the Company's liquidity, access to capital and cost of capital,
(4) changes in the Company's financial strength and credit ratings and the
effect of such changes on the Company's future results of operations and
financial condition, (5) the availability and cost of collateral necessary for
regulatory reserves and capital, (6) requirements to post collateral or make
payments due to declines in market value of assets subject to the Company's
collateral arrangements, (7) action by regulators who have authority over the
Company's reinsurance operations in the jurisdictions in which it operates,
(8) the effect of the Company parent's status as an insurance holding company
and regulatory restrictions on its ability to pay principal of and interest on
its debt obligations, (9) general economic conditions or a prolonged economic
downturn affecting the demand for insurance and reinsurance in the Company's
current and planned markets, (10) the impairment of other financial institutions
and its effect on the Company's business, (11) fluctuations in U.S. or foreign
currency exchange rates, interest rates, or securities and real estate markets,
(12) market or economic conditions that adversely affect the value of the
Company's investment securities or result in the impairment of all or a portion
of the value of certain of the Company's investment securities, that in turn
could affect regulatory capital, (13) market or economic conditions that
adversely affect the Company's ability to make timely sales of investment
securities, (14) risks inherent in the Company's risk management and investment
strategy, including changes in investment portfolio yields due to interest rate
or credit quality changes, (15) the fact that the determination of allowances
and impairments taken on the Company's investments is highly subjective,
(16) the stability of and actions by governments and economies in the markets in
which the Company operates, including ongoing uncertainties regarding the amount
of U.S. sovereign debt and the credit ratings thereof, (17) the Company's
dependence on third parties, including those insurance companies and reinsurers
to which the Company cedes some reinsurance, third-party investment managers and
others, (18) financial performance of the Company's clients, (19) the threat of
natural disasters, catastrophes, terrorist attacks, epidemics or pandemics
anywhere in the world where the Company or its clients do business,
(20) competitive factors and competitors' responses to the Company's
initiatives, (21) development and introduction of new products and distribution
opportunities, (22) execution of the Company's entry into new markets,
(23) integration of acquired blocks of business and entities, (24) interruption
or failure of the Company's telecommunication, information technology or other
operational systems, or the Company's failure to maintain adequate security to
protect the confidentiality or privacy of personal or sensitive data and
intellectual property stored on such systems, (25) adverse litigation or
arbitration results, (26) the adequacy of reserves, resources and accurate
information relating to settlements, awards and terminated and discontinued
lines of business, (27) changes in laws, regulations, and accounting standards
applicable to the Company or its business, including Long Duration Targeted
Improvement accounting changes, and (28) other risks and uncertainties described
in this document and in the Company's other filings with the Securities and
Exchange Commission ("SEC").

Forward-looking statements should be evaluated together with the many risks and
uncertainties that affect the Company's business, including those mentioned in
this document and described in the periodic reports the Company files with the
SEC. These forward-looking statements speak only as of the date on which they
are made. The Company does not undertake any obligation to update these
forward-looking statements, even though the Company's situation may change in
the future. For a discussion of these risks and uncertainties that could cause
actual results to differ materially from those contained in the forward-looking
statements, you are advised to see Item 1A - "Risk Factors" in the Company's
2021 Annual Report on Form 10-K, as may be supplemented by Item 1A - "Risk
Factors" in the Company's subsequent Quarterly Reports on Form 10-Q.

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Table of Contents

Overview


The Company is among the leading global providers of life reinsurance and
financial solutions, with $3.3 trillion of life reinsurance in force and assets
of $82.7 billion as of September 30, 2022. Traditional reinsurance includes
individual and group life and health, disability, and critical illness
reinsurance. Financial solutions includes longevity reinsurance, asset-intensive
reinsurance, capital solutions, including financial reinsurance, and stable
value products. The Company derives revenues primarily from renewal premiums
from existing reinsurance treaties, new business premiums from existing or new
reinsurance treaties, fee income from financial solutions business and income
earned on invested assets.

Historically, the Company's primary business has been traditional life
reinsurance, which involves reinsuring life insurance policies that are often in
force for the remaining lifetime of the underlying individuals insured, with
premiums earned typically over a period of 10 to 30 years. To a lesser extent,
the Company also reinsures health business typically reinsured for one to three
years. Each year, however, a portion of the business under existing treaties
terminates due to, among other things, lapses or voluntary surrenders of
underlying policies, deaths of insureds, and the exercise of recapture options
by ceding companies. The Company has expanded its financial solutions business,
including significant asset-intensive and longevity risk transactions, which
allow its clients to take advantage of growth opportunities and manage their
capital, longevity and investment risk.

For its traditional life business, the Company's profitability largely depends
on the volume and amount of death- and health-related claims incurred and the
ability to adequately price the risks it assumes. While death claims are
reasonably predictable over a period of many years, claims become less
predictable over shorter periods and are subject to significant fluctuation from
quarter to quarter and year to year. For longevity business, the Company's
profitability depends on the lifespan of the underlying contract holders and the
investment performance for certain contracts. Additionally, the Company
generates profits on investment spreads associated with the reinsurance of
investment type contracts and generates fees from financial reinsurance
transactions, which are typically shorter duration than its traditional life
reinsurance business. The Company believes its sources of liquidity are
sufficient to cover potential claims payments on both a short-term and long-term
basis.

As is customary in the reinsurance business, clients continually update, refine,
and revise reinsurance information provided to the Company. Such revised
information is used by the Company in preparation of its condensed consolidated
financial statements and the financial effects resulting from the incorporation
of revised data are reflected in the current period.

Segment Presentation


The Company has geographic-based and business-based operational segments.
Geographic-based operations are further segmented into traditional and financial
solutions businesses. The Company allocates capital to its segments based on an
internally developed economic capital model, the purpose of which is to measure
the risk in the business and to provide a consistent basis upon which capital is
deployed. The economic capital model considers the unique and specific nature of
the risks inherent in RGA's businesses.

As a result of the economic capital allocation process, a portion of investment
income is credited to the segments based on the level of allocated capital. In
addition, the segments are charged for excess capital utilized above the
allocated economic capital basis. This charge is included in policy acquisition
costs and other insurance expenses. Segment investment performance varies with
the composition of investments and the relative allocation of capital to the
operating segments.

Segment revenue levels can be significantly influenced by currency fluctuations,
large transactions, mix of business and reporting practices of ceding companies,
and therefore may fluctuate from period to period. Although reasonably
predictable over a period of years, segment claims experience can be volatile
over shorter periods. See "Results of Operations by Segment" below for further
information about the Company's segments.


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Critical Accounting Policies


The preparation of financial statements in conformity with GAAP requires the
application of accounting policies that often involve a significant degree of
judgment. Management, on an ongoing basis, reviews estimates and assumptions
used in the preparation of financial statements. If management determines that
modifications in assumptions and estimates are appropriate given current facts
and circumstances, results of operations and financial position as reported in
the condensed consolidated financial statements could change significantly.

Management believes the critical accounting policies relating to the following
areas are most dependent on the application of estimates and assumptions:

  Premiums receivable;

  Deferred acquisition costs;

Liabilities for future policy benefits and incurred but not reported claims;

Valuation of investments, allowance for credit losses and impairments to
specific investments;

Valuation of embedded derivatives; and

Income taxes.

A discussion of each of the critical accounting policies may be found in the
Company's 2021 Annual Report under "Management's Discussion and Analysis of
Financial Condition and Results of Operations - Critical Accounting Policies."

Consolidated Results of Operations

Impacts of the COVID-19 Pandemic


Although global COVID-19 related deaths have begun to decline, the Company
continues to experience increased claim costs, primarily in the first quarter of
2022, as a result of the COVID-19 global pandemic. However, the Company cannot
reliably predict the future impact the ongoing pandemic will have on its
business, results of operations and financial condition as the ultimate amount
and timing of claims the Company will experience as a result of the COVID-19
pandemic will depend on many variables and uncertainties. These variables and
uncertainties will depend on, the severity of new variants of the virus,
vaccination effectiveness, country-specific circumstances, and COVID-19's
indirect impact on mortality and morbidity.

To date, general population COVID-19 deaths have been heavily concentrated in
individuals aged 70 and older and with pre-existing comorbidities; however, many
populations have seen an increase in younger age deaths, particularly in areas
where healthcare facilities were unable to provide adequate care. The Company's
insured population has lower exposure to older ages than the general population
and covers a generally healthier population due to underwriting and
socioeconomic factors of those purchasing insurance. In addition, the Company's
longevity business may act as a modest offset to excess life insurance claims at
older ages.

The Company's COVID-19 projection and financial impact models continue to be
updated and refined based on latest external data and the Company's claim
experience to date and are subject to the many variables and uncertainties noted
above. During the first nine months of 2022, the U.S. continues to be the key
driver of mortality claim costs followed by Asia and Canada. For the nine months
ended September 30, 2022, the Company estimates it has incurred approximately
$388 million of COVID-19 related life and health claim costs, including amounts
incurred but not reported, with approximately $295 million of that amount being
associated with the U.S. and Latin America Traditional segment. During the three
months ended September 30, 2022, mortality claims related to COVID-19 continued
to decline across all segments; however, the Company experienced an increase in
medical hospitalization claims for at-home sickness benefits related to COVID-19
in Japan. Changes to the definition of qualifying at-home sickness benefits at
the end of September and a reduction in general population infections in Japan
is expected to reduce future at-home benefit expenses in future periods.

The Company has maintained the range of COVID-19 mortality claim cost estimates
relative to the level of general population deaths for the U.S., UK and Canada.
The Company estimates that every additional 10,000 population deaths in the
U.S., UK or Canada as a result of COVID-19 would result in the following
corresponding excess mortality claims of approximately

•$10 million to $20 million in the U.S.;

•$4 million to $8 million in the UK; and

•$10 million to $20 million in Canada.

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Results from Operations - 2022 compared to 2021

The following table summarizes net income for the periods presented.

                                                       Three months ended September 30,                             Nine months ended September 30,
                                                 2022                2021           2022 vs 2021              2022               2021            2022 vs 2021
Revenues:                                                           (Dollars in millions, except per share data)
Net premiums                                $      3,247          $ 3,094   

$ 153 $ 9,632 $ 9,106 $

526

Investment income, net of related
expenses                                             769              796                   (27)               2,333            2,367                   

(34)


Investment related gains (losses),
net                                                 (134)              58                  (192)                (514)             472                   (986)
Other revenues                                       184               95                    89                  432              354                     78
Total revenues                                     4,066            4,043                    23               11,883           12,299                   (416)
Benefits and Expenses:
Claims and other policy benefits                   2,815            3,289                  (474)               8,855            9,294                   (439)
Interest credited                                    189              177                    12                  468              541                    (73)
Policy acquisition costs and other
insurance expenses                                   396              338                    58                1,144            1,010                    134
Other operating expenses                             251              229                    22                  720              683                     37
Interest expense                                      46               41                     5                  130              129                      1
Collateral finance and securitization
expense                                                3                3                     -                    6                8                   

(2)

Total benefits and expenses                        3,700            4,077                  (377)              11,323           11,665                   

(342)

 Income before income taxes                          366              (34)                  400                  560              634                   

(74)

Provision for income taxes                            81              (12)                   93                  139              173                    (34)
Net income                                           285              (22)                  307                  421              461                    (40)
Net income attributable to
noncontrolling interest                     $          1          $     -                     1          $         2          $     -                   

2

Net income available to RGA, Inc.
shareholders                                $        284          $   (22)         $        306          $       419          $   461          $         (42)
Earnings per share:
Basic earnings per share                    $       4.24          $ (0.32)         $       4.56          $      6.25          $  6.78          $       (0.53)
Diluted earnings per share                  $       4.19          $ (0.32)         $       4.51          $      6.19          $  6.74          $       (0.55)

Three months ended September 30, 2022 compared to three months ended September
30, 2021

The increase in income for the three months ended September 30, 2022, was
primarily the result of:


•Decrease in mortality claims in the U.S. and Latin America, EMEA and Asia
Pacific traditional segments, due to fewer claims attributable to the COVID-19
pandemic.

•An increase in other revenues primarily attributable to surrender and market
value adjustments charges of $104 million due to higher lapses on a single
premium annuity block of business in Asia, which were partially offset by an
increase in policy acquisition costs and other reinsurance expenses.

•The decrease in mortality claims was partially offset by:


•Changes in the fair value of derivative instruments, excluding embedded
derivatives, included in investment related gains (losses), net. During the
three month period ended September 30, 2022, the fair value of these instruments
decreased by $52 million, compared to a decrease of $0 million during the three
months ended September 30, 2021.

•Changes in the fair value of embedded derivatives, associated with modco/funds
withheld treaties, decreased investment related gains by $16 million for the
three months ended September 30, 2022, compared to an increase of $21 million
for the three month period ended September 30, 2021.

•$86 million, pre-tax, of net realized losses, included in investment related
gains (losses), net associated with portfolio repositioning, compared to $36
million of net realized gains recognized in the prior year.

•The average yield earned on investments, excluding spread related business, was
4.40% and 4.95% for the three month periods ended September 30, 2022 and 2021,
respectively. Investment yield decreased for the three months ended September
30, 2022, in comparison to the same period in the prior year, primarily due to
decreased variable income from limited partnerships and real estate joint
ventures.



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Nine months ended September 30, 2022 compared to nine months ended September 30,
2021

The decrease in income for the nine months ended September 30, 2022, was
primarily the result of:


•Changes in the fair value of derivative instruments, excluding embedded
derivatives, included in investment related gains (losses), net. During the nine
months ended September 30, 2022, the fair value of these instruments decreased
by $256 million, compared to a decrease of $21 million during the nine months
ended September 30, 2021.

•Changes in the fair value of embedded derivatives, associated with modco/funds
withheld treaties, decreased investment related gains by $106 million for the
nine months ended September 30, 2022, compared to an increase of $87 million for
the nine months ended September 30, 2021.

•$171 million, pre-tax, of net realized losses, included in investment related
gains (losses), net associated with portfolio repositioning, compared to $213
million of net realized gains recognized in the prior year.

•The prior year benefited from a one-time adjustment of $162 million, pretax,
associated with prior periods that includes $92 million, pretax, to correct the
accounting for equity method limited partnerships to reflect unrealized gains in
investment income, net of related expenses that were previously included in
accumulated other comprehensive income (loss), and a $70 million, pretax,
correction reflected in other investment related gains (losses), net to adjust
the carrying value of certain limited partnerships from cost less impairments to
a fair value approach, using the net asset value ("NAV") per share or its
equivalent.

•The decreases in investment income and investment related gains (losses) were
partially offset by a decrease in mortality claims in the U.S. and Latin
America, EMEA and Asia Pacific traditional segments, as a result of fewer claims
attributable to the COVID-19 pandemic.

Foreign currency fluctuations can result in variances in financial statement
line items. Foreign currency increased income before taxes for the three and
nine month periods ended September 30, 2022, by $11 million and $24 million,
respectively, primarily due to the impact of the weakening of the Japanese Yen
compared to the U.S. Dollar. Unless otherwise stated, all amounts discussed
below are net of foreign currency fluctuations.

Premiums and business growth


The increase in premiums during the three and nine month period ended September
30, 2022, is primarily due to new business production. Consolidated assumed life
reinsurance in force decreased from $3,468.6 billion as of September 30, 2021,
to $3,272.6 billion as of September 30, 2022, due to changes in foreign exchange
rates partially offset by new business production. The Company added new
business production, measured by face amount of reinsurance in force, of $316.4
billion and $305.4 billion during the nine months ended September 30, 2022 and
2021, respectively.

Investment income, net of related expenses and investment related gains
(losses), net


The decrease in investment income, net of related expenses is primarily
attributable to the aforementioned accounting correction associated with equity
method limited partnerships recorded in the first quarter of 2021, partially
offset by an increase in the average invested asset base:

•The average invested assets at amortized cost, excluding spread business, was
$34.5 billion for the nine months ended September 30, 2022, compared to $33.0
billion for the nine months ended September 30, 2021.

•The average yield earned on investments, excluding spread related business, was
4.78% and 5.08% for the nine months ended September 30, 2022 and 2021,
respectively. Investment yield decreased for the nine months ended September 30,
2022, in comparison to the same periods in the prior year, primarily due to
decreased variable income from limited partnerships and real estate joint
ventures.

The average yield will vary from year to year depending on several variables,
including the prevailing risk-fee interest rate and credit spread environment,
prepayment fees and make-whole premiums, changes in the mix of the underlying
investments and cash and cash equivalents balances. Variable investment income
from joint ventures and limited partnerships, including unrealized gains and
losses on certain limited partnerships, will also vary from year to year and can
be highly variable based on equity-market performance and the timing of
dividends and distributions on certain investments. Investment income is
allocated to the operating segments based upon average assets and related
capital levels deemed appropriate to support segment operations.

The decrease in investment related gains (losses), net is primarily attributable
to the following:


•During the three and nine months ended September 30, 2022, the Company
repositioned its portfolio generating net capital losses of $86 million and $171
million, respectively, compared to net capital gains of $36 million and $213
million during the three and nine months ended September 30, 2021, respectively.

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•The Company uses various derivative instruments such as interest rate swaps,
credit default swaps and foreign exchange forwards for risk management purposes
that either do not qualify or have not been elected for hedge accounting
treatment. Changes in the fair value of these instruments are included in
investment related gains (losses), net. During the three and nine months periods
ended September 30, 2022, the fair value of these instruments decreased by $52
million and $256 million, compared to an increase (decrease) of $0 million and
$(21) million during the three and nine months ended September 30, 2021,
respectively. See Note 5 - "Derivative Instruments" in the Notes to Condensed
Consolidated Financial Statements for additional information.

•Changes in the fair value of embedded derivatives, associated with modco/funds
withheld treaties, decreased investment related gains (losses), net by $16
million and $106 million for the three and nine month periods ended September
30, 2022, respectively, compared to an increase of $21 million and $87 million
for the three and nine month periods ended September 30, 2021.

•The Company incurred $15 million and $45 million of impairments and change in
allowance for credit losses during the three and nine month periods ended
September 30, 2022, respectively, compared to a decrease of $3 million and $27
million of impairments and change in allowance for credit losses during the
three and nine month periods ended September 30, 2021, respectively.

•Investment related gains (losses), net for the first nine months of 2021,
included the adjustment previously discussed to investments in limited
partnerships considered to be investment companies, which should have been
recognized in prior periods, of $70 million pre-tax to adjust the carrying value
from cost less impairments to the fair value approach, using the net asset value
("NAV") per share or its equivalent.

The effective tax rate on a consolidated basis was 22.3% and 34.3% for the three
months ended September 30, 2022 and 2021, respectively, and 25.0% and 27.3% for
the nine months ended September 30, 2022 and 2021, respectively. See Note 9 -
"Income Tax" in the Notes to Condensed Consolidated Financial Statements for
additional information on the Company's consolidated effective tax rates.

Impact of certain derivatives


The Company recognizes in consolidated income, any changes in the fair value of
embedded derivatives on modco or funds withheld treaties, equity index annuities
("EIAs") and variable annuities with guaranteed minimum benefit riders. The
Company utilizes freestanding derivatives to minimize the income statement
volatility due to changes in the fair value of embedded derivatives associated
with guaranteed minimum benefit riders. The following table presents the effect
of embedded derivatives and related freestanding derivatives on income before
income taxes for the periods indicated (dollars in millions):

                                             Three Months Ended September 30,                              Nine Months Ended September 30,
                                      2022                2021             2022 vs 2021              2022                2021           2022 vs 2021
Modco/Funds withheld:
Unrealized gains (losses)        $        (16)         $     21          $         (37)         $       (106)         $    87          $       (193)
Deferred acquisition
costs/retrocession                         10                (8)                    18                    61              (31)                   92
Net effect                                 (6)               13                    (19)                  (45)              56                  (101)
EIAs:
Unrealized gains (losses)                  10                 4                      6                    54               36                    18
Deferred acquisition
costs/retrocession                         (5)               (2)                    (3)                  (24)             (18)                   (6)
Net effect                                  5                 2                      3                    30               18                    12
Guaranteed minimum benefit
riders:
Unrealized gains (losses)                  21               (37)                    58                    23              (36)                   59
Related freestanding
derivatives, net of deferred
acquisition costs/retrocession            (29)                5                    (34)                  (56)             (28)                  (28)
Net effect                                 (8)              (32)                    24                   (33)             (64)                   31
Total net effect after
freestanding derivatives         $         (9)         $    (17)         $           8          $        (48)         $    10          $        (58)



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Table of Contents

Results of Operations by Segment

U.S. and Latin America Operations


The U.S. and Latin America operations consist of two major segments: Traditional
and Financial Solutions. The Traditional segment primarily specializes in the
reinsurance of individual mortality risk, health and long-term care and to a
lesser extent, group reinsurance. The Financial Solutions segment consists of
Asset-Intensive and Capital Solutions. Asset-Intensive within the Financial
Solutions segment includes coinsurance of annuities and corporate-owned life
insurance policies and to a lesser extent, fee-based synthetic guaranteed
investment contracts, which include investment-only, stable value contracts.
Capital Solutions within the Financial Solutions segment primarily involves
assisting ceding companies in meeting applicable regulatory requirements by
enhancing the ceding companies' financial strength and regulatory surplus
position through relatively low risk reinsurance and other transactions.
Typically, these transactions do not qualify as reinsurance under GAAP, due to
the low-risk nature of the transactions, therefore only the related net fees are
reflected in other revenues on the condensed consolidated statements of income.

The following table summarizes income before income taxes for the Company's U.S.
and Latin America operations for the periods presented:

                                         Three Months Ended September 30,                                Nine Months Ended September 30,
(dollars in millions)              2022                2021             2022 vs 2021              2022                2021             2022 vs 2021
Revenues:
Net premiums                 $       1,653          $  1,564          $    

89 $ 4,854 $ 4,589 $ 265
Investment income, net of
related expenses

                       484               536                    (52)                1,512             1,510                      2
Investment related gains
(losses), net                          (14)                7                    (21)                 (153)               38                   (191)
Other revenues                          59                62                     (3)                  234               236                     (2)
Total revenues                       2,182             2,169                     13                 6,447             6,373                     74
Benefits and expenses:
Claims and other policy
benefits                             1,440             1,718                   (278)                4,684             4,957                   (273)
Interest credited                      148               166                    (18)                  390               497                   (107)
Policy acquisition costs and
other insurance expenses               261               231                     30                   778               700                     78
Other operating expenses                59                52                      7                   173               151                     22
Total benefits and expenses          1,908             2,167                   (259)                6,025             6,305                   (280)

Income before income taxes $ 274 $ 2 $

272 $ 422 $ 68 $ 354



The increase in income before income taxes in the third quarter of 2022 was
primarily driven by favorable claims experience in the individual mortality line
of business, as well as an increase of $42 million due to termination and
utilization assumption updates related to individual health disabled life
reserves. The increase income was partially offset by lower investment income,
as well as higher investment related losses and a decrease in the fair value of
the embedded derivative associated with modco/funds withheld treaties within
Financial Solutions. The increase in income before income taxes for the first
nine months of 2022 is also attributable primarily to favorable claims
experience within the individual mortality line of business as well as the
aforementioned individual health disabled life reserve assumption update.
Partially offsetting the nine month increases were decreases in investment
related gains (losses) as well as a decrease in the fair value of the embedded
derivative associated with modco/funds withheld treaties within Financial
Solutions.


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Traditional Reinsurance

                                              Three Months Ended September 30,                                     Nine Months Ended September 30,
(dollars in millions)                   2022                2021            2022 vs 2021                2022                      2021                2022 vs 2021
Revenues:
Net premiums                      $      1,640           $ 1,550          $          90          $         4,812           $        4,547           $         265
Investment income, net of related
expenses                                   214               245                    (31)                     727                      685                      42
Investment related gains
(losses), net                                8                (5)                    13                       42                        2                      40
Other revenues                               5                 5                      -                       21                       14                       7
Total revenues                           1,867             1,795                     72                    5,602                    5,248                     354
Benefits and expenses:
Claims and other policy benefits         1,398             1,670                   (272)                   4,552                    4,828                    (276)
Interest credited                           18                17                      1                       52                       52                       -
Policy acquisition costs and
other insurance expenses                   203               195                      8                      619                      583                      36
Other operating expenses                    44                39                      5                      132                      114                      18
Total benefits and expenses              1,663             1,921                   (258)                   5,355                    5,577                    (222)
Income (loss) before income taxes $        204           $  (126)         $         330          $           247           $         (329)          $   

576

Key metrics:
Life reinsurance in force                                                                           $1,662.7 billion         $1,619.9 billion
Claims and other policy benefits
as a percentage of net premiums
("loss ratios")                           85.2   %         107.7  %                                         94.6   %                106.2   %
Policy acquisition costs and
other insurance expenses as a
percentage of net premiums                12.4   %          12.6  %                                         12.9   %                 12.8   %
Other operating expenses as a
percentage of net premiums                 2.7   %           2.5  %                                          2.7   %                  2.5   %


The increase in income before income taxes in the third quarter for the U.S. and
Latin America Traditional segment was primarily the result of favorable claims
experience within the individual mortality business, as well as the
aforementioned assumption update for individual health disabled life reserves,
partially offset by less favorable investment income. The increase in income
before taxes for the first nine months was primarily the result of favorable
claims experience within the individual mortality business, the individual
health disabled life reserve adjustment and favorable investment income,
partially offset by less favorable claims experience within the U.S. group and
Latin American businesses. The impact of COVID-19 claims was significantly less
both quarter to date and year to date as compared to the same periods in 2021.

Revenues

•The increase in net premiums for the third quarter was primarily due to organic
growth as well as new sales. The increase in net premiums for the nine month
period was primarily due to organic growth and new sales of $184 million, as
well as $45 million in restructuring of a transaction that was previously
recognized as a deposit contract in Latin America and $36 million related to the
partial recapture of a large reinsurance transaction in the second quarter of
2021. The segment added new life business production, measured by face amount of
reinsurance in force, of $37.3 billion and $33.9 billion during the third
quarter of 2022 and 2021, respectively, and $109.5 billion and $98.1 billion
during the first nine months of 2022 and 2021, respectively.

•The decrease in net investment income for the three month period ended
September 30, 2022, was primarily due to lower variable investment income. The
increase in net investment income for the nine month period was primarily the
result of higher yields and asset bases in the current year partially offset by
lower variable investment income.

Benefits and expenses


•The decreases in the loss ratio for the three and nine months ended September
30, 2022, as compared to the same periods in 2021, were primarily due to
favorable COVID-19 and non-COVID-19 experience, mainly within the Individual
Mortality line of business. While the cause of death is not yet available for
all claims, the Company estimates that approximately $295 million of claims for
the nine months ended September 30, 2022, were attributable to COVID-19.


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Financial Solutions

For the three months ended
September 30,                                                 2022                                                           2021                                                      2022 vs 2021
                                                                  Capital                                                        Capital                                                       Capital
                                      Asset-Intensive            Solutions            Total          Asset-Intensive            Solutions           Total          Asset-Intensive            Solutions           Total
(dollars in millions)
Revenues:
Net premiums                        $             13          $          -          $   13          $            14          $          -          $  14          $            (1)         $          -          $  (1)
Investment income, net of related
expenses                                         270                     -             270                      290                     1            291                      (20)                   (1)           (21)
Investment related gains (losses),
net                                              (22)                    -             (22)                      12                     -             12                      (34)                    -            (34)
Other revenues                                    29                    25              54                       31                    26             57                       (2)                   (1)            (3)
Total revenues                                   290                    25             315                      347                    27            374                      (57)                   (2)           (59)
Benefits and expenses:
Claims and other policy benefits                  42                     -              42                       48                     -             48                       (6)                    -             (6)
Interest credited                                130                     -             130                      149                     -            149                      (19)                    -            (19)
Policy acquisition costs and other
insurance expenses                                58                     -              58                       34                     2             36                       24                    (2)            22
Other operating expenses                          12                     3              15                       10                     3             13                        2                     -              2
Total benefits and expenses                      242                     3             245                      241                     5            246                        1                    (2)            (1)
Income before income taxes          $             48          $         22          $   70          $           106          $         22          $ 128          $           (58)         $          -          $ (58)


For the nine months ended September
30,                                                           2022                                                            2021                                                        2022 vs 2021
                                                                  Capital                                                        Capital                                                          Capital
                                      Asset-Intensive            Solutions            Total          Asset-Intensive            Solutions            Total            Asset-Intensive            Solutions            Total
(dollars in millions)
Revenues:
Net premiums                        $             42          $          -          $   42          $            42          $          -          $    42          $              -          $          -          $    -
Investment income, net of related
expenses                                         783                     2             785                      823                     2              825                       (40)                    -             (40)
Investment related gains (losses),
net                                             (195)                    -            (195)                      36                     -               36                      (231)                    -            (231)
Other revenues                                    87                   126             213                      142                    80              222                       (55)                   46              (9)
Total revenues                                   717                   128             845                    1,043                    82            1,125                      (326)                   46            (280)
Benefits and expenses:
Claims and other policy benefits                 132                     -             132                      129                     -              129                         3                     -               3
Interest credited                                338                     -             338                      445                     -              445                      (107)                    -            (107)
Policy acquisition costs and other
insurance expenses                               157                     2             159                      113                     4              117                        44                    (2)             42
Other operating expenses                          33                     8              41                       27                    10               37                         6                    (2)              4
Total benefits and expenses                      660                    10             670                      714                    14              728                       (54)                   (4)            (58)
Income before income taxes          $             57          $        118          $  175          $           329          $         68          $   397          $           (272)         $         50          $ (222)


Asset-Intensive Reinsurance


The decreases in income before income taxes for U.S. and Latin America Financial
Solutions' Asset-intensive segment for the three and nine months ended September
30, 2022, were primarily due to the decrease in fair value of the embedded
derivatives related to modco/funds withheld treaties and higher investment
related losses, net in coinsurance portfolios.

The invested asset base, at amortized cost, supporting this segment decreased to
$24.2 billion as of September 30, 2022, from $24.6 billion as of September 30,
2021.

•The decrease in the asset base was primarily due to $1.1 billion of net run off
in existing in force transactions, partially offset by $0.9 billion from new
transactions.

•As of September 30, 2022 and 2021, $4.3 billion and $4.7 billion, respectively,
of the invested assets were funds withheld at interest of which greater than 90%
was associated with two clients.


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Impact of certain derivatives


Income from the asset-intensive business tends to be volatile due to changes in
the fair value of certain derivatives, including embedded derivatives associated
with reinsurance treaties structured on a modco or funds withheld basis, as well
as embedded derivatives associated with the Company's reinsurance of
equity-indexed annuities and variable annuities with guaranteed minimum benefit
riders. Fluctuations occur period to period primarily due to changing investment
conditions including, but not limited to, interest rate movements (including
risk-free rates and credit spreads), implied volatility, the Company's own
credit risk and equity market performance, all of which are factors in the
calculations of fair value. Therefore, management believes it is helpful to
distinguish between the effects of changes in these derivatives, net of related
hedging activity, and the primary factors that drive profitability of the
underlying treaties, namely investment income, fee income (included in other
revenues), and interest credited. These fluctuations are considered unrealized
by management and do not affect current cash flows, crediting rates or spread
performance on the underlying treaties.

The following table summarizes the asset-intensive results and quantifies the
impact of these embedded derivatives for the periods presented. Revenues before
certain derivatives, benefits and expenses before certain derivatives, and
income before income taxes and certain derivatives, should not be viewed as
substitutes for GAAP revenues, GAAP benefits and expenses, and GAAP income
before income taxes.

(dollars in millions)                              Three months ended September 30,         Nine months ended September 30,
                                                        2022               2021                 2022                 2021
Revenues:
Total revenues                                     $       290          $    347          $          717          $  1,043
Less:
Embedded derivatives - modco/funds withheld
treaties                                                   (23)               26                    (147)               85
Guaranteed minimum benefit riders and
related free standing derivatives                            8               (34)                    (20)              (99)
Revenues before certain derivatives                        305               355                     884             1,057
Benefits and expenses:
Total benefits and expenses                                242               241                     660               714
Less:
Embedded derivatives - modco/funds withheld
treaties                                                   (10)                8                     (61)               31
Guaranteed minimum benefit riders and
related free standing derivatives                           16                (2)                     13               (35)
Equity-indexed annuities                                    (5)               (2)                    (30)              (18)
Benefits and expenses before certain
derivatives                                                241               237                     738               736
Income before income taxes:
Income before income taxes                                  48               106                      57               329
Less:
Embedded derivatives - modco/funds withheld
treaties                                                   (13)               18                     (86)               54
Guaranteed minimum benefit riders and
related free standing derivatives                           (8)              (32)                    (33)              (64)
Equity-indexed annuities                                     5                 2                      30                18
Income before income taxes and certain
derivatives                                        $        64          $   

118 $ 146 $ 321



Embedded Derivatives - Modco/Funds Withheld Treaties - Represents the change in
the fair value of embedded derivatives on funds withheld at interest associated
with treaties written on a modco or funds withheld basis. The fair value changes
of embedded derivatives are reflected in revenues, while the related impact on
deferred acquisition expenses is reflected in benefits and expenses. The
Company's utilization of a credit valuation adjustment did not have a material
effect on the change in fair value of these embedded derivatives for the three
and nine months ended September 30, 2022 and 2021.

The change in fair value of the embedded derivatives related to modco/funds
withheld treaties, net of deferred acquisition costs increased (decreased)
income before income taxes by $(13) million and $18 million for the third
quarter and $(86) million and $54 million for the nine months ended
September 30, 2022 and 2021, respectively. The decrease in revenue for the third
quarter and nine months ended September 30, 2022, was primarily driven by the
impact of higher interest rates of $(11) million and $(98) million and the
impact of widening credit spreads of $(12) million and $(69) million,
respectively, on the fair value calculation. The revenue for the third quarter
ended September 30, 2021, was primarily due to the impact of lower interest
rates of $26 million. The revenue for the nine months ended September 30, 2021,
was primarily driven by tightening credit spreads of $74 million.

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Guaranteed Minimum Benefit Riders - Represents the impact related to guaranteed
minimum benefits associated with the Company's reinsurance of variable
annuities. The fair value changes of the guaranteed minimum benefits along with
the changes in fair value of the free standing derivatives (interest rate swaps,
financial futures and equity options), purchased by the Company to substantially
hedge the liability are reflected in revenues, while the related impact on
deferred acquisition expenses is reflected in benefits and expenses. Changes in
fair values of the embedded derivatives on guaranteed minimum benefits are net
of an increase (decrease) in investment related gains (losses), net of $27
million and $7 million for the third quarters of 2022 and 2021, respectively,
and $15 million and $(56) million for the nine months ended September 30, 2022
and 2021, respectively, associated with the Company's utilization of a credit
valuation adjustment.

The change in fair value of the guaranteed minimum benefits, after allowing for
changes in the associated free standing derivatives, (decreased) income before
income taxes by $(8) million and $(32) million for the third quarter and $(33)
million and $(64) million for the nine months ended September 30, 2022 and 2021,
respectively.

•The increase in revenue for the three months ended September 30, 2022, was
primarily driven by a $27 million increase in the credit valuation adjustment,
which has the impact of decreasing the fair value of the guaranteed minimum
benefit liability, partially offset by assumption updates of $(19) million,
which included a change in the benchmark rate to the secured overnight financing
rate. The increase in revenue was offset by the related increase in deferred
acquisition expenses of $16 million.

•The decrease in revenue for the three months ended September 30, 2021, was
primarily driven by a $(37) million impact from the annual update of best
estimate actuarial assumptions for future mortality improvement.


•The decrease in income for the nine months ended September 30, 2022, was
primarily due to higher interest rates of $(8) million, net of hedging and the
$(19) million assumption update in the current quarter, partially offset by a
$15 million increase in the credit valuation adjustment which has the impact of
decreasing the value of the guaranteed minimum benefit liability.

•The decrease in revenue for the nine months ended September 30, 2021, was
primarily driven by a $(56) million decrease in the credit valuation adjustment
which has the impact of increasing the fair value of the guaranteed minimum
benefit liability and a $(37) million impact from the annual update of best
estimate actuarial assumptions for future mortality improvement.

Equity-Indexed Annuities - Represents changes in the liability for
equity-indexed annuities in excess of changes in account value, after
adjustments for related deferred acquisition expenses. The change in fair value
of embedded derivative liabilities associated with equity-indexed annuities
increased income before income taxes by $5 million and $2 million for the third
quarters of 2022 and 2021, respectively, and $30 million and $18 million for the
nine months ended September 30, 2022 and 2021, respectively.  The increase in
income for the third quarter and first nine months of 2022 was primarily due to
an increase in interest rates which has the impact of lowering the fair value of
the liability.

The changes in derivatives discussed above are considered unrealized by
management and do not affect current cash flows, crediting rates or spread
performance on the underlying treaties. Fluctuations occur period to period
primarily due to changing investment conditions including, but not limited to,
interest rate movements (including benchmark rates and credit spreads), credit
valuation adjustments, implied volatility and equity market performance, all of
which are factors in the calculations of fair value. Therefore, management
believes it is helpful to distinguish between the effects of changes in these
derivatives and the primary factors that drive profitability of the underlying
treaties, namely investment income, fee income (included in other revenues) and
interest credited.

Discussion and analysis before certain derivatives:

•Income before income taxes and certain derivatives decreased by $54 million and
$175 million for the three and nine months ended September 30, 2022,
respectively, as compared to the same periods in 2021. The decrease for the
three months ended September 30, 2022, was primarily due to a $(33) million
decrease in investment related gains (losses), net in coinsurance and funds
withheld portfolios. Additionally, the prior period included income from a
retrocession transaction executed of $13 million. The decrease for the nine
months ended September 30, 2022, was primarily due to $(121) million lower
investment related gains (losses), net in coinsurance and funds withheld
portfolios. Additionally, the prior period included a one-time fee of $34
million
associated with a new transaction, $13 million of income from a
retrocession transaction, and favorable prior year policyholder experience
including impacts from COVID-19 of $13 million.

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•Revenue before certain derivatives decreased by $50 million and by $173 million
for the three and nine months ended September 30, 2022, respectively, as
compared to the same periods in 2021. The decrease for the three months ended
September 30, 2022, was primarily due to a $(25) million decrease in investment
related gains (losses), net in coinsurance and funds withheld portfolios and a
$(31) million changes in the fair value of equity options associated with the
reinsurance of EIAs. The decrease for the nine months ended September 30, 2022,
was primarily due to $(102) million change in fair value of equity options
associated with the reinsurance of EIAs and $(84) million lower investment
related gains (losses), net in coinsurance and funds withheld portfolios. The
effect on investment income related to equity options is substantially offset by
a corresponding change in interest credited.

•Benefits and expenses before certain derivatives increased by $4 million and $2
million for the three and nine months ended September 30, 2022, as compared to
the same period in 2021. The increase in the third quarter of 2022 was primarily
due to $8 million higher amortization of deferred acquisition costs associated
with investment related gains (losses), net in coinsurance and funds withheld
portfolios and a $15 million increase in other insurance expenses related to a
funds withheld transaction which is retroceded to a third party. These expense
increases were partially offset by $29 million lower interest credited
associated with reinsurance of EIAs. The increase in the first nine months of
2022 was due to $37 million higher amortization of deferred acquisition costs
associated with investment related gains (losses), net in coinsurance and funds
withheld portfolios and a $52 million increase related to a funds withheld
transaction which is retroceded to a third party. Additionally, the prior period
included favorable policyholder experience including impacts from COVID-19 of
$13 million. These increases were offset by $99 million lower interest credited
associated with the reinsurance of EIAs. The effect on interest credited related
to equity options is substantially offset by a corresponding increase in
investment income.

Capital Solutions


Income before income taxes for the U.S. and Latin America Capital Solutions'
business increased $0 million, and $50 million, or 73.5%, for the three and nine
months ended September 30, 2022, as compared to the same periods in 2021. The
increase in the nine month period was primarily due to a recapture fee earned on
a terminated transaction. Fees earned from this business can vary significantly
depending on the size of the transactions and the timing of their completion and
therefore can fluctuate from period to period.

•At September 30, 2022 and 2021, the amount of reinsurance assumed from client
companies, as measured by pre-tax statutory surplus, risk based capital and
other financial structures was $25.3 billion and $22.0 billion, respectively.

Canada Operations


The Company conducts reinsurance business in Canada primarily through RGA
Canada, which assists clients with capital management activity and mortality and
morbidity risk management. The Canada operations are primarily engaged in
Traditional reinsurance, which consists mainly of traditional individual life
reinsurance, and to a lesser extent creditor, group life and health, critical
illness and disability reinsurance. Creditor insurance covers the outstanding
balance on personal, mortgage or commercial loans in the event of death,
disability or critical illness and is generally shorter in duration than
traditional individual life insurance. The Canada Financial Solutions segment
consists of longevity and capital solutions.

                                         Three Months Ended September 30,                                Nine Months Ended September 30,
(dollars in millions)              2022                2021            2022 vs 2021              2022                 2021             2022 vs 2021
Revenues:
Net premiums                 $         317          $    311          $    

6 $ 983 $ 938 $ 45
Investment income, net of
related expenses

                        64                65                    (1)                  177                188                    (11)
Investment related gains
(losses), net                            2                 1                     1                    (3)                 3                     (6)
Other revenues                           2                 2                     -                     9                 11                     (2)
Total revenues                         385               379                     6                 1,166              1,140                     26
Benefits and expenses:
Claims and other policy
benefits                               291               278                    13                   919                860                     59
Interest credited                        -                 -                     -                     -                  -                      -
Policy acquisition costs and
other insurance expenses                47                47                     -                   140                139                      1
Other operating expenses                11                10                     1                    32                 31                      1
Total benefits and expenses            349               335                    14                 1,091              1,030                     61

Income before income taxes $ 36 $ 44 $

(8) $ 75 $ 110 $ (35)



•The decreases in income before income taxes for the three and nine months ended
September 30, 2022, as compared to the same periods in 2021, were primarily due
to unfavorable claims experience in the individual mortality and group lines of
business and lower investment income, partially offset by favorable longevity
experience.

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•Foreign currency fluctuations can result in variances in the financial
statement line items. Foreign currency fluctuations resulted in a decrease in
income before incomes taxes of $1 million and $2 million for the three and nine
months ended September 30, 2022, respectively. Unless otherwise stated, all
amounts discussed below are net of foreign currency fluctuations.

Traditional Reinsurance

                                            Three Months Ended September 30,                                  Nine Months Ended September 30,
(dollars in millions)                  2022              2021           
2022 vs 2021               2022                    2021               2022 vs 2021
Revenues:
Net premiums                      $      293           $  289          $           4          $         911           $        870           $          41
Investment income, net of related
expenses                                  63               65                     (2)                   176                    188                     (12)
Investment related gains
(losses), net                              2                1                      1                     (3)                     3                      (6)
Other revenues                             -               (1)                     1                      3                      2                       1
Total revenues                           358              354                      4                  1,087                  1,063                      

24

Benefits and expenses:
Claims and other policy benefits         270              255                     15                    865                    798                      67
Interest credited                          -                -                      -                      -                      -                       -
Policy acquisition costs and
other insurance expenses                  46               46                      -                    138                    137                       1
Other operating expenses                  10                9                      1                     30                     28                       2
Total benefits and expenses              326              310                     16                  1,033                    963                     

70

Income (loss) before income taxes $       32           $   44          $         (12)         $          54           $        100           $        

(46)

Key metrics:
Life reinsurance in force                                                                        $448.7 billion         $463.1 billion
Claims and other policy benefits
as a percentage of net premiums
("loss ratios")                         92.2   %         88.2  %                                       95.0   %               91.7   %
Policy acquisition costs and
other insurance expenses as a
percentage of net premiums              15.7   %         15.9  %                                       15.1   %               15.7   %
Other operating expenses as a
percentage of net premiums               3.4   %          3.1  %                                        3.3   %                3.2   %


The decreases in income before income taxes for the three and nine months ended
September 30, 2022, were primarily due to unfavorable claims experience in the
individual mortality and group lines of business and lower investment income.

Revenues


•The segment added new life business production, measured by face amount of
reinsurance in force, of $10.8 billion and $11.5 billion for the third quarter
of 2022 and 2021, respectively, and $36.3 billion, and $34.2 billion during the
first nine months of 2022 and 2021, respectively.

•The decreases in net investment income for the three and nine months ended
September 30, 2022, were primarily due to decreased variable investment income,
partially offset by an increase in the invested asset base.

Benefits and expenses


•The increase in the loss ratio for the three months ended September 30, 2022,
as compared to the same period in 2021, was primarily due to more unfavorable
claims experience in the individual mortality line of business and unfavorable
claims experience in the group line of business in 2022. The increase in the
loss ratio for the nine months ended September 30, 2022, as compared to the same
period in 2021, was primarily due to more unfavorable claims experience in the
individual mortality line of business in 2022. While the cause of death is not
yet available for all claims, the Company estimates that approximately $26
million of claims for the nine months ended September 30, 2022, were
attributable to COVID-19.


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Financial Solutions

                                            Three Months Ended September 30,                             Nine Months Ended September 30,
(dollars in millions)                  2022               2021           2022 vs 2021              2022               2021           2022 vs 2021
Revenues:
Net premiums                      $         24          $   22          $          2          $        72          $    68          $          4
Investment income, net of related
expenses                                     1               -                     1                    1                -                     1
Investment related gains
(losses), net                                -               -                     -                    -                -                     -
Other revenues                               2               3                    (1)                   6                9                    (3)
Total revenues                              27              25                     2                   79               77                     2
Benefits and expenses:
Claims and other policy benefits            21              23                    (2)                  54               62                    (8)
Interest credited                            -               -                     -                    -                -                     -
Policy acquisition costs and
other insurance expenses                     1               1                     -                    2                2                     -
Other operating expenses                     1               1                     -                    2                3                    (1)
Total benefits and expenses                 23              25                    (2)                  58               67                    (9)

Income (loss) before income taxes $ 4 $ - $

4 $ 21 $ 10 $ 11

The increases in income before income taxes for the three and nine months ended
September 30, 2022, were primarily a result of slightly favorable mortality
experience on longevity business as compared to the same periods in 2021.

Europe, Middle East and Africa Operations


The Europe, Middle East and Africa ("EMEA") operations include business
primarily generated by offices in France, Germany, Ireland, Italy, the Middle
East, the Netherlands, Poland, South Africa, Spain and the United Kingdom
("UK"). EMEA consists of two major segments: Traditional and Financial
Solutions. The Traditional segment primarily provides reinsurance through yearly
renewable term and coinsurance agreements on a variety of life, health and
critical illness products. Reinsurance agreements may be facultative or
automatic agreements covering primarily individual risks and, in some markets,
group risks. The Financial Solutions segment consists of reinsurance and other
transactions associated with longevity closed blocks, payout annuities, capital
management solutions and financial reinsurance.

                                         Three Months Ended September 30,                               Nine Months Ended September 30,
(dollars in millions)              2022                2021            2022 vs 2021              2022                2021             2022 vs 2021
Revenues:
Net premiums                 $         548          $    528          $    

20 $ 1,673 $ 1,562 $ 111
Investment income, net of
related expenses

                        58                73                   (15)                  170               215                    (45)
Investment related gains
(losses), net                           (9)               23                   (32)                  (15)               41                    (56)
Other revenues                           2                 4                    (2)                   10                11                     (1)
Total revenues                         599               628                   (29)                1,838             1,829                      9
Benefits and expenses:
Claims and other policy
benefits                               498               559                   (61)                1,487             1,559                    (72)
Interest credited                       (5)               (2)                   (3)                  (22)               (1)                   (21)
Policy acquisition costs and
other insurance expenses                33                37                    (4)                   98                96                      2
Other operating expenses                41                40                     1                   129               118                     11
Total benefits and expenses            567               634                   (67)                1,692             1,772                    (80)

Income before income taxes $ 32 $ (6) $

38 $ 146 $ 57 $ 89



•The increase in income before income taxes for the three months and nine months
ended September 30, 2022, was primarily the result of increased net premiums and
favorable claims experience, partially offset by decreases in net investment
income and investment related gains (losses), net.

•Foreign currency fluctuations can result in variances in the financial
statement line items. Foreign currency exchange fluctuations resulted in
decreases in income before income taxes of $5 million and $12 million for the
three and nine months ended September 30, 2022, respectively, as compared to the
same periods in 2021. Unless otherwise stated, all amounts discussed below are
net of foreign currency fluctuations.

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Traditional Reinsurance

                                            Three Months Ended September 30,                                 Nine Months Ended September 30,
(dollars in millions)                  2022               2021           2022 vs 2021               2022                   2021               2022 vs 2021
Revenues:
Net premiums                      $      436           $   432          $          4          $      1,314           $       1,303          $          11
Investment income, net of related
expenses                                  21                22                    (1)                   65                      66                     (1)
Investment related gains
(losses), net                              -                 -                     -                     -                       -                      -
Other revenues                             -                 -                     -                     1                       1                      -
Total revenues                           457               454                     3                 1,380                   1,370                     

10

Benefits and expenses:
Claims and other policy benefits         394               482                   (88)                1,198                   1,365                   (167)
Interest credited                          -                 -                     -                     -                       -                      -
Policy acquisition costs and
other insurance expenses                  32                35                    (3)                   94                      91                      3
Other operating expenses                  30                28                     2                    91                      85                      6
Total benefits and expenses              456               545                   (89)                1,383                   1,541                   

(158)

Income (loss) before income taxes $        1           $   (91)         $         92          $         (3)          $        (171)         $         168
Key metrics:
Life reinsurance in force                                                                       $671.3 billion         $852.8 billion
Claims and other policy benefits
as a percentage of net premiums
("loss ratios")                         90.4   %         111.6  %                                     91.2   %               104.8  %
Policy acquisition costs and
other insurance expenses as a
percentage of net premiums               7.3   %           8.1  %                                      7.2   %                 7.0  %
Other operating expenses as a
percentage of net premiums               6.9   %           6.5  %                                      6.9   %                 6.5  %


The increase in income before income taxes for the three and nine months ended
September 30, 2022, as compared to the same periods in 2021, were primarily due
to an improvement in individual life mortality experience and increased net
premiums in the first nine months of 2022.

Revenues


•The increases in net premiums for the three and nine months ended September 30,
2022, as compared to the same periods in 2021, were due to an in increase in
business volume on new and existing treaties.

•The segment added new life business production, measured by face amount of
reinsurance in force, of $38.2 billion and $32.0 billion during the third
quarter of 2022 and 2021, respectively, and $133.8 billion and $147.4 billion
during the nine months ended September 30, 2022 and 2021, respectively.

Benefits and expenses


•The decreases in the loss ratio for the third quarter and first nine months of
2022 were due to improved mortality experience. While the cause of death is not
available for all claims, the Company estimates for the nine months ended
September 30, 2022, that approximately $15 million of claims were primarily
attributable to COVID-19.

Financial Solutions

                                             Three Months Ended September 30,                               Nine Months Ended September 30,
(dollars in millions)                   2022               2021            2022 vs 2021              2022                2021            2022 vs 2021
Revenues:
Net premiums                      $         112          $   96          $          16          $        359          $   259          $         100
Investment income, net of related
expenses                                     37              51                    (14)                  105              149                    (44)
Investment related gains
(losses), net                                (9)             23                    (32)                  (15)              41                    (56)
Other revenues                                2               4                     (2)                    9               10                     (1)
Total revenues                              142             174                    (32)                  458              459                     (1)
Benefits and expenses:
Claims and other policy benefits            104              77                     27                   289              194                     95
Interest credited                            (5)             (2)                    (3)                  (22)              (1)                   (21)
Policy acquisition costs and
other insurance expenses                      1               2                     (1)                    4                5                     (1)
Other operating expenses                     11              12                     (1)                   38               33                      5
Total benefits and expenses                 111              89                     22                   309              231                     78

Income (loss) before income taxes $ 31 $ 85 $

(54) $ 149 $ 228 $ (79)

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The decreases in income before income taxes for the three and nine months ended
September 30, 2022, compared to the same periods in 2021, were primarily due to
decreases in investment income, net of related expenses, investment related
gains (losses), net and unfavorable claims experience, partially offset by
increases in net premiums.

Revenues


•The increases in net premiums for the three and nine months ended September 30,
2022, as compared to the same periods in 2021, were primarily due to increased
volumes of closed longevity block business.

•The decreases in net investment income for the three and nine months ended
September 30, 2022, as compared to the same periods in 2021, were primarily due
to lower yield and lower income associated with unit-linked policies which
fluctuate with market performance and are offset by a decrease in interest
credited related to the unit-linked liabilities.

•The decreases in investment related gains (losses), net for the three and nine
month periods were primarily due to fluctuations in the fair market value of CPI
swap derivatives due to changes in future inflation expectations and lower
investment related gains on fixed-income securities, respectively.

Benefits and expenses

•The increases in claims and other policy benefits for the three and nine months
ended September 30, 2022, as compared to the same periods in 2021, were the
result of increased volumes of closed longevity block business.

Asia Pacific Operations


The Asia Pacific operations include business generated by its offices
principally in Australia, China, Hong Kong, India, Japan, Malaysia, New Zealand,
Singapore, South Korea and Taiwan. The Traditional segment's principal types of
reinsurance include individual and group life and health, critical illness,
disability and superannuation. Reinsurance agreements may be facultative or
automatic agreements covering primarily individual risks, and in some markets,
group risks. Superannuation is the Australian government mandated compulsory
retirement savings program. Superannuation funds accumulate retirement funds for
employees, and, in addition, typically offer life and disability insurance
coverage. The Financial Solutions segment includes financial reinsurance,
asset-intensive and certain disability and life blocks.

                                         Three Months Ended September 30,                               Nine Months Ended September 30,
(dollars in millions)             2022                2021             2022 vs 2021              2022                2021             2022 vs 2021
Revenues:
Net premiums                 $        729          $    691          $     

38 $ 2,122 $ 2,017 $ 105
Investment income, net of
related expenses

                      115                70                     45                   281               196                     85
Investment related gains
(losses), net                         (90)              (15)                   (75)                 (279)               11                   (290)
Other revenues                        122                12                    110                   190                42                    148
Total revenues                        876               758                    118                 2,314             2,266                     48
Benefits and expenses:
Claims and other policy
benefits                              586               734                   (148)                1,765             1,918                   (153)
Interest credited                      38                12                     26                    80                42                     38
Policy acquisition costs and
other insurance expenses               80                50                     30                   203               156                     47
Other operating expenses               56                52                      4                   163               152                     11
Total benefits and expenses           760               848                    (88)                2,211             2,268                    (57)

Income before income taxes $ 116 $ (90) $

206 $ 103 $ (2) $ 105



•The increases in income before income taxes for the three and nine months ended
September 30, 2022, were primarily due to favorable claims experience, increases
in net premiums and net investment income, partially offset by unfavorable
fluctuations in the fair value of derivatives within the Financial Solutions
business.

•Foreign currency fluctuations can result in variances in the financial
statement line items. Foreign currency fluctuations resulted in an increase in
income before income taxes of $14 million and $33 million for the three and nine
months ended September 30, 2022, as compared to the same periods in 2021. Unless
otherwise stated, all amounts discussed below are net of foreign currency
fluctuations.

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Traditional Reinsurance

                                             Three Months Ended September 30,                                 Nine Months Ended September 30,
(dollars in millions)                  2022               2021            2022 vs 2021               2022                   2021               2022 vs 2021
Revenues:
Net premiums                      $      660           $   626          $          34          $      1,950           $       1,851          $          99
Investment income, net of related
expenses                                  38                33                      5                   104                     100                      4
Investment related gains
(losses), net                              3                 -                      3                     8                      (1)                     9
Other revenues                             4                 4                      -                    17                      13                      4
Total revenues                           705               663             
       42                 2,079                   1,963                   

116

Benefits and expenses:
Claims and other policy benefits         498               682                   (184)                1,577                   1,778                   (201)
Interest credited                          -                 -                      -                     -                       -                      -
Policy acquisition costs and
other insurance expenses                  37                31                      6                   126                     115                     11
Other operating expenses                  52                46                      6                   149                     137                     12
Total benefits and expenses              587               759                   (172)                1,852                   2,030                   

(178)

Income (loss) before income taxes $      118           $   (96)         $         214          $        227           $         (67)         $        

294

Key metrics:
Life reinsurance in force                                                                        $479.4 billion         $526.0 billion
Claims and other policy benefits
as a percentage of net premiums
("loss ratios")                         75.5   %         108.9  %                                      80.9   %                96.1  %
Policy acquisition costs and
other insurance expenses as a
percentage of net premiums               5.6   %           5.0  %                                       6.5   %                 6.2  %
Other operating expenses as a
percentage of net premiums               7.9   %           7.3  %                                       7.6   %                 7.4  %


The increases in income before income taxes for the three and nine months ended
September 30, 2022, as compared to the same periods in 2021, were primarily the
result of an increase in net premiums and favorable claims experience.

Revenues


•The increases in net premiums for the three and nine months ended September 30,
2022, as compared to the same periods in 2021, were primarily due to continued
business growth in the segment.

•The segment added new life business production, measured by face amount of
reinsurance in force, of $14.4 billion and $7.1 billion during the third quarter
of 2022 and 2021, respectively, and $36.7 billion and $25.6 billion during the
nine months ended September 30, 2022 and 2021, respectively.

Benefits and expenses


•The decreases in the loss ratio for the three and nine months ended September
30, 2022, as compared to the same periods in 2021 were primarily due to
favorable claims experience across the segment due to improved COVID-19
experience, primarily in India, and favorable claims experience, primarily in
Hong Kong. While the cause of death is not yet available for all claims, the
Company estimates for the nine months ended September 30, 2022, that
approximately $19 million of claims were attributable to COVID-19 which includes
medical hospitalization claims in Japan for at-home sickness benefits related to
COVID-19.

Financial Solutions

                                            Three Months Ended September 30,                            Nine Months Ended September 30,
(dollars in millions)                  2022              2021           2022 vs 2021              2022                2021           2022 vs 2021

Revenues:

Net premiums                      $        69          $   65          $    

4 $ 172 $ 166 $ 6
Investment income, net of related
expenses

                                   77              37                    40                   177               96                    81
Investment related gains
(losses), net                             (93)            (15)                  (78)                 (287)              12                  (299)
Other revenues                            118               8                   110                   173               29                   144
Total revenues                            171              95                    76                   235              303                   (68)
Benefits and expenses:
Claims and other policy benefits           88              52                    36                   188              140                    48
Interest credited                          38              12                    26                    80               42                    38
Policy acquisition costs and
other insurance expenses                   43              19                    24                    77               41                    36
Other operating expenses                    4               6                    (2)                   14               15                    (1)
Total benefits and expenses               173              89                    84                   359              238                   121

Income (loss) before income taxes $ (2) $ 6 $

(8) $ (124) $ 65 $ (189)

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The decreases in income before income taxes for the third quarter and first nine
months of 2022 were primarily due to unfavorable fluctuations in the fair value
of derivatives. The invested asset base supporting asset-intensive transactions
increased to $11.6 billion as of September 30, 2022, from $8.1 billion as of
September 30, 2021. The increase in the asset base compared to 2021 was
primarily due to $3.4 billion from recently executed transactions and net
organic growth of $0.1 billion from existing in force blocks. The amount of
reinsurance assumed from client companies, as measured by pre-tax statutory
surplus, risk based capital and other financial reinsurance structures was $1.0
billion and $1.4 billion for the periods ended September 30, 2022 and 2021,
respectively. Fees earned from this business can vary significantly depending on
the size, complexity and timing of the transactions and, therefore, can
fluctuate from period to period.

•The increase in claims and other policy benefits for the three and nine months
ended September 30, 2022, as compared to 2021, was primarily attributable to
medical hospitalization claims in Japan for at-home sickness benefits related to
COVID-19 of $21 million and $26 million, respectively.

•The increases in investment income for the three and nine months ended
September 30, 2022, as compared to the same periods in 2021, were primarily due
to the increase in the asset base.


•The decreases in investment related gains (losses), net for the third quarter
and nine months ended September 30, 2022, were primarily due to the decrease in
fair value of derivatives of $54 million and $249 million, respectively, due to
the weakening of the Japanese yen, higher interest rates and widening credit
spreads.

•The increases in other revenues for the third quarter and nine months ended
September 30, 2022, were primarily attributable to surrender and market value
adjustment charges on a single premium annuity block of business of $104 million
and $126 million, respectively, due to higher lapses, which was partially offset
by an increase in policy acquisition costs and other reinsurance expenses of $24
million and $31 million, and a decrease in investment related gains (losses),
net of $(23) million and $(37) million, respectively.

Corporate and Other


Corporate and Other revenues primarily include investment income from
unallocated invested assets, investment related gains and losses and service
fees. Corporate and Other expenses consist of the offset to capital charges
allocated to the operating segments within the policy acquisition costs and
other insurance income line item, unallocated overhead and executive costs,
interest expense related to debt, and the investment income and expense
associated with the Company's Funding Agreement Backed Notes ("FABN") program,
collateral finance and securitization transactions and service business
expenses. Additionally, Corporate and Other includes results from certain
wholly-owned subsidiaries, such as RGAX, and joint ventures that, among other
activities, develop and market technology, and provide consulting and
outsourcing solutions for the insurance and reinsurance industries. The Company
invests in this area in an effort to both support its clients and accelerate the
development of new solutions and services to increase consumer engagement within
the life insurance industry and hence generate new future revenue streams.

(dollars in millions)                          Three months ended September 30,                             Nine months ended September 30,
                                          2022               2021           2022 vs 2021              2022               2021           2022 vs 2021
Revenues:
Net premiums                         $          -          $    -         

$ - $ - $ - $ -
Investment income, net of related
expenses

                                       48              52                    (4)                  193             258                   (65)
Investment related gains (losses),
net                                           (23)             42                   (65)                  (64)            379                  (443)
Other revenues                                 (1)             15                   (16)                  (11)             54                   (65)
Total revenues                                 24             109                   (85)                  118             691                  (573)
Benefits and expenses:
Claims and other policy benefits                -               -                     -                     -               -                     -
Interest credited                               8               1                     7                    20               3                    17
Policy acquisition costs and other
insurance income                              (25)            (27)                    2                   (75)            (81)                    6
Other operating expenses                       84              75                     9                   223             231                    (8)
Interest expense                               46              41                     5                   130             129                     1
Collateral finance and
securitization expense                          3               3                     -                     6               8                    (2)
Total benefits and expenses                   116              93                    23                   304             290                    14

Income (loss) before income taxes $ (92) $ 16 $ (108) $ (186) $ 401 $ (587)



The decreases in income before income taxes for the three and nine month periods
ended September 30, 2022, were primarily due to a decrease in total revenues and
higher interest credited.

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•Net investment income for the nine months ended September 30, 2021, includes a
one-time adjustment of $92 million of pre-tax unrealized gains on certain
limited partnerships, for which the Company uses the equity method of
accounting, from AOCI to net investment income. The unrealized gains should have
been recognized directly in net investment income in the same prior periods they
were reported as earnings by the investees. Excluding this adjustment, the
increase in net investment income for the three and nine month periods ended
September 30, 2022, is attributable to higher investment income on Corporate
invested assets due to a higher asset base. Higher investment income includes
income earned on assets associated with the Company's FABN program, which is
partially offset by higher interest credited related to the program.

•Investment related gains (losses), net for the first nine months of 2021
includes an adjustment to investments in limited partnerships considered to be
investment companies, which should have been recognized in prior periods, of $70
million to adjust the carrying value from cost less impairments to the fair
value approach, using the net asset value ("NAV") per share or its equivalent.
The remaining decrease in investment related gains (losses), net for the third
quarter and first nine months of 2022 as compared to the prior year is
attributable to losses on sales of fixed maturity securities in the current
period compared to gains in the prior period, lower unrealized gains on limited
partnerships, changes in allowances and impairments on mortgage loans and
available-for-sale securities and changes in the fair value of equity
securities, partially offset by increases in the fair value of derivatives as a
result of fluctuations in foreign exchange rates, interest rates and equity
markets.

•The decrease in other revenues was primarily due to a decline in the cash
surrender value on corporate-owned life insurance for the nine month period
ended September 30, 2022, compared to an increase in value for the prior year,
as well as gains on the sales of subsidiaries in the prior period of $11
million. Further, foreign currency losses reduced other revenues for the three
and nine month periods ended September 30, 2022, as compared to the prior
period.

•The increase in other operating expenses for the three month period ended
September 30, 2022, was attributable to higher incentive compensation and
information technology expenditures. The decrease in other operating expenses
for the nine month period ended September 30, 2022, was attributable to a
decrease in compensation expense.

Liquidity and Capital Resources

Overview


The Company believes that cash flows from the source of funds available to it
will provide sufficient cash flows for the next twelve months to satisfy the
current liquidity requirements of the Company under various scenarios that
include the potential risk of early recapture of reinsurance treaties, market,
and economic uncertainties, including interest rates and inflation, and higher
than expected claims associated with COVID-19 primarily during the first quarter
of 2022. The Company performs periodic liquidity stress testing to ensure its
asset portfolio includes sufficient high quality liquid assets that could be
utilized to bolster its liquidity position under stress scenarios. These assets
could be utilized as collateral for secured borrowing transactions with various
third parties or by selling the securities in the open market if needed. The
Company's liquidity requirements have been and will continue to be funded
through net cash flows from operations. However, in the event of significant
unanticipated cash requirements beyond normal liquidity needs, the Company has
multiple liquidity alternatives available based on market conditions and the
amount and timing of the liquidity need. These alternatives include the sale of
invested assets subject to market conditions, borrowings under committed credit
facilities, secured borrowings, and if necessary issuing long-term debt,
preferred securities or common equity.

Current Market Environment


The Company's average investment yield, excluding spread related business, for
the nine months ended September 30, 2022, was 4.78% or 30 basis points lower
than the same period in 2021 due to decreased variable income from limited
partnerships partially offset by increased variable income from real estate
joint ventures. The Company's insurance liabilities, in particular its annuity
products, are sensitive to changing market factors. Gross unrealized gains on
fixed maturity securities available-for-sale decreased from $5.3 billion at
December 31, 2021, to $0.7 billion at September 30, 2022, due to increased
interest rates. Similarly, gross unrealized losses increased from $0.3 billion
at December 31, 2021, to $7.8 billion at September 30, 2022.

The Company continues to be in a position to hold any investment security
showing an unrealized loss until recovery, provided it remains comfortable with
the credit of the issuer. The Company does not rely on short-term funding or
commercial paper and to date it has experienced no liquidity pressure, nor does
it anticipate such pressure in the foreseeable future.

The Company projects its reserves to be sufficient, and it would not expect to
write down deferred acquisition costs or be required to take any actions to
augment capital, even if interest rates remain at current levels for the next
five years, assuming all other factors remain constant. While interest rates
have recently increased, the Company continues to feel the pressures of
sustained low interest and volatile equity markets and may continue to do so;
however, its underlying business is not overly sensitive to these risks.
Mortality and morbidity risks continue to be the most significant risk for the
Company. Although

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management believes the Company's current capital base is adequate to support
its business at current operating levels, it continues to monitor new business
opportunities and any associated new capital needs that could arise from the
changing financial landscape

The Holding Company

RGA is an insurance holding company whose primary uses of liquidity include, but
are not limited to, the immediate capital needs of its operating companies,
dividends paid to its shareholders, repurchase of common stock and interest
payments on its indebtedness. The primary sources of RGA's liquidity include
proceeds from its capital-raising efforts, interest income on undeployed
corporate investments, interest income received on surplus notes with RGA
Reinsurance Company ("RGA Reinsurance"), RGA Life and Annuity Insurance Company
(formerly Reinsurance Company of Missouri, Incorporated) and Rockwood
Reinsurance Company ("Rockwood Re") and dividends from operating subsidiaries.
The following tables provide comparative information for RGA (dollars in
millions):

                                                 Three months ended September 30,                 Nine months ended September 30,
                                                     2022                    2021                    2022                    2021
Interest and dividend income                 $             135          $       303          $             287          $       367
Interest expense                                            45                   47                        128                  150
Capital contributions to subsidiaries                        5                    5                         17                   12
Issuance of unaffiliated debt                              690                    -                        690                    -
Dividends to shareholders                                   54                   50                        152                  145

Purchase of treasury stock                                  25                   46                         50                   48


                               September 30, 2022       December 31, 2021
Cash and invested assets      $               931      $              621

See Item 15, Schedule II - "Condensed Financial Information of the Registrant"
in the 2021 Annual Report for additional financial information related to RGA.


The undistributed earnings of substantially all of the Company's foreign
subsidiaries have been reinvested indefinitely in those non-U.S. operations, as
described in Note 9 - "Income Tax" in the Notes to Consolidated Financial
Statements in the 2021 Annual Report. As U.S. Tax Reform generally eliminates
U.S. federal income taxes on dividends from foreign subsidiaries, the Company
does not expect to incur material income taxes if these funds are repatriated.

RGA endeavors to maintain a capital structure that provides financial and
operational flexibility to its subsidiaries, credit ratings that support its
competitive position in the financial services marketplace, and shareholder
returns. As part of the Company's capital deployment strategy, it has in recent
years repurchased shares of RGA common stock and paid dividends to RGA
shareholders, as authorized by the board of directors.

On January 24, 2019, RGA's board of directors authorized a share repurchase
program for up to $400 million of RGA's outstanding common stock. During the
nine months ended September 30, 2022, RGA repurchased 219,116 shares of common
stock under this program for $25 million.

On February 25, 2022, RGA's board of directors authorized a share repurchase
program for up to $400 million of RGA's outstanding common stock. The
authorization was effective immediately and does not have an expiration date. In
connection with this authorization, the board of directors terminated the stock
repurchase authority granted in 2019. During the nine months ended September 30,
2022, RGA repurchased 195,234 shares of common stock under this program for $25
million.

The pace of repurchase activity depends on various factors such as the level of
available cash, an evaluation of the costs and benefits associated with
alternative uses of excess capital, such as acquisitions and in force
reinsurance transactions, and RGA's stock price.

Details underlying dividend and share repurchase program activity were as
follows (dollars in millions, except share data):

                                                                 Nine months ended September 30,
                                                                   2022                    2021
Dividends to shareholders                                   $            152          $        145
Purchase of treasury stock (1)                                            50                    46
Total amount paid to shareholders                           $            

202 $ 191


Number of treasury shares purchased (1)                                  414                   406
Average price per share                                     $         

120.67 $ 113.40
1Excludes shares utilized to execute and settle certain
stock incentive awards.

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In October 2022, RGA's board of directors declared a quarterly dividend of $0.80
per share. All future payments of dividends are at the discretion of RGA's board
of directors and will depend on the Company's earnings, capital requirements,
insurance regulatory conditions, operating conditions, and other such factors as
the board of directors may deem relevant. The amount of dividends that RGA can
pay will depend in part on the operations of its reinsurance subsidiaries. See
Note 3 - "Equity" in the Notes to Condensed Consolidated Financial Statements
for information on the Company's share repurchase program.

Debt


Certain of the Company's debt agreements contain financial covenant restrictions
related to, among others, liens, the issuance and disposition of stock of
restricted subsidiaries, minimum requirements of consolidated net worth, maximum
ratios of debt to capitalization and change of control provisions. The Company
is required to maintain a minimum consolidated net worth, as defined in the debt
agreements, of $5.3 billion, calculated as of the last day of each fiscal
quarter. Also, consolidated indebtedness, calculated as of the last day of each
fiscal quarter, cannot exceed 35% of the sum of the Company's consolidated
indebtedness plus adjusted consolidated stockholders' equity. A material ongoing
covenant default could require immediate payment of the amount due, including
principal, under the various agreements. Additionally, the Company's debt
agreements contain cross-acceleration covenants, which would make outstanding
borrowings immediately payable in the event of a material uncured covenant
default under any of the agreements, including, but not limited to, non-payment
of indebtedness when due for an amount in excess of the amounts set forth in
those agreements, bankruptcy proceedings, or any other event that results in the
acceleration of the maturity of indebtedness.

As of September 30, 2022 and December 31, 2021, the Company had $4.2 billion and
$3.7 billion, respectively, in outstanding borrowings under its debt agreements
and was in compliance with all covenants under those agreements. As of
September 30, 2022 and December 31, 2021, the average net interest rate on
long-term debt outstanding was 4.89% and 4.42%, respectively. The ability of the
Company to make debt principal and interest payments depends on the earnings and
surplus of subsidiaries, investment earnings on undeployed capital proceeds,
available liquidity at the holding company, and the Company's ability to raise
additional funds.

The Company enters into derivative agreements with counterparties that reference
either the Company's debt rating or its financial strength rating. If either
rating is downgraded in the future, it could trigger certain terms in the
Company's derivative agreements, which could negatively affect overall
liquidity. For the majority of the Company's derivative agreements, there is a
termination event should the long-term senior debt ratings drop below either
BBB+ (S&P) or Baa1 (Moody's) or the financial strength ratings drop below either
A- (S&P) or A3 (Moody's).

The Company may borrow up to $850 million in cash and obtain letters of credit
in multiple currencies on its revolving credit facility that matures in August
2023. As of September 30, 2022, the Company had no cash borrowings outstanding
and $7 million in issued, but undrawn, letters of credit under this facility.

On December 13, 2021, RGA Reinsurance issued 4.00% Surplus Notes due in 2051
with a face amount of $500 million. The net proceeds were approximately $494
million and will be used for general corporate purposes.

On September 15, 2022, RGA announced a cash tender offer for any and all of its
outstanding 6.20% Fixed-to-Floating Rate Subordinated Debentures due 2042 (the
"2042 Debentures") at a price of $25.20 for each $25 principal amount of 2042
Debentures. The tender offer expired on September 22, 2022, and a total of $151
million or approximately 38%, of the aggregate principal amount of the 2042
Debentures were tendered. The Company intends to redeem the remaining debentures
in accordance with the indenture governing the 2042 Debentures.

On September 23, 2022, RGA issued 7.125% fixed-rate reset subordinated
debentures due October 15, 2052, with a face amount of $700 million. This
security has been registered with the Securities and Exchange Commission. The
net proceeds were approximately $690 million and a portion was used in part to
pay for the tender offer of the 2042 Debentures. The remaining proceeds will be
used for future redemptions of the remaining 2042 Debentures in accordance with
the indenture governing the 2042 Debentures, and general corporate purposes.
Capitalized issue costs were approximately $10 million.

The remaining amount of the $850 million Series A Floating Rate Insured Notes
issued by the Company's subsidiary, Timberlake Financial, LLC, which was
approximately $185 million, were redeemed on August 29, 2022, and are no longer
outstanding as of September 30, 2022.

Based on the historic cash flows and the current financial results of the
Company, management believes RGA's cash flows will be sufficient to enable RGA
to meet its obligations for at least the next twelve months.

Credit and Committed Facilities


At September 30, 2022, the Company maintained an $850 million syndicated
revolving credit facility and certain committed letter of credit facilities
aggregating to $928 million. See Note 13 - "Debt" in the Notes to Consolidated
Financial Statements in the 2021 Annual Report for further information about
these facilities.

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The Company has obtained bank letters of credit in favor of various affiliated
and unaffiliated insurance companies from which the Company assumes business.
These letters of credit represent guarantees of performance under the
reinsurance agreements and allow ceding companies to take statutory reserve
credits. Certain of these letters of credit contain financial covenant
restrictions similar to those described in the "Debt" discussion above. At
September 30, 2022, there were approximately $158 million of outstanding bank
letters of credit in favor of third parties. Additionally, in accordance with
applicable regulations, the Company utilizes letters of credit to secure
statutory reserve credits when it retrocedes business to its affiliated
subsidiaries. The Company cedes business to its affiliates to help reduce the
amount of regulatory capital required in certain jurisdictions, such as the U.S.
and the UK. The Company believes the capital required to support the business in
the affiliates reflects more realistic expectations than the original
jurisdiction of the business, where capital requirements are often considered to
be quite conservative. As of September 30, 2022, $1.5 billion in letters of
credit from various banks were outstanding, but undrawn, backing reinsurance
between the various subsidiaries of the Company.

Cash Flows


The Company's principal cash inflows from its reinsurance operations include
premiums and deposit funds received from ceding companies. The primary liquidity
concerns with respect to these cash flows are early recapture of the reinsurance
contract by the ceding company and lapses of annuity products reinsured by the
Company. The Company's principal cash inflows from its invested assets result
from investment income and the maturity and sales of invested assets. The
primary liquidity concerns with respect to these cash inflows relates to the
risk of default by debtors and interest rate volatility. The Company manages
these risks very closely. See "Investments" below.

Additional sources of liquidity to meet unexpected cash outflows in excess of
operating cash inflows and current cash and equivalents on hand also includes
drawing funds under a revolving credit facility, under which the Company had
availability of $843 million as of September 30, 2022. The Company also has $641
million of funds available through collateralized borrowings from the FHLB as of
September 30, 2022. As of September 30, 2022, the Company could have borrowed
these additional amounts without violating any of its existing debt covenants.

The Company's principal cash outflows relate to the payment of claims
liabilities, interest credited, operating expenses, income taxes, dividends to
shareholders, purchases of treasury stock and principal and interest under debt
and other financing obligations. The Company seeks to limit its exposure to loss
on any single insured and to recover a portion of benefits paid by ceding
reinsurance to other insurance enterprises or reinsurers under excess coverage
and coinsurance contracts (See Note 2 - "Significant Accounting Policies and
Pronouncements" in the Notes to Consolidated Financial Statements in the 2021
Annual Report). The Company performs annual financial reviews of its
retrocessionaires to evaluate financial stability and performance. The Company
has never experienced a material default in connection with retrocession
arrangements, nor has it experienced any difficulty in collecting claims
recoverable from retrocessionaires; however, no assurance can be given as to the
future performance of such retrocessionaires nor to the recoverability of future
claims. The Company's management believes its cash and cash equivalents along
with its current sources of liquidity are adequate to meet its cash requirements
for the next twelve months, despite the uncertainty associated with the
pandemic.


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Summary of Primary Sources and Uses of Liquidity and Capital

The Company's primary sources and uses of liquidity and capital are summarized
as follows:

For the nine months ended September

                                                                                             30,
                                                                                  2022                  2021
                                                                                    (Dollars in millions)
Sources:
         Net cash provided by operating activities                          $       1,076          $     3,821

         Proceeds from long-term debt issuance                                        700                    -

         Change in cash collateral for derivative positions and other
         arrangements                                                                  99                   29
         Change in deposit asset on reinsurance                                         -                   14
         Net deposits from investment-type policies and contracts                   4,156                    -
         Issuance of preferred interests by subsidiary                                 90                    -
         Total sources                                                              6,121                3,864

Uses:
         Net cash used in investing activities                                      4,794                3,492
         Dividends to stockholders                                                    152                  145
         Repayment of collateral finance and securitization notes                     181                   74
         Debt issuance costs                                                           10                    -
         Principal payments of long-term debt                                         153                  402

         Purchases of treasury stock                                                   54                   48

         Change in deposit asset on reinsurance                                        32                    -
         Net withdrawals from investment-type policies and contracts                    -                   51
         Distributions to noncontrolling interest                                       2                    -
         Effect of exchange rate changes on cash                                      179                   33
         Total uses                                                                 5,557                4,245
Net change in cash and cash equivalents                                     

$ 564 $ (381)



Cash Flows from Operations - The principal cash inflows from the Company's
reinsurance activities come from premiums, investment and fee income, annuity
considerations and deposit funds. The principal cash outflows relate to the
liabilities associated with various life and health insurance, annuity and
disability products, operating expenses, income tax payments and interest on
outstanding debt obligations. The primary liquidity concern with respect to
these cash flows is the risk of shortfalls in premiums and investment income,
particularly in periods with abnormally high claims levels.

Cash Flows from Investments - The principal cash inflows from the Company's
investment activities come from repayments of principal on invested assets,
proceeds from maturities of invested assets, sales of invested assets and
settlements of freestanding derivatives. The principal cash outflows relate to
purchases of investments, issuances of policy loans and settlements of
freestanding derivatives. The Company typically has a net cash outflow from
investing activities because cash inflows from insurance operations are
reinvested in accordance with its asset/liability management discipline to fund
insurance liabilities. The Company closely monitors and manages these risks
through its credit risk management process. The primary liquidity concerns with
respect to these cash flows are the risk of default by debtors and market
disruption, which could make it difficult for the Company to sell investments.

Financing Cash Flows - The principal cash inflows from the Company's financing
activities come from issuances of RGA debt and equity securities, and deposit
funds associated with universal life and other investment type policies and
contracts. The principal cash outflows come from repayments of debt, payments of
dividends to stockholders, purchases of treasury stock, and withdrawals
associated with universal life and other investment type policies and contracts.
A primary liquidity concern with respect to these cash flows is the risk of
early contractholder and policyholder withdrawal.

Contractual Obligations

There were no other material changes in the Company's contractual obligations
from those reported in the 2021 Annual Report, except for the following:


•The Company's contractual obligations associated with long term debt, including
principal and interest, increased from $7.1 billion at December 31, 2021 to $9.1
billion at September 30, 2022, primarily due to the issuance of 7.125%
fixed-rate reset subordinated debentures due October 15, 2052, with a face
amount of $700 million on September 23, 2022.

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•The Company's contractual obligations associated with interest sensitive
contract liabilities increased from $43.4 billion at December 31, 2021 to $49.8
billion
at September 30, 2022, primarily due to large asset intensive
transactions completed during the nine months ended September 30, 2022. The
majority of these commitments are expected to occur beyond five years.


•The remaining amount of the $850 million Series A Floating Rate Insured Notes
issued by the Company's subsidiary, Timberlake Financial, LLC, which was
approximately $185 million, were redeemed on August 29, 2022, and are no longer
outstanding as of September 30, 2022.

Asset / Liability Management


The Company actively manages its cash and invested assets using an approach that
is intended to balance quality, diversification, asset/liability matching,
liquidity and investment return. The goals of the investment process are to
optimize after-tax, risk-adjusted investment income and after-tax, risk-adjusted
total return while managing the assets and liabilities on a cash flow and
duration basis.

The Company has established target asset portfolios for its operating segments,
which represent the investment strategies intended to profitably fund its
liabilities within acceptable risk parameters. These strategies include
objectives and limits for effective duration, yield curve sensitivity and
convexity, liquidity, asset sector concentration and credit quality.


The Company's asset-intensive products are primarily supported by investments in
fixed maturity securities reflected on the Company's balance sheet and under
funds withheld arrangements with the ceding company. Investment guidelines are
established to structure the investment portfolio based upon the type, duration
and behavior of products in the liability portfolio so as to achieve targeted
levels of profitability. The Company manages the asset-intensive business to
provide a targeted spread between the interest rate earned on investments and
the interest rate credited to the underlying interest-sensitive contract
liabilities. The Company periodically reviews models projecting different
interest rate scenarios and their effect on profitability. Certain of these
asset-intensive agreements, primarily in the U.S. and Latin America Financial
Solutions operating segment, are generally funded by fixed maturity securities
that are withheld by the ceding company.

The Company's liquidity position (cash and cash equivalents and short-term
investments) was $3.7 billion and $3.0 billion at September 30, 2022 and
December 31, 2021, respectively. Liquidity needs are determined from valuation
analyses conducted by operational units and are driven by product portfolios.
Periodic evaluations of demand liabilities and short-term liquid assets are
designed to adjust specific portfolios, as well as their durations and
maturities, in response to anticipated liquidity needs.

See "Securities Borrowing, Lending and Repurchase/Reverse Repurchase Agreements"
in Note 4 - "Investments" in the Notes to Condensed Consolidated Financial
Statements for information related to the Company's securities borrowing,
lending and repurchase/reverse repurchase agreements. In addition to its
security agreements with third parties, certain RGA's subsidiaries have entered
into intercompany securities lending agreements to more efficiently source
securities for lending to third parties and to provide for more efficient
regulatory capital management.

The Company is a member of the FHLB and holds $66 million of FHLB common stock,
which is included in other invested assets on the Company's condensed
consolidated balance sheets.


The Company has entered into funding agreements with the FHLB under guaranteed
investment contracts whereby the Company has issued the funding agreements in
exchange for cash and for which the FHLB has been granted a blanket lien on the
Company's commercial and residential mortgage-backed securities and commercial
mortgage loans used to collateralize the Company's obligations under the funding
agreements. The Company maintains control over these pledged assets, and may
use, commingle, encumber or dispose of any portion of the collateral as long as
there is no event of default and the remaining qualified collateral is
sufficient to satisfy the collateral maintenance level. The funding agreements
and the related security agreements represented by this blanket lien provide
that upon any event of default by the Company, the FHLB's recovery is limited to
the amount of the Company's liability under the outstanding funding agreements.
The amount of the Company's liability for the funding agreements with the FHLB
under guaranteed investment contracts was $1.3 billion and $1.4 billion at
September 30, 2022 and December 31, 2021, respectively, which is included in
interest-sensitive contract liabilities on the Company's condensed consolidated
balance sheets. The advances on these agreements are collateralized primarily by
commercial and residential mortgage-backed securities, commercial mortgage
loans, and U.S. Treasury and government agency securities. The amount of
collateral exceeds the liability and is dependent on the type of assets
collateralizing the guaranteed investment contracts.

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Investments

Management of Investments

The Company's investment and derivative strategies involve matching the
characteristics of its reinsurance products and other obligations. The Company
seeks to closely approximate the interest rate sensitivity of the assets with
estimated interest rate sensitivity of the reinsurance liabilities. The Company
achieves its income objectives through strategic and tactical asset allocations,
applying security and derivative strategies within asset/liability and
disciplined risk management frameworks. Derivative strategies are employed
within the Company's risk management framework to help manage duration,
currency, and other risks in assets and/or liabilities and to replicate the
credit characteristics of certain assets.

The Company's portfolio management groups work with the Enterprise Risk
Management function to develop the investment policies for the assets of the
Company's domestic and international investment portfolios. All investments held
by the Company, directly or in a funds withheld at interest reinsurance
arrangement, are monitored for conformance with the Company's stated investment
policy limits as well as any limits prescribed by the applicable jurisdiction's
insurance laws and regulations. See Note 4 - "Investments" in the Notes to
Condensed Consolidated Financial Statements for additional information regarding
the Company's investments.

Portfolio Composition

The Company had total cash and invested assets of $71.6 billion and $81.5
billion
as of September 30, 2022 and December 31, 2021, respectively, as
illustrated below (dollars in millions):


                                                  September 30,                                    December 31,
                                                      2022                  % of Total                 2021                  % of Total
Fixed maturity securities
available-for-sale                               $     50,495                       70.6  %       $     60,749                       74.6  %
Equity securities                                         137                        0.2                   151                        0.2
Mortgage loans                                          6,558                        9.2                 6,283                        7.7
Policy loans                                            1,202                        1.7                 1,234                        1.5
Funds withheld at interest                              6,177                        8.6                 6,954                        8.5
Short-term investments                                    225                        0.3                    87                        0.1
Other invested assets                                   3,246                        4.5                 3,070                        3.8
Cash and cash equivalents                               3,512                        4.9                 2,948                        3.6
Total cash and invested assets                   $     71,552                      100.0  %       $     81,476                      100.0  %


Investment Yield

The following table presents consolidated average invested assets, at amortized
cost, net investment income, investment yield, variable investment income
("VII"), and investment yield excluding VII, which can vary significantly from
period to period (dollars in millions). The table excludes spread related
business. Spread related business is primarily associated with contracts on
which the Company earns an interest rate spread between assets and liabilities.
To varying degrees, fluctuations in the yield on other spread related business
is generally subject to corresponding adjustments to the interest credited on
the liabilities.

                                                Three months ended September 30,                                 Nine months ended September 30,
                                                                                Increase/                                                          Increase/
                                          2022                2021              (Decrease)              2022                     2021              (Decrease)
Average invested assets at amortized
cost                                 $    34,579           $ 33,361          $      1,218          $    34,494                $ 33,021          $      1,473
Net investment income                $       374           $    405          $        (31)         $     1,228                $  1,251          $        (23)
Annualized investment yield (ratio
of net investment income to average
invested assets at amortized cost)          4.40   %           4.95  %              (55) bps              4.78   %                5.08  %              (30) bps
VII (included in net investment
income)                              $        38           $    102          $        (64)         $       249                $    342          $        (93)
Annualized investment yield
excluding VII (ratio of net
investment income, excluding VII, to
average invested assets, excluding
assets with only VII, at amortized
cost)                                       4.12   %           3.85  %                27 bps              3.96   %                3.83  %                13 bps


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Investment yield decreased for the three months ended September 30, 2022, in
comparison to the same period in the prior year, primarily due to decreased
variable income from limited partnerships and real estate joint ventures, which
are included in other invested assets on the condensed consolidated balance
sheets. Investment yield decreased for the nine months ended September 30, 2022,
in comparison to the same period in the prior year, primarily due to decreased
variable income from limited partnerships partially offset by increased variable
income from real estate joint ventures. Investment yield excluding variable
investment income increased for the three and nine months ended September 30,
2022, in comparison to the same periods in the prior year, primarily due to the
rising interest rate environment.

Fixed Maturity Securities Available-for-Sale


See "Fixed Maturity Securities Available-for-Sale" in Note 4 - "Investments" in
the Notes to Condensed Consolidated Financial Statements for tables that provide
the amortized cost, allowance for credit losses, unrealized gains and losses and
estimated fair value of these securities by type as of September 30, 2022 and
December 31, 2021.

The Company holds various types of fixed maturity securities available-for-sale
and classifies them as corporate securities ("Corporate"), Canadian and Canadian
provincial government securities ("Canadian government"), residential
mortgage-backed securities ("RMBS"), asset-backed securities ("ABS"), commercial
mortgage-backed securities ("CMBS"), U.S. government and agencies ("U.S.
government"), state and political subdivisions, and other foreign government,
supranational and foreign government-sponsored enterprises ("Other foreign
government"). RMBS, ABS, and CMBS are collectively "structured securities." As
of September 30, 2022 and December 31, 2021, approximately 93.1% and 94.0%,
respectively, of the Company's consolidated investment portfolio of fixed
maturity securities were investment grade.

Important factors in the selection of investments include diversification,
quality, yield, call protection and total rate of return potential. The relative
importance of these factors is determined by market conditions and the
underlying reinsurance liability and existing portfolio characteristics. The
Company owns floating rate securities that represent approximately 7.6% and 5.3%
of the total fixed maturity securities as of September 30, 2022 and December 31,
2021, respectively. These investments have a higher degree of income variability
than the other fixed income holdings in the portfolio due to fluctuations in
interest payments. The Company holds floating rate investments to match specific
floating rate liabilities primarily reflected in the condensed consolidated
balance sheets as collateral finance notes, as well as to enhance asset
management strategies.

The largest asset class in which fixed maturity securities were invested was
corporate securities, which represented approximately 64.6% and 62.8% of total
fixed maturity securities as of September 30, 2022 and December 31, 2021. See
"Corporate Fixed Maturity Securities" in Note 4 - "Investments" in the Notes to
Condensed Consolidated Financial Statements for tables showing the major sector
types, which comprise the corporate fixed maturity holdings as of September 30,
2022 and December 31, 2021.

As of September 30, 2022 and December 31, 2021, the Company's investments in
Canadian government securities represented 7.1% and 8.1%, respectively, of the
fair value of total fixed maturity securities. These assets are primarily high
quality, long duration provincial strip bonds, the valuation of which is closely
linked to the interest rate curve. These assets are longer in duration and held
primarily for asset/liability management to meet Canadian regulatory
requirements.

The Company references rating agency designations in some of its investments
disclosures. These designations are based on the ratings from nationally
recognized statistical rating organizations, primarily Moody's, S&P and Fitch.
Structured securities held by the Company's insurance subsidiaries that maintain
the NAIC statutory basis of accounting utilize the NAIC rating methodology. The
NAIC assigns designations to publicly traded as well as privately placed
securities. The designations assigned by the NAIC range from class 1 to class 6,
with designations in classes 1 and 2 generally considered investment grade (BBB
or higher rating agency designation). NAIC designations in classes 3 through 6
are generally considered below investment grade (BB or lower rating agency
designation). If no rating is available from a rating agency or the NAIC, then
an internally developed rating is used.

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The quality of the Company's available-for-sale fixed maturity securities
portfolio, as measured at fair value and by the percentage of fixed maturity
securities invested in various ratings categories, relative to the entire
available-for-sale fixed maturity securities portfolio, as of September 30, 2022
and December 31, 2021 was as follows (dollars in millions):

                                                                                        September 30, 2022                                                      December 31, 2021
         NAIC                       Rating Agency                                          Estimated                                       Amortized           Estimated
     Designation                     Designation                 Amortized
Cost            Fair Value             % of Total                 Cost              Fair Value             % of Total
          1                  AAA/AA/A                          $         33,881          $    30,062                        59.6  %       $  33,540          $    36,725                        60.5  %
          2                  BBB                                         19,931               16,924                        33.5             18,684               20,379                        33.5
          3                  BB                                           3,044                2,843                         5.6              2,620                2,668                         4.4
          4                  B                                              625                  583                         1.2                876                  863                         1.4
          5                  CCC and lower                                  107                   62                         0.1                 96                   79                         0.1
          6                  In or near default                              42                   21                           -                 57                   35                         0.1
                             Total                             $         57,630          $    50,495                       100.0  %       $  55,873          $    60,749                       100.0  %

The Company's fixed maturity portfolio includes structured securities. The
following table shows the types of structured securities the Company held as of
September 30, 2022 and December 31, 2021 (dollars in millions):

                                                                     September 30, 2022                                                      December 31, 2021
                                                                          Estimated                                                               Estimated
                                                 Amortized Cost           Fair Value            % of Total             Amortized  Cost            Fair Value            % of Total
RMBS:
Agency                                         $           489          $       442                     7.0  %       $             551          $       582                     8.4  %
Non-agency                                                 565                  511                     8.1                        469                  468                     6.8
Total RMBS                                               1,054                  953                    15.1                      1,020                1,050                    15.2
ABS:
Collateralized loan obligations ("CLOs")                 1,788                1,650                    26.0                      1,761                1,752                    25.4
ABS, excluding CLOs                                      2,377                2,073                    32.6                      2,263                2,253                    32.6
Total ABS                                                4,165                3,723                    58.6                      4,024                4,005                    58.0
CMBS                                                     1,843                1,670                    26.3                      1,790                1,849                    26.8
Total                                          $         7,062          $     6,346                   100.0  %       $           6,834          $     6,904                   100.0  %


The Company's RMBS portfolio includes agency-issued pass-through securities and
collateralized mortgage obligations. Agency-issued pass-through securities are
guaranteed or otherwise supported by the Federal Home Loan Mortgage Corporation,
Federal National Mortgage Association, or the Government National Mortgage
Association. The principal risks inherent in holding RMBS are prepayment and
extension risks, which will affect the timing of when cash will be received and
are dependent on the level of mortgage interest rates. Prepayment risk is the
unexpected increase in principal payments from the expected, primarily as a
result of owner refinancing. Extension risk relates to the unexpected slowdown
in principal payments from the expected. In addition, non-agency RMBS face
credit risk should the borrower be unable to pay the contractual interest or
principal on their obligation. The Company monitors its mortgage-backed
securities to mitigate exposure to the cash flow uncertainties associated with
these risks.

The Company's ABS portfolio primarily consists of CLOs, aircraft and
single-family rentals. The principal risks in holding ABS are structural,
credit, capital market and interest rate risks. Structural risks include the
securities' cash flow priority in the capital structure and the inherent
prepayment sensitivity of the underlying collateral. Credit risks include the
adequacy and ability to realize proceeds from the collateral. Credit risks are
mitigated by credit enhancements that include excess spread,
over-collateralization and subordination. Capital market risks include general
level of interest rates and the liquidity for these securities in the
marketplace.

The Company's CMBS portfolio primarily consists of large pool securitizations
that are diverse by property type, borrower and geographic dispersion. The
principal risks in holding CMBS are structural and credit risks. Structural
risks include the securities' cash flow priority in the capital structure and
the inherent prepayment sensitivity of the underlying collateral. Credit risks
include the adequacy and ability to realize proceeds from the collateral. The
Company focuses on investment grade rated tranches that provide additional
credit support beyond the equity protection in the underlying loans. These
assets are viewed as an attractive alternative to other fixed income asset
classes.

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As of September 30, 2022 and December 31, 2021, the Company had $7,795 million
and $349 million, respectively, of gross unrealized losses related to its fixed
maturity securities. The Company monitors its fixed maturity securities to
determine impairments in value and evaluates factors such as financial condition
of the issuer, payment performance, compliance with covenants, general market
and industry sector conditions, current intent and ability to hold securities,
and various other subjective factors. Based on management's judgment an
allowance for credit losses in the amount that fair value is less than the
amortized cost is recorded for securities determined to have expected credit
losses.

Mortgage Loans

The Company's mortgage loan portfolio consists of U.S., Canada and UK based
investments primarily in commercial offices, light industrial properties and
retail locations. The mortgage loan portfolio is diversified by geographic
region and property type as discussed further under "Mortgage Loans" in Note 4 -
"Investments" in the Notes to Condensed Consolidated Financial Statements. Most
of the mortgage loans in the Company's portfolio range in size up to $30
million, with the average mortgage loan investment as of September 30, 2022,
totaling approximately $9 million.

As of September 30, 2022 and December 31, 2021, the Company's recorded
investment in mortgage loans, gross of unamortized deferred loan origination
fees and expenses and allowance for credit losses, were distributed
geographically as follows (dollars in millions):

                             September 30, 2022                     December 31, 2021
                          Recorded                               Recorded
                         Investment          % of Total         Investment         % of Total
U.S. Region:
West                 $           2,377           36.0  %    $          2,270           36.0  %
South                            2,257           34.1                  2,135           33.7
Midwest                          1,142           17.3                  1,166           18.4
Northeast                          479            7.2                    419            6.6
Subtotal - U.S.                  6,255           94.6                  5,990           94.7
Canada                             208            3.1                    193            3.0
United Kingdom                     150            2.3                    144            2.3
Other                                -              -                      2              -
Total                $           6,613          100.0  %    $          6,329          100.0  %


See "Allowance for Credit Losses and Impairments" in Note 2 - "Significant
Accounting Policies and Pronouncements" of the Company's 2021 Annual Report and
"Mortgage Loans" in Note 4 - "Investments" in the Notes to Condensed
Consolidated Financial Statements for information regarding the Company's policy
for allowance for credit losses on mortgage loans.

Allowance for Credit Losses and Impairments


The Company's determination of whether a decline in value necessitates the
recording of an allowance for credit losses includes an analysis of whether the
issuer is current on its contractual payments, evaluating whether it is probable
that the Company will be able to collect all amounts due according to the
contractual terms of the security and analyzing the overall ability of the
Company to recover the amortized cost of the investment. See "Allowance for
Credit Losses and Impairments" in Note 2 - "Significant Accounting Policies and
Pronouncements" of the Company's 2021 Annual Report for additional information.
The table below summarizes investment related gains (losses), net related to
allowances for credit losses and impairments for the three and nine months ended
September 30, 2022 and 2021 (dollars in millions).

                                             Three months ended September 30,             Nine months ended September 30,
                                                 2022                   2021                  2022                  2021

Change in allowance for credit losses on
fixed maturity securities                 $             (3)         $       1          $            21          $      (2)
Impairments on fixed maturity securities                12                  -                       15                  -
Other impairment losses and changes in
provision                                                1                  2                        1                  -
Change in mortgage loan allowance for
credit losses                                            5                 (6)                       8                (25)
Total                                     $             15          $      (3)         $            45          $     (27)


The decrease in allowance for credit losses and increase in impairments on fixed
maturity securities for the three months ended September 30, 2022, corresponds
to the reversal of previously recorded allowances due to intent to sell
primarily related to high-yield securities. The increase in allowance for credit
losses on fixed maturity securities for the nine months ended September 30,
2022, was primarily related to high yield securities. The increase in mortgage
loan allowance for credit loss three and nine months ended September 30, 2022,
reflects the impact of market conditions including occupancy rates.

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See "Unrealized Losses for Fixed Maturity Securities Available-for-Sale" in Note
4 - "Investments" in the Notes to Condensed Consolidated Financial Statements
for tables that present the estimated fair value and gross unrealized losses for
securities that have estimated fair values below amortized cost, by class and
grade, as well as the length of time the related estimated fair value has
remained below amortized cost as of September 30, 2022 and December 31, 2021.

As of September 30, 2022 and December 31, 2021, the Company classified
approximately 11.0% and 8.5%, respectively, of its fixed maturity securities in
the Level 3 category (refer to Note 6 - "Fair Value of Assets and Liabilities"
in the Notes to Condensed Consolidated Financial Statements for additional
information). These securities primarily consist of private placement corporate
and asset-backed securities.

See "Securities Borrowing, Lending and Repurchase/Reverse Repurchase Agreements"
in Note 4 - "Investments" in the Notes to Condensed Consolidated Financial
Statements for information related to the Company's securities borrowing,
lending and repurchase/reverse repurchase agreements.

Funds Withheld at Interest


For reinsurance agreements written on a modified coinsurance basis and certain
agreements written on a coinsurance basis, assets equal to the net statutory
reserves are withheld and legally owned and managed by the ceding company and
are reflected as funds withheld at interest on the Company's condensed
consolidated balance sheets. In the event of a ceding company's insolvency, the
Company would need to assert a claim on the assets supporting its reserve
liabilities. However, the risk of loss to the Company is mitigated by its
ability to offset amounts it owes the ceding company for claims or allowances
against amounts owed by the ceding company. Interest accrues to the total funds
withheld at interest assets at rates defined by the treaty terms. The Company is
subject to the investment performance on the withheld assets, although it does
not directly control them. These assets are primarily fixed maturity investment
securities and pose risks similar to the fixed maturity securities the Company
owns. To mitigate this risk, the Company helps set the investment guidelines
followed by the ceding company and monitors compliance. Ceding companies with
funds withheld at interest had an average financial strength rating of "A" as of
September 30, 2022 and December 31, 2021. Certain ceding companies maintain
segregated portfolios for the benefit of the Company.

Other Invested Assets


Other invested assets include limited partnership interests, joint ventures
(other than operating joint ventures), lifetime mortgages, derivative contracts,
FHLB common stock and unit-linked investments. See "Other Invested Assets" in
Note 4 - "Investments" in the Notes to Condensed Consolidated Financial
Statements for a table that presents the carrying value of the Company's other
invested assets by type as of September 30, 2022 and December 31, 2021.

The Company utilizes derivative financial instruments to protect the Company
against possible changes in the fair value of its investment portfolio as a
result of interest rate changes, to hedge against risk of changes in the
purchase price of securities, to hedge liabilities associated with the
reinsurance of variable annuities with guaranteed living benefits and to manage
the portfolio's effective yield, maturity and duration. In addition, the Company
utilizes derivative financial instruments to reduce the risk associated with
fluctuations in foreign currency exchange rates. The Company uses
exchange-traded, centrally cleared, and customized over-the-counter derivative
financial instruments.

See Note 5 - "Derivative Instruments" in the Notes to Condensed Consolidated
Financial Statements for a table that presents the notional amounts and fair
value of investment related derivative instruments held as of September 30, 2022
and December 31, 2021.

The Company may be exposed to credit-related losses in the event of
non-performance by counterparties to derivative financial instruments.
Generally, the credit exposure of the Company's derivative contracts is limited
to the fair value and accrued interest of non-collateralized derivative
contracts in an asset position at the reporting date. As of September 30, 2022,
the Company had credit exposure of $14 million.

The Company manages its credit risk related to over-the-counter derivatives by
entering into transactions with creditworthy counterparties, maintaining
collateral arrangements and through the use of master agreements that provide
for a single net payment to be made by one counterparty to another at each due
date and upon termination. As exchange-traded futures are affected through
regulated exchanges, and positions are marked to market on a daily basis, the
Company has minimal exposure to credit-related losses in the event of
nonperformance by counterparties. See Note 5 - "Derivative Instruments" in the
Notes to Condensed Consolidated Financial Statements for more information
regarding the Company's derivative instruments.

The Company holds $786 million and $758 million of beneficial interest in
lifetime mortgages in the UK, net of allowance for credit losses as of
September 30, 2022 and December 31, 2021, respectively. Investment income
includes $9 million and $15 million in interest income earned on lifetime
mortgages for the three months ended September 30, 2022 and 2021, respectively,
and $28 million and $41 million in interest income earned on lifetime mortgages
for the nine months ended September 30, 2022 and 2021, respectively. Lifetime
mortgages represent loans provided to individuals 55 years of age and older
secured by the

                                       66

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Table of Contents


borrower's residence. Lifetime mortgages are comparable to a home equity loan by
allowing the borrower to utilize the equity in their home as collateral. The
amount of the loan is dependent on the appraised value of the home at the time
of origination, the borrower's age and interest rate. Unlike a home equity loan,
no payment of principal or interest is required until the death of the borrower
or sale of the home. Lifetime mortgages may also be either fully funded at
origination, or the borrower can request periodic funding similar to a line of
credit. Lifetime mortgages are subject to risks, including market, credit,
interest rate, liquidity, operational, reputational and legal risks.

New Accounting Standards


Changes to the general accounting principles are established by the Financial
Accounting Standards Board ("FASB") in the form of accounting standards updates
to the FASB Accounting Standards CodificationTM.

Financial Services - Insurance


In August 2018, the FASB issued amendments that will significantly change the
recognition and measurement of long-duration insurance contracts and expand
disclosure requirements. The guidance is effective for the Company on January 1,
2023. The Company established a team to support the implementation of the
updated guidance, which requires significant changes to policies, reporting and
processes. The Company's achievements as of the balance sheet date include, but
are not limited to, the following:

•Established preliminary key accounting policies;

•Updated chart of accounts to support enhanced financial statement presentation
and disclosures;

•Implemented a data management system and process for grouping treaties into
cohorts;

•Established valuation analytics and reporting foundation;

•Established an assumption governance process for assumption review, changes and
approvals; and

•Conducted dry runs and end to end system testing.

The Company continues to make progress on the following items (includes, but not
limited to):

•Evaluating and finalizing key accounting policies;

•Evaluating the impact to the consolidated financial statements at transition;

•Determining and documenting key risks and appropriate internal controls; and

•Conducting parallel valuation runs.


See Note 14 - "New Accounting Standards" in the Notes to Condensed Consolidated
Financial Statements for additional information on new accounting pronouncements
and their impact, if any, on the Company's results of operations and financial
position.

Older

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