Transaction releases capital, reduces risk, and unlocks value from legacy business.
Manulife intends to increase the size of its previously announced proposed Normal Course Issuer Bid and buy back common shares to neutralize the impact of this transaction on Core EPS2.
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TORONTO, Nov. 15, 2021 /CNW/ – Manulife today announced that it entered into an agreement with Venerable Holdings Inc. (“Venerable”) to reinsure over 75%1 of its legacy U.S. Variable Annuity (“VA”) block, consisting primarily of policies with Guaranteed Minimum Withdrawal Benefits (“GMWB”) riders. Key highlights of the transaction on closing include:
Approximately $2.0 billion of capital released3 including a one-time after-tax gain of approximately $750 million to net income attributed to shareholders, validating the conservatism of our reserves, and the release of approximately $1.3 billion of net LICAT4 required capital.
Immediately accretive to book value and represents an attractive transaction multiple of 10.25 times.
Lowers the total U.S. VA net amount at risk (“NAR”)6 by more than 75% and meaningfully reduces equity sensitivities.
Manulife intends to deploy a significant portion of the capital released to buy back shares in order to neutralize the impact of the transaction on diluted EPS and core EPS2. The transaction is expected to lower annual earnings by approximately $200 million in 2022 and the impact is forecasted to decrease as the block runs-off.
Manulife remains committed to its medium-term financial targets including core EPS2 growth of 10% to 12% and core ROE2 of 13% plus.
“This transaction represents a significant milestone for Manulife.” said Manulife President & Chief Executive Officer Roy Gori. “The agreement to reinsure a substantial portion of our U.S. VA block reduces risk, releases approximately $2.0 billion of capital and unlocks shareholder value. We are committed to deploy a significant portion of the capital released to buy back common shares and neutralize the impact of the transaction on core EPS.”
“The deal, which is expected to close in the first quarter of 2022, will reduce our exposure to U.S. VA Guaranteed Value and net amount at risk by more than 75%, and our equity market sensitivity from our variable annuity guarantees by roughly 54%7, greatly lowering our go forward risk profile,” said Naveed Irshad, Global Head of Inforce Management. “We are pleased to execute this transaction with Venerable, a strong and experienced counterparty, and together with a robust deal structure, we have the necessary protections in place to achieve a full risk transfer.”
“Upon completion of this transaction and our intended capital deployment actions, we remain confident in our ability to achieve our medium-term financial targets, including growing core EPS by 10% to 12% and generating core ROE of 13% plus,” said Phil Witherington, Chief Financial Officer.
Transaction Summary
John Hancock Life Insurance Company (U.S.A.) (“John Hancock”), a subsidiary of Manulife will reinsure with Corporate Solutions Life Insurance Company, a subsidiary of Venerable, a significant portion of our U.S. VA block, consisting primarily of policies with VA GMWB riders. These policies were written outside of New York state, between 2003 and 2012. As of September 30, 2021, this block included approximately 143,000 policies with a GMWB rider and approximately 20,000 with a Guarantee Minimum Death Benefits (“GMDB”) rider, as well as $2.3 billion of IFRS reserves, representing 76% of Manulife’s U.S. VA net amount at risk.
Venerable brings significant expertise in managing variable annuities, with a seasoned management team, strong operating platform and top tier risk management capabilities. Under the terms of the agreement, Venerable’s reinsurance obligations will be secured by a comfort trust with assets in excess of statutory reserve requirements. An initial deposit of approximately $1.3 billion of assets will be transferred to the trust on closing. John Hancock will continue to administer the policies, providing for a seamless customer service experience. The transaction is expected to close in the first quarter of 2022, subject to customary closing conditions.
Capital release of approximately $2.0 billion
The transaction is expected to generate a one-time after-tax gain of approximately $750 million and release LICAT segregated fund guarantee capital of approximately $2.4 billion4, less the LICAT equity risk charge offset of approximately $1.1 billion4. The LICAT equity risk charge offset is reduced due to the expected termination of equity hedges supporting the block.
Significant reductions in Net Amount at Risk6, Guaranteed Value and equity market sensitivity
The transaction is expected to reduce the U.S. VA NAR significantly, from $1.9 billion as of September 30, 2021 to less than $0.5 billion on a pro forma basis. The residual NAR for the legacy U.S. VA block includes less than $0.1 billion for GMWB policies written in New York State or before 2003, less than $0.1 billion for Guarantee Minimum Income Benefits (“GMIB”), which are substantially reinsured and less than $0.4 billion for GMDB which are low risk.
Guaranteed value exposure for the U.S. VA block will also decline materially, from approximately $33 billion as of September 30, 2021 to $7 billion on a pro forma basis, representing a 78% decrease.
Upon closing of the transaction, Manulife’s exposure to tail equity market risk is expected to decrease materially. On a pro forma basis, the …
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