XML 64 R14.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Variable Interest Entities
12 Months Ended
Dec. 31, 2019
Variable Interest Entities [Abstract]  
Variable Interest Entities [Text Block] Variable Interest Entities
The Company provides asset management services to investment entities which are considered to be VIEs, such as CLOs, hedge funds and other private funds, property funds, and certain non-U.S. series funds (OEICs and SICAVs) (collectively, “investment entities”), which are sponsored by the Company. In addition, the Company invests in structured investments other than CLOs and certain affordable housing partnerships which are considered VIEs. The Company consolidates certain investment entities (collectively, “consolidated investment entities”) if the Company is deemed to be the primary beneficiary. Other than future funding commitments that are legally binding, the Company has no obligation to provide financial or other support to the non-consolidated VIEs beyond its investment nor has the Company provided any support to these entities. See Note 26 for information on future funding commitments.
See Note 2 for further discussion of the Company’s accounting policy on consolidation.
CLOs
CLOs are asset backed financing entities collateralized by a pool of assets, primarily syndicated loans and, to a lesser extent, high-yield bonds. Multiple tranches of debt securities are issued by a CLO, offering investors various maturity and credit risk
characteristics. The debt securities issued by the CLOs are non-recourse to the Company. The CLO’s debt holders have recourse only to the assets of the CLO. The assets of the CLOs cannot be used by the Company. Scheduled debt payments are based on the performance of the CLO’s collateral pool. The Company earns management fees from the CLOs based on the value of the CLO’s collateral pool and, in certain instances, may also receive incentive fees. The fee arrangement is at market and commensurate with the level of effort required to provide those services. The Company has invested in a portion of the unrated, junior subordinated notes of certain CLOs. The Company consolidates certain CLOs where it is the primary beneficiary and has the power to direct the activities that most significantly impact the economic performance of the CLO.
The Company's maximum exposure to loss with respect to non-consolidated CLOs is limited to its amortized cost, which was $4 million and $5 million as of December 31, 2019 and 2018, respectively. The Company classifies these investments as Available-for-Sale securities. See Note 6 for additional information on these investments.
Property Funds
The Company provides investment advice and related services to property funds, some of which are considered VIEs. For investment management services, the Company generally earns management fees based on the market value of assets under management, and in certain instances may also receive performance-based fees. The fee arrangement is at market and commensurate with the level of effort required to provide those services. The Company does not have a significant economic interest and is not required to consolidate any of the property funds. The Company’s maximum exposure to loss with respect to its investment in these entities is limited to its carrying value. The carrying value of the Company’s investment in property funds is reflected in other investments and was $12 million and $18 million as of December 31, 2019 and 2018, respectively.
Hedge Funds and other Private Funds
The Company does not consolidate hedge funds and other private funds which are sponsored by the Company and considered VIEs. For investment management services, the Company earns management fees based on the market value of assets under management, and in certain instances may also receive performance-based fees. The fee arrangement is at market and commensurate with the level of effort required to provide those services and the Company does not have a significant economic interest in any fund. The Company's maximum exposure to loss with respect to its investment in these entities is limited to its carrying value. The carrying value of the Company’s investment in these entities is reflected in other investments and was nil and $7 million as of December 31, 2019 and 2018, respectively.
Non-U.S. Series Funds
The Company manages non-U.S. series funds, which are considered VIEs. For investment management services, the Company earns management fees based on the market value of assets under management, and in certain instances may also receive performance-based fees. The fee arrangement is at market and commensurate with the level of effort required to provide those services. The Company does not consolidate these funds and its maximum exposure to loss is limited to its carrying value. The carrying value of the Company’s investment in these funds is reflected in other investments and was $15 million and $30 million as of December 31, 2019 and 2018, respectively.
Affordable Housing Partnerships and Other Real Estate Partnerships
The Company is a limited partner in affordable housing partnerships that qualify for government-sponsored low income housing tax credit programs and partnerships that invest in multi-family residential properties that were originally developed with an affordable housing component. The Company has determined it is not the primary beneficiary and therefore does not consolidate these partnerships.
A majority of the limited partnerships are VIEs. The Company’s maximum exposure to loss as a result of its investment in the VIEs is limited to the carrying value. The carrying value is reflected in other investments and was $270 million and $352 million as of December 31, 2019 and 2018, respectively. The Company had a $15 million and a $43 million liability recorded as of December 31, 2019 and 2018, respectively, related to original purchase commitments not yet remitted to the VIEs. The Company has not provided any additional support and is not contractually obligated to provide additional support to the VIEs beyond the funding commitments.
Structured Investments
The Company invests in structured investments which are considered VIEs for which it is not the sponsor. These structured investments typically invest in fixed income instruments and are managed by third parties and include asset backed securities, commercial and residential mortgage backed securities. The Company classifies these investments as Available-for-Sale securities. The Company has determined that it is not the primary beneficiary of these structures due to the size of the Company’s investment in the entities and position in the capital structure of these entities. The Company's maximum exposure to loss as a result of its investment in these structured investments is limited to its amortized cost. See Note 6 for additional information on these structured investments.
Fair Value of Assets and Liabilities
The Company categorizes its fair value measurements according to a three-level hierarchy. See Note 15 for the definition of the three levels of the fair value hierarchy.
The following tables present the balances of assets and liabilities held by consolidated investment entities measured at fair value on a recurring basis:
 
December 31, 2019
Level 1
 
Level 2
 
Level 3
 
Total
(in millions)
Assets
 

 
 

 
 

 
 

Investments:
 

 
 

 
 

 
 

Corporate debt securities
$

 
$
8

 
$

 
$
8

Common stocks
1

 

 

 
1

Syndicated loans

 
1,454

 
143

 
1,597

Total investments
1

 
1,462

 
143

 
1,606

Receivables

 
8

 

 
8

Total assets at fair value
$
1

 
$
1,470

 
$
143

 
$
1,614

 
 
 
 
 
 
 
 
Liabilities
 

 
 

 
 

 
 

Debt (1)
$

 
$
1,628

 
$

 
$
1,628

Other liabilities

 
84

 

 
84

Total liabilities at fair value
$

 
$
1,712

 
$

 
$
1,712

 
December 31, 2018
Level 1
 
Level 2
 
Level 3
 
Total
(in millions)
Assets
 

 
 

 
 

 
 

Investments:
 

 
 

 
 

 
 

Corporate debt securities
$

 
$
9

 
$

 
$
9

Common stocks
1

 
1

 

 
2

Other investments
4

 

 

 
4

Syndicated loans

 
1,465

 
226

 
1,691

Total investments
5

 
1,475

 
226

 
1,706

Receivables

 
12

 

 
12

Total assets at fair value
$
5

 
$
1,487

 
$
226

 
$
1,718

 
 
 
 
 
 
 
 
Liabilities
 

 
 

 
 

 
 

Debt (1)
$

 
$
1,743

 
$

 
$
1,743

Other liabilities

 
122

 

 
122

Total liabilities at fair value
$

 
$
1,865

 
$

 
$
1,865

(1) The carrying value of the CLOs’ debt is set equal to the fair value of the CLOs’ assets. The estimated fair value of the CLOs’ debt was $1.7 billion as of both December 31, 2019 and 2018.
The following tables provide a summary of changes in Level 3 assets and liabilities held by consolidated investment entities measured at fair value on a recurring basis:
 
Syndicated Loans
 
(in millions)
Balance, January 1, 2019
$
226

 
Total gains (losses) included in:
 
 
Net income
(2
)
(1) 
Purchases
91

 
Sales
(11
)
 
Settlements
(68
)
 
Transfers into Level 3
272

 
Transfers out of Level 3
(365
)
 
Balance, December 31, 2019
$
143

 
 
 
 
Changes in unrealized gains (losses) included in income relating to assets held at December 31, 2019
$
(3
)
(1) 

 
Common Stocks
 
Syndicated Loans
 
(in millions)
 
Balance, January 1, 2018
$
4

 
$
180

 
Total gains (losses) included in:
 
 
 
 
Net income
6

(1) 
(1
)
(1) 
Purchases

 
97

 
Sales
(10
)
 
(41
)
 
Settlements

 
(52
)
 
Transfers into Level 3
4

 
173

 
Transfers out of Level 3
(2
)
 
(160
)
 
Consolidation of consolidated investment entities

 
54

 
Deconsolidation of consolidated investment entities
(2
)
 
(24
)
 
Balance, December 31, 2018
$

 
$
226

 
 
 
 
 
 
Changes in unrealized gains (losses) included in income relating to assets held at December 31, 2018
$

 
$
(4
)
(1) 

 
Corporate Debt Securities
 
Common Stocks
 
Syndicated Loans
 
(in millions)
 
Balance, January 1, 2017
$

 
$
5

 
$
254

 
Total gains (losses) included in:
 
 
 
 
 
 
Net income

 
(1
)
(1) 

 
Purchases

 
3

 
146

 
Sales
(2
)
 
(2
)
 
(28
)
 
Settlements

 

 
(70
)
 
Transfers into Level 3
2

 
7

 
266

 
Transfers out of Level 3

 
(8
)
 
(388
)
 
Balance, December 31, 2017
$

 
$
4

 
$
180

 
 
 
 
 
 
 
 
Changes in unrealized gains (losses) included in income relating to assets held at December 31, 2017
$

 
$
(1
)
(1) 
$
(1
)
(1) 

(1) Included in net investment income in the Consolidated Statements of Operations.
Securities and loans transferred from Level 3 primarily represent assets with fair values that are now obtained from a third-party pricing service with observable inputs or priced in active markets. Securities and loans transferred to Level 3 represent assets with fair values that are now based on a single non-binding broker quote.
All Level 3 measurements as of December 31, 2019 and 2018 were obtained from non-binding broker quotes where unobservable inputs utilized in the fair value calculation are not reasonably available to the Company.
Determination of Fair Value
Assets
Investments
The fair value of syndicated loans obtained from third-party pricing services using a market approach with observable inputs is classified as Level 2. The fair value of syndicated loans obtained from third-party pricing services with a single non-binding broker quote as the underlying valuation source is classified as Level 3. The underlying inputs used in non-binding broker quotes are not readily available to the Company. See Note 15 for a description of the Company’s determination of the fair value of corporate debt securities, common stocks and other investments.
Receivables
For receivables of the consolidated CLOs, the carrying value approximates fair value as the nature of these assets has historically been short term and the receivables have been collectible. The fair value of these receivables is classified as Level 2.
Liabilities
Debt
The fair value of the CLOs’ assets, typically syndicated bank loans, is more observable than the fair value of the CLOs’ debt tranches for which market activity is limited and less transparent. As a result, the fair value of the CLOs’ debt is set equal to the fair value of the CLOs’ assets and is classified as Level 2.
Other Liabilities
Other liabilities consist primarily of securities purchased but not yet settled held by consolidated CLOs. The carrying value approximates fair value as the nature of these liabilities has historically been short term. The fair value of these liabilities is classified as Level 2.
Fair Value Option
The Company has elected the fair value option for the financial assets and liabilities of the consolidated CLOs. Management believes that the use of the fair value option better matches the changes in fair value of assets and liabilities related to the CLOs.
The following table presents the fair value and unpaid principal balance of loans and debt for which the fair value option has been elected:
 
December 31,
2019
 
2018
(in millions)
Syndicated loans
 

 
 

Unpaid principal balance
$
1,678

 
$
1,743

Excess unpaid principal over fair value
(81
)
 
(52
)
Fair value
$
1,597

 
$
1,691

 
 
 
 
Fair value of loans more than 90 days past due
$
4

 
$

Fair value of loans in nonaccrual status
42

 

Difference between fair value and unpaid principal of loans more than 90 days past due, loans in nonaccrual status or both
18

 

 
 
 
 
Debt
 

 
 

Unpaid principal balance
$
1,761

 
$
1,951

Excess unpaid principal over fair value
(133
)
 
(208
)
Carrying value (1)
$
1,628

 
$
1,743


(1) The carrying value of the CLOs’ debt is set equal to the fair value of the CLOs’ assets. The estimated fair value of the CLOs’ debt was $1.7 billion as of both December 31, 2019 and 2018.
Interest income from syndicated loans, bonds and structured investments is recorded based on contractual rates in net investment income. Gains and losses related to changes in the fair value of investments and gains and losses on sales of investments are also recorded in net investment income. Interest expense on debt is recorded in interest and debt expense with gains and losses related to changes in the fair value of debt recorded in net investment income.
Total net gains (losses) recognized in net investment income related to changes in the fair value of financial assets and liabilities for which the fair value option was elected were $(9) million, $47 million and $(5) million for the years ended December 31, 2019, 2018 and 2017, respectively.
Debt of the consolidated investment entities and the stated interest rates were as follows:
 
Carrying Value
 
Weighted Average
Interest Rate
December 31,
December 31,
2019
 
2018
2019
 
2018
(in millions)
 
Debt of consolidated CLOs due 2025-2030
$
1,628

 
$
1,743

 
3.5
%
 
3.7
%

The debt of the consolidated CLOs has both fixed and floating interest rates, which range from 0% to 10.6%. The interest rates on the debt of CLOs are weighted average rates based on the outstanding principal and contractual interest rates.