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RELATED PARTY TRANSACTIONS - PREDECESSOR COMPANY
12 Months Ended
Dec. 31, 2022
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS - PREDECESSOR COMPANY RELATED PARTY TRANSACTIONS - SUCCESSOR COMPANY
The Successor Company has transactions and relationships with affiliates. Although we seek to ensure that these transactions and relationships are fair and reasonable, it is possible that the terms of these transactions are not the same as those that would result from transactions among unrelated parties.

Expense Charges and Allocations

A portion of the Successor Company’s expenses are allocations or charges from FGH. These expenses primarily relate to general and administrative expenses which include accounting, actuarial, risk management, and data processing services. FGH also provides the Company with personnel and certain other services. The allocation of costs for other services are based on estimated level of usage, transactions or time incurred in providing the respective services. During the nine months ended December 31, 2022, FLIAC was allocated $23 million of costs for these services.

Intercompany Liquidity Agreement

FLIAC entered into an intercompany liquidity agreement with FGH that allows the Successor Company to borrow funds of up to $300 million to meet its short-term liquidity and other capital needs. During the nine months ended December 31, 2022, the Company borrowed against the agreement on two separate transactions, each of which was for $75 million. Both transactions were repaid in full, plus interest. As of December 31, 2022, there were no outstanding borrowings under the agreement. In February 2023, the Company borrowed $120 million of funds under the agreement, which was subsequently repaid in full, plus interest in March 2023.

Affiliated Investment and Advisory Activities

As of April 1, 2022, FLIAC became affiliated with The Carlyle Group Inc. (“Carlyle”), whereby Carlyle, through an affiliated investment fund, has a 71.3% equity investment in its parent, FGH. In addition, FLIAC entered into an investment management and consulting services agreement with an affiliate of Carlyle. During 2022, FLIAC incurred $10 million of costs from this Carlyle affiliate for services provided to the Successor Company in connection with FGH's purchase of the Company from Prudential Financial.

Certain of Carlyle's affiliates also provide investment management services for FLIAC pursuant to investment management agreements. Investment management fees are charged based on a percentage of assets under management and were de minimis for the nine months ended December 31, 2022. As of December 31, 2022, assets under management had a market value of $732 million and were comprised primarily of private credit fixed income assets and limited partnership interests or investments in limited partnerships. FLIAC recognized $9 million of investment income related to these assets under management during the nine months ended December 31, 2022.

In connection with the investment management agreements, as of December 31, 2022, FLIAC has committed $256 million to fund private credit and private equity investments where one or more Carlyle entities serves as general partner to the fund.

Affiliated Asset Transfers
The Successor Company may participate in affiliated asset transfers with its parent and affiliates. Book and market value differences for trades with its parent and affiliates are recognized within Investment gains (losses), net. The table below shows affiliated asset trades for the nine months ended December 31, 2022.
AffiliateDateTransactionSecurity TypeFair ValueBook ValueInvestment Gains (Losses), net
(in millions)
Fortitude Reinsurance Company, Ltd.July 2022PurchaseLimited Partnership$37 $37 $— 
Fortitude Reinsurance Company, Ltd.July 2022PurchaseLimited Partnership15 15 — 
Fortitude Reinsurance Company, Ltd.July 2022PurchaseLimited Partnership— 
Fortitude Re Investments, LLCAugust 2022PurchaseLimited Partnership42 42 — 
Fortitude Re Investments, LLCAugust 2022PurchaseLimited Partnership23 23 — 
Fortitude Re Investments, LLCAugust 2022PurchaseLimited Partnership15 15 — 
RELATED PARTY TRANSACTIONS - PREDECESSOR COMPANY
The Predecessor Company had extensive transactions and relationships with Prudential Insurance and other former affiliates. Although the Predecessor Company sought to ensure that these transactions and relationships were fair and reasonable, it is possible that the terms of these transactions were not the same as those that would result from transactions among unrelated parties.

Expense Charges and Allocations

The Predecessor Company’s expenses were allocations or charges from Prudential Insurance or other affiliates. These expenses were grouped into general and administrative expenses and agency distribution expenses.

The Predecessor Company’s general and administrative expenses were charged using allocation methodologies based on business production processes. The Predecessor Company operated under service and lease agreements whereby services of officers and employees, supplies, use of equipment and office space were provided by Prudential Insurance. The Predecessor Company reviewed its allocation methodology periodically and made adjustments accordingly. General and administrative expenses included allocations of stock compensation expenses related to a stock-based awards program and a deferred compensation program issued by Prudential Financial. The expense charged to the Predecessor Company for the stock-based awards program was $0.4 million and $0.1 million for the years ended December 31, 2021 and 2020, respectively. There was no expense charged to the Predecessor Company for the stock-based awards program for the three months ended March 31, 2022. The expense charged to the Predecessor Company for the deferred compensation program was $1.5 million and $0.7 million for the years ended December 31, 2021 and 2020, respectively. There was no expense charged to the Predecessor Company for the deferred compensation program for the three months ended March 31, 2022.

The Predecessor Company was charged for its share of employee benefit expenses. These expenses included costs for funded and non-funded, non-contributory defined benefit pension plans. Some of these benefits were based on final earnings and length of service while others were based on an account balance, which took into consideration age, service and earnings during a career. The Predecessor Company’s share of net expense for the pension plans was $7.2 million and $3 million for the years ended December 31, 2021 and 2020, respectively. The Predecessor Company has no share of net expense for the pension plans for the three months ended March 31, 2022.

The Predecessor Company was also charged for its share of the costs associated with welfare plans issued by Prudential Insurance. These expenses included costs related to medical, dental, life insurance and disability. The Predecessor Company's share of net expense for the welfare plans was $2.9 million and $2 million for the years ended December 31, 2021 and 2020, respectively. The Predecessor Company has no share of net expense for the welfare plans for three months ended March 31, 2022.

Prudential Insurance sponsors voluntary savings plans for its employee 401(k) plans. The plans provided for salary reduction contributions by employees and matching contributions by the Predecessor Company of up to 4% of annual salary. The Predecessor Company's expense for its share of the voluntary savings plan was $2.7 million and $1.3 million for the years ended December 31, 2021 and 2020, respectively. The Predecessor Company has no expense for its share of the voluntary savings plan for the three months ended March 31, 2022.

The Predecessor Company paid commissions and certain other fees to Prudential Annuities Distributors, Inc ("PAD"), an affiliate of the Predecessor Company, in consideration for PAD’s marketing and underwriting of the Predecessor Company’s products. Commissions and fees were paid by PAD to broker-dealers who sold the Predecessor Company’s products. Commissions and fees paid by the Predecessor Company to PAD were $29 million for the three months ended March 31, 2022 and $467 million and $211 million for the years ended December 31, 2021 and 2020, respectively.

The Predecessor Company was charged for its share of corporate expenses incurred by Prudential Financial to benefit its businesses, such as advertising, executive oversight, external affairs and philanthropic activity. The Predecessor Company’s share of corporate expenses was $9 million for the three months ended March 31, 2022 and $35 million and $20 million for the years ended December 31, 2021 and 2020, respectively.
Affiliated Investment Management Expenses

The Predecessor Company paid investments management expenses in accordance with an agreement with PGIM, Inc. (“PGIM”), an affiliate of the Predecessor Company and investment manager to certain Predecessor Company general account and separate account assets. Investment management expenses paid to PGIM related to this agreement were $4 million for the three months ended March 31, 2022 and $23 million and $23 million for the years ended December 31, 2021 and 2020, respectively. These expenses were recorded as Net investment income in the Statements of Operations and Comprehensive Income.

Derivative Trades

In its ordinary course of business, the Predecessor Company entered into OTC derivative contracts with an affiliate, Provident Global Funding, LLC (“PGF”). For these OTC derivative contracts, PGF had a substantially equal and offsetting position with an external counterparty. See Note 5 for additional information.

Joint Ventures
The Predecessor Company previously made investments in joint ventures with certain subsidiaries of Prudential Financial. Net investment income related to these ventures includes no gain or loss for the three months ended March 31, 2022 and gains of $18 million and $17 million for the years ended December 31, 2021 and 2020, respectively.

Affiliated Asset Management and Service Fees

The Predecessor Company had a revenue sharing agreement with AST Investment Services, Inc. (“ASTISI”) and PGIM Investments LLC (“PGIM Investments”) whereby the Predecessor Company received fee income based on policyholders' separate account balances invested in the Advanced Series Trust and The Prudential Series Fund. Income received from ASTISI and PGIM Investments related to this agreement was $22 million for the three months ended March 31, 2022 and $96 million and $89 million for the years ended December 31, 2021 and 2020, respectively. These revenues were recorded as Asset management and service fees in the Statements of Operations and Comprehensive Income.

Affiliated Notes Receivable

There were no outstanding affiliated notes receivable related to the Predecessor Company as of December 31, 2021. During the years ended December 31, 2021 and 2020, the Predecessor Company recognized revenues of $0.9 million and $1.5 million, respectively, on affiliated notes receivables which were recorded in Other Income.

Affiliated Commercial Mortgage Loans

There were no outstanding affiliated commercial mortgage loans related to the Predecessor Company as of December 31, 2021. Effective July 2021, the Company transferred all affiliated commercial mortgage loans to Pruco Life as part of the 2021 Variable Annuities Recapture.

Revenues were $1.7 million and $2.1 million for the years ended December 31, 2021 and 2020, respectively, and were included in Net investment income.
Affiliated Asset Transfers

The Predecessor Company participated in affiliated asset trades with former parent and sister companies. Book and market value differences for trades with a parent and sister were recognized within Realized investment gains (losses), net. The table below shows affiliated asset trades for the three months ended March 31, 2022 and for the year ended December 31, 2021.
AffiliateDateTransaction  Security Type  Fair Value  Book Value  Realized
Investment
Gain/
(Loss)
    (in millions)
Prudential InsuranceApril 2021PurchaseFixed Maturities$201 $201 $— 
Prudential InsuranceApril 2021PurchaseCommercial Mortgage Loan177 177 — 
Vantage Casualty Insurance Co.June 2021PurchaseFixed Maturities15 15 — 
Prudential InsuranceJune 2021SaleEquities— 
Pruco LifeJune 2021SaleEquities40 38 
Passaic Fund LLCJune 2021Transfer OutOther Invested Assets12 12 — 
Passaic Fund LLCJuly 2021Transfer OutOther Invested Assets196 196 — 
Prudential InsuranceSeptember 2021PurchaseFixed Maturities— 
Prudential InsuranceSeptember 2021SaleFixed Maturities12 11 
Prudential Retirement Insurance and Annuity CompanySeptember 2021SaleFixed Maturities26 24 
Prudential Retirement Insurance and Annuity CompanySeptember 2021PurchaseFixed Maturities35 35 — 
Prudential InsuranceSeptember 2021PurchaseDerivatives— — — 
Prudential Retirement Insurance and Annuity CompanySeptember 2021PurchaseDerivatives(1)(1)— 
Prudential FinancialOctober 2021SaleEquities10 10 — 
Pruco LifeNovember 2021SaleDerivatives— 
Prudential Arizona Reinsurance November 2021PurchaseFixed Maturities55 55 — 
Pruco LifeDecember 2021Transfer OutFixed Maturities2,038 1,934 104 
Pruco LifeDecember 2021SaleFixed Maturities57 57 — 
Prudential FinancialDecember 2021DividendFixed Maturities167 167 — 
AffiliateDateTransactionSecurity TypeFair ValueBook ValueRealized
Investment
Gain/
(Loss)
(in millions)
Prudential FinancialDecember 2021SaleFixed Maturities144 138 
Prudential FinancialDecember 2021PurchaseCommercial Mortgage Loan185 185 — 
Pruco LifeDecember 2021Transfer OutCommercial Mortgage Loan538 517 21 
Pruco LifeDecember 2021SaleDerivatives
Pruco LifeJanuary 2022SaleFixed Maturities(1)
Prudential FinancialJanuary 2022SaleCommercial Mortgage Loan29 30 (1)
Pruco LifeJanuary 2022SaleDerivatives— — — 
Pruco LifeFebruary 2022SaleFixed Maturities129 138 (9)
Prudential FinancialMarch 2022SaleFixed Maturities33 33 — 

Debt Agreements

The Predecessor Company was authorized to borrow funds up to $9 billion from Prudential Financial and its affiliates to meet its capital and other funding needs. As of March 31, 2022 and December 31, 2021, there was no short or long-term debt to affiliates outstanding. Effective August 2021, $300 million in long-term debt was transferred from the Predecessor Company to Pruco Life based on the market value of the loans plus accrued interest, which totaled $326 million. The Predecessor Company recognized a loss of $24 million on the transfer. The $300 million debt was legally extinguished.

The total interest expense incurred by the Predecessor Company related to affiliated loans and cash collateral with PGF was $9 million and $53 million for the years ended December 31, 2021 and 2020, respectively. There was no total interest expense incurred by the Predecessor Company related to affiliated loans and cash collateral with PGF for the three months ended March 31, 2022.

Contributed Capital and Dividends

Through March 31, 2022 and December 31, 2021, the Predecessor Company did not receive any capital contributions.

In March 2022, the Predecessor Company had a return of capital in the amount of $306 million to PAI. In July 2021, in connection with the 2021 Variable Annuities Recapture, there was a $3,813 million return of capital to PAI. In March, June, September and December of 2020, there was a $207 million, $173 million, $192 million and $188 million return of capital, respectively, to PAI.

In March, June, and December of 2021, the Predecessor Company paid a dividend of $192 million, $188 million, and $451 million, respectively to PAI. In 2020, the Company did not pay any dividends to PAI.

Reinsurance with Affiliates

As discussed in Note 20, the Predecessor Company participated in reinsurance transactions with certain affiliates.