Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
An evaluation was performed under the supervision and with participation of the Company’s management, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of the end of the period covered by this report. Based on that evaluation, the Company’s management, including the CEO and CFO, concluded that, as of December 31, 2022, the Company’s disclosure controls and procedures were effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
Notwithstanding the foregoing, there can be no assurance that the Company’s disclosure controls and procedures will detect or uncover all failures of persons within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable, not absolute, assurance of achieving their control objectives.
Management’s Report on Internal Control Over Financial Reporting
This annual report does not include a report of management’s assessment regarding internal controls over financial reporting or an attestation report of the company’s registered public accounting firm due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.
Item 9B. Other Information
Item 9B. Other Information
On February 21, 2023, F&G Annuities & Life, Inc. (“F&G) entered into a first amendment (the “First Amendment”) to its credit agreement (as amended prior to the date hereof, the “Credit Agreement” and as amended by the First Amendment, the “Amended Credit Agreement”), dated as of November 22, 2022, with the financial institutions party thereto as lenders, and Bank of America, N.A. as administrative agent (in such capacity, the “Administrative Agent”), swing line lender and an issuing bank.
The First Amendment increases the aggregate principal amount of commitments under the revolving credit facility (the “Revolving Credit Facility”) by $115 million to $665 million. Loans under the Revolving Credit Facility generally bear interest at a variable rate based on either (i) the base rate (which is the highest of (a) one-half of one percent in excess of the federal funds rate, (b) the Administrative Agent’s “prime rate”, or (c) the sum of one percent plus Term SOFR) plus a margin of between 30.0 and 80.0 basis points depending on the non-credit-enhanced, senior unsecured long-term debt ratings of F&G or (ii) Term SOFR plus a margin of between 130.0 and 180.0 basis points depending on the non-credit-enhanced, senior unsecured long-term debt ratings of F&G. At the current Standard & Poor’s, Moody’s and Fitch non-credit-enhanced, senior unsecured long-term debt ratings of BBB-/Ba1//BBB-, respectively, the applicable margin for revolving loans subject to Term SOFR is 165 basis points. In addition, F&G will pay a facility fee of between 20.0 and 45.0 basis points on the entire facility, also depending on the F&G’s non-credit-enhanced, senior unsecured long-term debt ratings, which is payable quarterly in arrears. The proceeds of the increased Revolving Credit Facility may be used for working capital and general corporate purposes. Other than the foregoing, the terms of the Credit Agreement remain unchanged by the First Amendment.
The First Amendment is attached hereto as Exhibit 10.28 and is incorporated herein by reference. The foregoing summary of the First Amendment does not purport to be a complete statement of the parties’ rights and obligations under the First Amendment, and is qualified in its entirety by reference to Exhibit 10.28.
175
Item 9C. Disclosures Regarding Foreign Jurisdiction that Prevent Inspections
Not applicable.
176
Part III
Items 10-14
Within 120 days after the close of our fiscal year, we intend to file with the Securities and Exchange Commission the matters required by these items.
177
Part IV
Item 15. Exhibits, Financial Statement Schedules
List of Documents Filed
1) Financial Statements
See Index to Consolidated Financial Statements on Page 101 included in Item. 8 of Part II in this Annual Report..
2) Financial Statement Schedules
Schedule I - Summary of Investments - Other than Investments in Related Parties
Schedule II - Condensed Financial Information of Parent Only
Schedule III - Supplementary Insurance Information
Schedule IV - Reinsurance
All other schedules have been omitted since they are either not applicable or the information is contained within the accompanying consolidated financial statements.
List of Exhibits
The following is a list of exhibits filed or incorporated by reference as a part of this Annual Report on Form 10-K.
Exhibit
No.
Description of Exhibits
2.1 Separation and Distribution Agreement, dated as of November 30, 2022, between Fidelity National Financial, Inc. and F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
3.1 Amended and Restated Certificate of Incorporation of F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 3.1 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
3.2 Amended and Restated Bylaws of F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 3.2 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
4.1 Indenture relating to the 7.400% Senior Notes due 2028, dated as of January 13, 2023, among F&G Annuities & Life, Inc., the guarantors named therein and Citibank, N.A., as trustee (incorporated by reference to Exhibit No. 4.1 to the Company’s Current Report on Form 8-K, filed with the Commission on January 13, 2023).
4.2 First Supplemental Indenture relating to the 7.400% Senior Notes due 2028, dated as of January 13, 2023, among F&G Annuities & Life, Inc., the guarantors named therein and Citibank, N.A., as trustee (incorporated by reference to Exhibit No. 4.2 to the Company’s Current Report on Form 8-K, filed with the Commission on January 13, 2023).
4.3 Form of 7.400% Senior Notes due 2028 (incorporated by reference to Exhibit No. 4.3 to the Company’s Current Report on Form 8-K, filed with the Commission on January 13, 2023).
4.4 Indenture, dated as of April 20, 2018, among Fidelity Guaranty & Life Holdings, Inc., the guarantors party thereto and Wells Fargo Bank, National Association, as trustee, including the form of 5.50% Note due 2025 (incorporated by reference to Exhibit No. 4.1 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
4.5 First Supplemental Indenture, dated as of April 20, 2018, among Fidelity & Guaranty Life Holdings, Inc., the guarantors party thereto and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit No. 4.2 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
178
4.6 Second Supplemental Indenture, dated as of June 1, 2020, among Fidelity National Financial, Inc., Fidelity & Guaranty Life Holdings, Inc., and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit No. 4.3 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
4.7 Officer’s Certificate of Fidelity & Guaranty Life Holdings, Inc., dated April 13, 2021 (incorporated by reference to Exhibit No. 4.4 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
4.8* Description of Capital Stock.
10.1 Tax Sharing Agreement, dated as of November 30, 2022, between Fidelity National Financial, Inc. and F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
10.2 Corporate Services Agreement, dated as of November 30, 2022, between Fidelity National Financial, Inc. and F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 10.2 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
10.3 Reverse Corporate Services Agreement, dated as of November 30, 2022, between Fidelity National Financial, Inc. and F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 10.3 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
10.4 †
Employment Agreement, dated as of February 6, 2019, by and between FGL Holdings and Christopher Blunt (incorporated by reference to Exhibit No. 10.4 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.5 †
Employment Agreement, dated as of November 11, 2019, by and between FGL Holdings and John Fleurant (incorporated by reference to Exhibit No. 10.5 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.6 †
Employment Agreement, dated November 14, 2013, by and between Fidelity & Guaranty Life Business Services, Inc. and Wendy J.B. Young (incorporated by reference to Exhibit No. 10.6 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.7 †
Assignment of Employment Agreements, dated as of February 7, 2020, by and between FGL Holdings and F II Corp., and acknowledged and agreed to by Christopher Blunt, Jonathan Bayer and John Fleurant (incorporated by reference to Exhibit No. 10.7 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.8 †
F&G Annuities & Life, Inc. 2022 Omnibus Incentive Plan (incorporated by reference to Exhibit No. 10.4 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
10.9 †
F&G Annuities & Life, Inc. Employee Stock Purchase Plan (incorporated by reference to Exhibit No. 10.5 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
10.10† F&G Annuities & Life, Inc. Deferred Compensation Plan (incorporated by reference to Exhibit No. 10.6 to the Company’s Current Report on Form 8-K, filed with the Commission on December 1, 2022).
10.11 Amended and Restated Omnibus Investment Management Agreement Termination Side Letter, dated as of June 1, 2020, by and among FGL Holdings, Fidelity National Financial, Inc. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.10 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.12 Amended and Restated Sub-Manager Fee Agreement, dated as of June 1, 2020, by and among FGL Holdings, Fidelity National Financial, Inc. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.11 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.13 Second Amended and Restated Investment Management Agreement, dated as of June 1, 2020, by and between FGL US Holdings Inc. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.12 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.14 Second Amended and Restated Investment Management Agreement, dated as of June 1, 2020, by and between Fidelity & Guaranty Life Holdings, Inc. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.13 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
179
10.15 Second Amended and Restated Investment Management Agreement, dated as of June 1, 2020, by and between F&G Life Re Ltd (f/k/a F&G Re Ltd) and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.14 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.16 Second Amended and Restated Investment Management Agreement, dated as of June 1, 2020, by and between CF Bermuda Holdings Limited and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.15 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.17 Second Amended and Restated Investment Management Agreement, dated as of June 1, 2020, by and between Fidelity and Guaranty Life Insurance Company and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.16 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.18 Investment Management Agreement, dated as of December 16, 2020, by and between F&G Cayman Re Ltd. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.18 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.19 Investment Management Agreement, dated as of January 4, 2021, by and between F&G Annuities & Life, Inc. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.19 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.20 Investment Management Agreement, dated as of July 29, 2021, by and between Fidelity & Guaranty Life Insurance Company and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.20 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.21 Amended and Restated Amendment to Investment Management Agreements; IMA Omnibus Termination Side Letter; SMA Fee Agreement and Participation Fee Agreement, dated September 24, 2021, by and among F&G Life & Annuities, Inc., Fidelity National Financial, Inc. and Blackstone ISG-I Advisors L.L.C. (incorporated by reference to Exhibit No. 10.21 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.22 Note Purchase Agreement, dated as of December 20, 2021, between Kubera Insurance (SAC) Ltd. and F&G Annuities & Life, Inc. (incorporated by reference to Exhibit No. 10.22 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.23 Keepwell Agreement, dated December 17, 2020, between F&G Annuities & Life, Inc. and F&G Cayman Re Ltd. (incorporated by reference to Exhibit No. 10.23 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.24 Keepwell Agreement, dated December 17, 2020, between F&G Annuities & Life, Inc. and F&G Cayman Re Ltd. (incorporated by reference to Exhibit No. 10.24 to the Company’s Amendment No. 3 to Form 10, filed with the Commission on November 10, 2022).
10.25 †
Retention Agreement between Fidelity & Guaranty Life Business Services, Inc. and John Currier dated February 16, 2023 (incorporated by reference to Exhibit No. 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on February 21, 2023).
10.26 Credit Agreement, dated as of November 22, 2022, by and among F&G Annuities & Life, Inc., a Delaware corporation, as the borrower, the guarantors party thereto, Bank of America, N.A., as administrative agent, and the financial institutions party thereto as lenders (incorporated by reference to Exhibit No. 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on November 22, 2022).
10.27 Registration Rights Agreement relating to the 7.400% Senior Notes due 2028, dated as of January 13, 2023, among F&G Annuities & Life, Inc., the guarantors named therein and BofA Securities, Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC, as representatives of the initial purchasers (incorporated by reference to Exhibit No. 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on January 13, 2023).
10.28* First Amendment to Credit Agreement, dated as of February 21, 2023, among F&G Annuities & Life, Inc. and the Guarantor parties and Lender parties signatory thereto.
21.1*
List of Subsidiaries
23.1* Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.
24* Power of Attorney (set forth on the signature page to this Annual Report on Form 10-K and incorporated by reference herein).
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31.1 * Certification of Chief Executive Officer, pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 * Certification of Chief Financial Officer, pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 * Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 * Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101 * The following financial information from the Company’s Annual Report on Form 10-K for the twelve-month period ended December 31, 2022 is formatted in Inline XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Equity, (v) the Consolidated Statements of Cash Flows, and (vi) notes to these consolidated financial statements, and (vii) the Cover Page to the Company’s Annual Report on Form 10-K.
104 * The cover page from the Company’s Annual Report on Form 10-K for the twelve-month period ended December 31, 2022 is formatted in Inline XBRL (Extensible Business Reporting Language) and contained in Exhibit 101.
* Filed herewith
† Indicates management contract or compensatory plan or agreement.
Item 16. Form 10-K Summary
None.
181
Signatures
Pursuant to the requirements of section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
F&G Annuities & Life, Inc. (Registrant)
Date: February 27, 2023 By:
/s/ Wendy J.B. Young
Chief Financial Officer
(on behalf of the Registrant and as Principal Financial Officer)
POWERS OF ATTORNEY
KNOW ALL BY THESE PRESENT, that each person whose signature appears below constitutes and appoints Christopher O. Blunt and Wendy J.B. Young, and each of them, acting individually, as his true and lawful attorney-in-fact and agent, each with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this report, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated
Signature Title Date
/s/ Christopher O. Blunt Director, President and Chief Executive Officer February 27, 2023
Christopher O. Blunt (Principal Executive Officer)
/s/ Wendy J.B. Young Chief Financial Officer February 27, 2023
Wendy JB Young (Principal Financial and Accounting Officer)
/s/ William P. Foley, II Director and Executive Chairman of the Board February 27, 2023
William P. Foley, II
/s/ Raymond R. Quirk Director February 27, 2023
Raymond R. Quirk
/s/ Michael J. Nolan Director February 27, 2023
Michael J. Nolan
/s/ Douglas K. Ammerman Director February 27, 2023
Douglas K. Ammerman
/s/ John D. Rood Director February 27, 2023
John D. Rood
.
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Schedule I
F&G ANNUITIES & LIFE, INC. AND SUBSIDIARIES
SUMMARY OF INVESTMENTS - OTHER THAN INVESTMENTS IN RELATED PARTIES
December 31, 2022
(In millions) Amortized Cost Fair Value Amount Shown on Condensed Consolidated Balance Sheet
Fixed maturity securities, available for sale:
United States Government full faith and credit $ 34 $ 32 $ 32
United States Government sponsored entities 46 42 42
United States municipalities, states and territories 1,695 1,410 1,410
Foreign Governments 185 148 148
Corporate securities:
Finance, insurance and real estate 5,969 5,085 5,085
Manufacturing, construction and mining 896 737 737
Utilities, energy and related sectors 2,915 2,275 2,275
Wholesale/retail trade 2,535 2,008 2,008
Services, media and other 3,564 2,794 2,794
Hybrid securities 781 705 705
Non-agency residential mortgage-backed securities 1,585 1,479 1,479
Commercial mortgage-backed securities 3,309 3,036 3,036
Asset-backed securities 7,749 7,245 7,245
CLO securities 4,460 4,222 4,222
Total fixed maturity securities, available for sale $ 35,723 $ 31,218 $ 31,218
Equity securities 992 823 823
Limited partnerships:
Private equity 1,129 1,129 1,129
Real assets 436 431 431
Credit 867 867 867
Limited partnerships 2,432 2,427 2,427
Commercial mortgage loans 2,406 2,083 2,406
Residential mortgage loans 2,148 1,892 2,148
Other (primarily derivatives and company owned life insurance) 1,137 809 809
Short term investments 1,556 1,556 1,556
Total investments $ 46,394 $ 40,808 $ 41,387
See Report of Independent Registered Public Accounting Firm
183
Schedule II
F&G ANNUITIES & LIFE, INC. (Parent Only)
CONDENSED FINANCIAL INFORMATION OF PARENT ONLY
SUPPLEMENTAL CONDENSED BALANCE SHEET
(In millions) December 31, 2022 December 31, 2021
Assets
Investments in consolidated subsidiaries $ 2,217 $ 4,777
Fixed maturity securities, available for sale 54 72
Cash and cash equivalents 52 3
Prepaid expenses and other assets 5 —
Notes receivable 1 1
Deferred tax assets — 35
Income taxes receivable 60 —
Total assets $ 2,389 $ 4,888
Liabilities and Equity
Accounts payable and other liabilities 24 3
Intercompany payables 3 —
Notes payable 546 400
Total liabilities $ 573 $ 403
Equity:
F&G common stock, $ 0.001 par value; authorized 500,000,000 shares as of December 31, 2022 and December 31, 2021; outstanding of 126,409,904 and 105,000,000 as of December 31, 2022 and December 31, 2021, respectively, and issued of 126,409,904 and 105,000,000 as of December 31, 2022 and December 31, 2021, respectively
— —
Additional paid-in-capital 3,162 2,750
Retained earnings 1,457 1,001
Accumulated other comprehensive income (loss) ( 2,803 ) 734
Total equity 1,816 4,485
Total liabilities and equity $ 2,389 $ 4,888
See Report of Independent Registered Public Accounting Firm.
184
Schedule II (continued)
F&G ANNUITIES & LIFE, INC. (Parent Only)
CONDENSED FINANCIAL INFORMATION OF PARENT ONLY
SUPPLEMENTAL CONDENSED INCOME STATEMENT
(In millions) Year ended December 31, Year ended December 31, Period from June 1 to December 31, Period from January 1 to May 31,
2022 2021 2020 2020
Revenues: Predecessor
Interest and investment income $ 3 $ — $ — $ —
Total revenues 3 — — —
Expenses:
Other operating expenses — — — 11
Interest expense 7 3 — —
Total expenses 7 3 — 11
Earnings (losses) before income tax expense and equity in earnings of subsidiaries ( 4 ) ( 3 ) — ( 11 )
Income tax expense 24 — 35 —
Earnings (losses) before equity in earnings of subsidiaries 20 ( 3 ) 35 ( 11 )
Equity in earnings (losses) of subsidiaries 461 868 101 ( 303 )
Net earnings (losses) $ 481 $ 865 136 ( 314 )
See Report of Independent Registered Public Accounting Firm.
185
Schedule II (continued)
F&G ANNUITIES & LIFE, INC. (Parent Only)
CONDENSED FINANCIAL INFORMATION OF PARENT ONLY
SUPPLEMENTAL CONDENSED CASH FLOW STATEMENT
(In millions) Year ended December 31, Year ended December 31, Period from June 1 to December 31, Period from January 1 to May 31,
2022 2021 2020 2020
Cash flows from operating activities Predecessor
Net earnings (loss) $ 481 $ 865 $ 136 $ ( 314 )
Adjustments to reconcile net earnings to net cash (used in) provided by operating activities:
Gain (loss) on sales of investments 1 — — —
Equity in earnings of subsidiaries ( 461 ) ( 868 ) ( 101 ) 303
Net change in income taxes ( 25 ) — ( 35 ) —
Stock-based compensation 12 9 4 3
Net (increase) decrease in other assets and other liabilities ( 9 ) ( 3 ) ( 5 ) ( 6 )
Net cash provided by (used in) operating activities ( 1 ) 3 ( 1 ) ( 14 )
Cash flows from investing activities:
Proceeds from sales, calls and maturities of investment securities 4 — — —
Net cash provided by (used in) investing activities 4 — — —
Cash flows from financing activities:
Borrowings 550 — — —
Debt issuance costs ( 4 ) — — —
Exercise of stock options — — — 10
Capital contributions ( 500 ) — — —
Net cash provided by (used in) financing activities 46 — — 10
Net change in cash and cash equivalents 49 3 ( 1 ) ( 4 )
Cash and cash equivalents at beginning of year 3 — 1 5
Cash and cash equivalents at end of year $ 52 $ 3 $ — $ 1
See Report of Independent Registered Public Accounting Firm.
186
Schedule III
F&G ANNUITIES & LIFE, INC. AND SUBSIDIARIES
SUPPLEMENTARY INSURANCE INFORMATION
(In millions) Year ended December 31, Year ended December 31, Period from June 1 to December 31, Period from January 1 to May 31,
2022 2021 2020 2020
Predecessor
Deferred acquisition costs 1,589 761 222 918
Future policy benefits, losses, claims and loss expenses 5,923 4,732 4,010 3,741
Other policy claims and benefits payable 109 109 88 74
Life insurance premiums and other fees 1,695 1,395 138 90
Interest and investment income 1,655 1,852 743 403
Benefits, claims, losses and settlement expenses ( 1,125 ) ( 2,138 ) ( 866 ) ( 298 )
Amortization, interest, and unlocking of deferred acquisition costs ( 81 ) ( 32 ) ( 4 ) 28
Other operating expenses, net of deferrals ( 102 ) ( 105 ) ( 75 ) ( 75 )
See Report of Independent Registered Public Accounting Firm.
187
Schedule IV
F&G ANNUITIES & LIFE, INC. AND SUBSIDIARIES
SUPPLEMENTAL REINSURANCE SCHEDULE
(In millions)
For the year ended December 31, 2022 Gross Amount Ceded to other companies Assumed from other companies Net Amount Percentage of amount assumed to net
Life insurance in force $ 6,258 $ ( 1,594 ) $ — $ 4,664 — %
Premiums and other considerations:
Traditional life insurance premiums 160 ( 128 ) — 32 — %
Life-contingent PRT premiums 1,362 — — 1,362 — %
Annuity product charges 300 ( 50 ) — 250 — %
Total premiums and other considerations $ 1,822 $ ( 178 ) $ — $ 1,644 — %
For the year ended December 31, 2021 Gross Amount Ceded to other companies Assumed from other companies Net Amount Percentage of amount assumed to net
Life insurance in force $ 4,881 $ ( 1,682 ) $ — $ 3,199 — %
Premiums and other considerations:
Traditional life insurance premiums 168 ( 137 ) — 31 — %
Life-contingent PRT premiums 1,146 — — 1,146 — %
Annuity product charges 269 ( 51 ) — 218 — %
Total premiums and other considerations $ 1,583 $ ( 188 ) $ — $ 1,395 — %
For the period from June 1, 2020 to December 31, 2020 Gross Amount Ceded to other companies Assumed from other companies Net Amount Percentage of amount assumed to net
Life insurance in force $ 3,892 $ ( 2,064 ) $ — $ 1,828 — %
Premiums and other considerations:
Traditional life insurance premiums 108 ( 85 ) — 23 — %
Annuity product charges 146 ( 31 ) — 115 — %
Total premiums and other considerations $ 254 $ ( 116 ) $ — $ 138 — %
For the predecessor period January 1, 2020 to May 31, 2020 Gross Amount Ceded to other companies Assumed from other companies Net Amount Percentage of amount assumed to net
Life insurance in force $ 3,626 $ ( 2,025 ) $ — $ 1,601 — %
Premiums and other considerations:
Traditional life insurance premiums 86 ( 67 ) — 19 — %
Annuity product charges 93 ( 22 ) — 71 — %
Total premiums and other considerations $ 179 $ ( 89 ) $ — $ 90 — %
See Report of Independent Registered Public Accounting Firm.
188