Recordkeeper Consolidation Creates a Smaller Pool of Plan Sponsor Choices

Recordkeeper consolidation is ongoing, but it offers an opportunity for plan sponsors to secure better services and software, and better fees.

The announcement of Principal’s acquisition of Wells Fargo’s retirement plan business further reduced the list of recordkeepers from which plan sponsors can choose.

The trend of recordkeeper consolidation has been ongoing since at least 2009. In fact, an analysis of the top 20 recordkeepers by assets in 2009 versus 2017, performed by Brian O’Keefe, PLANSPONSOR’s director of research and surveys, finds only four have not pursued an acquisition-based growth strategy.

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O’Keefe notes that there seems to have been thematic windows of major consolidation. “The first window appears to have been from 2000 to 2006, when a lot of ‘unintentional derivative businesses’ were sold off—books of business relating to companies that have different core businesses, such as PwC, Aetna, Cigna, American Express, Northern Trust and Dreyfus, for example,” he says.

O’Keefe observes a second window from 2008 to 2010, when companies combined administration with other services in hopes of creating compelling experiences for the employer or participants. “You had the strengthening of providers offering ‘financial solutions’—for example the Wells Fargo/Wachovia Bank deal, the ING/CitiStreet deal, and the Bank of America/Merrill Lynch deal—and providers offering ‘employer solutions’—for example the Aon/Hewitt Associates deal and the Xerox/Affiliated Computer Services (ACS) deal,” he says.

According to O’Keefe, the next window appears to have run from 2012 to 2015 as a scale and positioning attempt, during which providers sought to achieve even greater economies of scale. Empower Retirement scooped up Great-West, which had previously acquired Putnam’s and J.P. Morgan’s recordkeeping business; MassMutual acquired The Hartford’s retirement plan business; and Transamerica and Diversified Investment Advisors, which had been consolidated, picked up business from Mercer.

O’Keefe’s analysis leads him to wonder, “What will 2028 look like?”

Robyn Credico, managing director of retirement at Willis Towers Watson, in Arlington, Virginia, says the primary reason for recordkeeper consolidation is that recordkeeping is not a big money-making business on its own. “Some providers want to get out of the business, some want to create scale because the more leverage and infrastructure, the more money a provider can make, and some want to move up market to serve larger plans,” she says.

Credico says that since there are not so many companies left, she doesn’t know how much more consolidation there will be, but she still thinks there will be some offloading of the recordkeeping business to focus on other business. She adds that she expects some smaller recordkeepers will issue an initial public offering (IPO) instead of being acquired.

“In the large plan market, there are not even that many vendors left. Some do all things themselves, so they wouldn’t be in acquiring mode,” Credico adds.

Chad Parks, founder and CEO of Ubiquity Retirement + Savings in San Francisco, believes recordkeeper consolidation has a lot to do with a broader consumer awareness of fees involved with various parties in the defined contribution (DC) plan recordkeeping market. “Recordkeeping, third-party administration, directed trustees, consultants to plans, advisers, actual investments themselves—when you add all that up, it can be quite expensive to administer a retirement plan,” he says. “When things started to change in the 2000s with fee disclosure rules from the Department of Labor (DOL) and increased transparency required, plan sponsors became more educated as to what they should be looking for and providers realized that in a more competitive environment they couldn’t afford to continue to charge what they had charged. They had to provide a more competitive offering, and one way was to consolidate and remove redundancy and align costs with the services provided.”

Parks adds that something retirement plan service providers asked themselves is what business they are in and how they want to make money. For example, investment providers realized they could use recordkeeping to have assets flow into their asset management business, but over the years they realized recordkeeping is complicated—and that demanding clients want complex administration support. But, if one looks at the constant top four or five recordkeepers today, they are clearly in the investment management business foremost, but found a way to break even at least on recordkeeping and fuel their investment management business. “Principal is a recordkeeper but also has trust management and other businesses. Principal’s move is saying it wants to stay a big player,” he says.

According to Parks, the demographic shift will have an impact on consolidation. Baby Boomers are entering their retirement years and starting to draw down retirement plan assets and Generation X and Millennials have competing financial priorities and are not saving as much, so recordkeepers have a risk of revenue declining as assets decline. “In 10 years, savings may not make up for the difference in outflows. A macro look sees consolidation is the forerunner of a business model shift, and going forward, recordkeepers will realize they have to charge a flat fee,” he says.

What recordkeeper consolidation means for plan sponsor service

“In general, I think plan sponsors will see improved services due to recordkeeper consolidation because typically the acquiring company would look at services offered by itself and the organization it acquired and pick the best of both worlds,” Credico says.

She adds that typically when one company acquires another, it commits to still charging fees of the acquired company. She notes that, in general, service provider fees have been getting compressed over the last several years, which is why some recordkeepers have gotten out of the business. But, Credico says, it appears fees could be leveling off now.

As for benchmarking or requests for proposals (RFPs), Credico notes there continues to be a smaller group among which to benchmark a comparable plan, and as far as a vendor search, there are fewer providers to compare. “One might expect that with less competition fees could increase. At some point, from a business perspective, the recordkeepers left standing will have to make money and will have to decide whether or not to raise fees,” she says.

She adds, “But, I don’t think that’s a bad thing. Plan sponsors don’t want their recordkeepers to go out of business.”

Parks wonders whether, with fewer choices in recordkeepers, plan sponsors will still have the ability to command the experience they want or to negotiate pricing. Recordkeepers will have to further differentiate themselves when there are fewer to pick from.

He predicts there will also be movement and consolidation at the software level. According to Parks, there hasn’t been much major improvement or investment in recordkeeping systems for decades. “How do recordkeepers deliver good experience with lower revenue and outdated software? There is some movement to build platforms, but it’s a major investment and not all can do that,” he says.

“Recordkeepers will see demand from plan sponsors that will drive change, but it will take time because modifying a 20-year software system is not easy,” Parks adds.

Risk Transfer Floodgates Hold, For Now

Even with the documented acceleration of de-risking activity, Tom McCartan at PGIM Fixed Income notes that less than 1% of U.S. private pension plan assets and liabilities have been formally transferred to insurers.

In his role as vice president of liability-driven investing (LDI) strategies for PGIM Fixed Income, Tom McCartan is responsible for the development of custom LDI solutions for Prudential’s many pension plan clients.

Prior to joining PGIM, McCartan was based in the United Kingdom, where he spent several years at Redington, a London-based investment consultant for U.K.-domiciled defined benefit (DB) pension plans. Prior to Redington he worked as an actuarial analyst with Mercer in Belfast.

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According to McCartan, now focusing on private pension plans here in the U.S., there are some striking differences between the European and American scenes when it comes to pension plan management. The more long-term and strategic approach typically embodied by private pension plans in the U.K. has allowed those plans to be early adopters of LDI and other forms of de-risking. Plans in the U.S. are playing catch-up.

“From my perspective, liability awareness and hedging are creeping across to the U.S., and that’s encouraging,” McCartan says. “The U.K. market offers a learning opportunity for how to do LDI and de-risking effectively.”

In terms of what is driving U.S. pension plans to think more about the LDI approach and de-risking, McCartan points to a variety of factors. Perhaps foremost is the influence of the Financial Accounting Standards Board’s Statement No. 158, published in September 2006.

“That accounting rule change was incredibly important in taking the pension liability form a disclosure footnote into an actual balance sheet item for U.S. companies,” McCartan says. “The risk carried by the pension plan became much more noticeable and notable for the wider company and to investors. This is what has driven the increased attention on LDI here in the U.S.”

Risk transfer heats up, but road blocks remain

In his ongoing conversations with U.S. pension plans, McCartan says, the twin topics of risk transfers and liability-driven investing come up constantly.

“We like to link the strategies together and talk about them as two approaches to a similar end,” McCartan says. “De-risking on balance sheet is LDI, and de-risking off balance sheet is a pension risk transfer [PRT] transaction.”

McCartan ensures clients understand there are pros and cons to both approaches, and that different parts of the plan population will have different opportunities for moving off the balance sheet efficiently. For example, retirees can transfer efficiently to an insurer, meaning the insurer will take on retirees’ liabilities with only a small premium added to the projected benefit obligation (PBO) amount. As McCartan explains, this low premium is possible because there is only one factor of uncertainty for this population, and that’s mortality.

“For just risk-transferring retirees, this is a competitive segment of the market, with probably 20 providers bidding for this business,” McCartan says. “The non-retired group is a different matter, especially when there are lump sums available and different options for drawing benefits. The insurers have to price for pension holder issues, so you can easily see a 30% premium over the PBO price for getting these folks off the books.”

PRT deal candidates for 2019 and beyond

As McCartan recalls, for several years now the pension risk transfer market has hovered around $20 billion per year in total liability transfers. He expects the same for 2019, which by the end of this year would mean that only about three-quarters of 1% of the $3 trillion of corporate pension liabilities will have been transferred to insurers.

“We haven’t seen a mega transaction since 2012, so we’re watching out for that,” McCartan adds. “Another market segment we are closely engaged with is plans with small average balances. Plans in this segment often make great candidates for risk transfers. Despite this small annual benefits, the sponsor is paying Pension Benefit Guaranty Corporation premiums of $80 per person per year. The PBGC premiums are a big part of the PRT math for small-balance plans, and transfers can thus be very attractive.”

Hard PRT numbers show room for massive growth

While 2018 was a robust year for pension risk transfer, plan sponsors plan to increase their PRT efforts in 2019, according to a recent poll of defined benefit (DB) plan sponsors by MetLife. In fact, according to the 2019 Pension Risk Transfer Poll, among DB plan sponsors with de-risking goals, 76% intend to completely divest all of their company’s liabilities at some point in the future.

“The poll findings indicate a trend in increased risk transfer activity as we anticipate plan sponsors will want to proactively deal with the cost and volatility of their plans,” says Wayne Daniel, senior vice president and head of U.S. pensions at MetLife. “As a result, many will begin to look more closely at the $3 trillion of DB plan liabilities that have not yet been de-risked and begin to evaluate how they can address this.”

The MetLife data suggests that among the 67% of DB sponsors considering a risk transfer in the next two years, 77% have evaluated the financial impact of such a transfer, 74% have held discussions with key stakeholders, 65% reviewed and cleaned up their data, 59% have explored the solutions in the marketplace and/or quantified the cost of a pension risk transfer. The majority, 79%, say they are more likely to consider an annuity buyout now that they have witnessed several large corporations taking this action. Sixty-seven percent say they will conduct an annuity buyout to de-risk, up from 57% in 2017 and 46% since 2015.

Data shared by LIMRA Secure Retirement Institute supports the same conclusion. According to the data, in 2018, single premium buy-out product sales peaked at $26 billion, more than 14% higher than 2017. Total single premium product sales (including buy-ins) exceeded $11.3 billion in the fourth quarter 2018. For the year, total single premium product sales were $27.3 billion.

“A big driver of the 2018 buy-out sales was a combination of mid- to large-PRT deals,” says Eugene Noble, research analyst, LIMRA Secure Retirement Institute. “We also saw two new insurance companies enter the PRT market.”

Total assets of buy-out products were $135.5 billion in 2018, according to LIMRA SRI, more than 18% higher than the prior year.

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