Pension Risk Transfers Spiked in 2022 due to Higher Interest Rates, Report Shows

The U.S. pension risk transfer market grew to $51.8 billion last year, totaling 568 transactions, according to Aon’s recent report.

Rising interest rates drove increased pension risk transfer activity in 2022, as these transactions totaled $52 billion in premiums last year—the highest total in the decade Aon has been tracking the information, according to a recent report. 

A total of 568 pension risk transfer transactions were made last year, with IBM headlining this activity by completing a $16 billion retiree lift-out in September  2022. This was the second-largest PRT transaction in U.S. history, Aon’s U.S. Risk Transfer report for March 2023 stated. 

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Notably, Lockheed Martin made a $4.3 billion PRT transaction in June 2022.  

The pension risk transfer market increased by 28% in 2022, according to Aon. In comparison, the total premium in 2021 was $38 billion, with 444 transactions.  

Even though rising interest rates reduced the size of plan liabilities, making the premiums for individual PRT deals smaller, a large volume of lift-outs and partial buyouts contributed to the increased total premium.  

Aon stated that annuity purchases at the end of small plan terminations typically lead the way in most years, but there has been an uptick in terminations of larger plans recently.  

Buy-ins remain a niche solution, with only a few executed in the U.S., but Aon reported that total premiums of $3.6 billion for buy-in contracts in 2022 were noteworthy. In 2021, buy-ins totaled to $3.9 billion in premiums. 

In addition, Aon found that lift-outs most commonly occurred at the end of the calendar year, when there is more incentive for plan sponsors to act to avoid paying Pension Benefit Guaranty Corp. premiums the following year for the participants being annuitized.  

Under a lift-out, only a portion of the pension plan’s participants get transferred to an insurance company. Typically, the portion of retirees receiving the smallest pension payments are the ones transferred to an insurer.  

Aon’s data showed that 66% of lift-out transactions occurred in the second half of 2022. 

Plan sponsors typically aim to lift out retiree liability close to or below the plan’s projected benefit obligation. Aon found that 64% of retiree lift-outs received final pricing below PBO in 2022, and 78% of the time, the lowest bidder was selected. 

By the end of 2022, Aon found that 10 insurers received more than $1 billion in premiums, with seven of those 10 closing fewer than 15 deals. In addition, three of the 10 insurers received more than $10 billion of premium each, and 68% of the total PRT was made with the same three insurers.  

New insurers Global Atlantic, RGA and American National entered the U.S. PRT market last year, bringing the total number of insurers to 21. Because not all insurers participate in all PRT transactions, Aon said the addition of these insurers will provide more services to different PRT solutions. 

Looking ahead to 2023, Aon predicts that the U.S. PRT market will fall into the $30 billion to $40 billion range.  

“From a transaction count perspective, we expect the number to remain elevated as market conditions higher funded status and interest rates bode well for plan sponsors looking to transact,” the report stated.  

With the passage of the SECURE 2.0 Act of 2022, Aon predicts changes to the guidance for fiduciaries on PRT transactions will occur in 2023.  

Similar to the way IBM enacted a split insurer transaction, by purchasing annuity contracts from both Prudential and MetLife for its 100,000 participants, Aon expects that more innovative PRT transactions will occur in 2023.  

In a split transaction, two insurers are each responsible for 50% of participant benefits. Aon’s report said this type of transaction tends to arise on jumbo deals, and large plan sponsors should be aware of this concept, as new entrants and traditional players are increasingly expressing interest in split transactions.  

Additionally, while there was a decrease in lump sum windows in 2022 due to the rising interest rate environment, Aon analysts believe these transactions will become more popular if interest rates level out or drop this year.  

Aon advised plan sponsors to plan accordingly if looking to complete a lump sum window and annuity purchase in the same year.  

On a global scale, Aon sees growth in the Canadian and European pension risk transfer markets. Solutions vary from country to country, but many multinational corporations with pension plans are looking at ways to de-risk globally, Aon said.  

Congress, SEC Plan Separate Expansions of Electronic Disclosures

Bipartisan legislation and an SEC proposal would make electronic disclosures under securities laws much more commonplace.

 

Proposed legislation, the Improving Disclosure for Investors Act, would require the Securities and Exchange Commission to allow certain registrants to send electronic disclosures to investors instead of paper disclosures. The bill aims to build off an SEC proposal which would require certain registrants to submit disclosures to the SEC electronically, but not to investors.

The bill was proposed yesterday by Representative Bill Huizenga, R-Michigan, and is co-sponsored by House members Bryan Steil, R-Wisconsin; Jake Auchincloss, D-Massachusetts; and Wiley Nickel, D-North Carolina.

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A spokesperson for Huizenga’s office confirmed that the primary difference between the legislation and the SEC’s rule proposal is the legislation applies to disclosures to investors, whereas the proposal applies to disclosures to the SEC.

If passed, the bill would require the SEC to create rules that allow, but do not require, investment companies, business development companies, brokers, dealers and municipal securities dealers to disclose their prospectuses, semiannual and annual reports, account statements and proxy statements to their investors electronically.

The bill would require the SEC to issue rules that provide for an initial paper communication informing the investor of the electronic delivery and an annual paper notice for two years informing them of their right to opt out of electronic delivery. The SEC would also be charged with requiring the registrant to enact policies to identify and fix failed electronic disclosures and provide a mechanism for opting out.

If the SEC did not make regulations to this effect within one year of the bill’s passage, the law would take effect anyway, and covered entities would take the law as written for guidance on electronic disclosure.

According to a press release from Huizenga’s office, “the SEC currently permits electronic delivery of certain documents under the federal securities laws,” but this process is “opt-in” rather than opt-out.

 

The SEC Proposal

Last week, the SEC proposed requiring certain registrants to file disclosures to the SEC using the electronic EDGAR system. According to the SEC’s press release:

“The proposed amendments would require the electronic filing, submission, or posting of certain forms, filings, and other submissions that national securities exchanges, national securities associations, clearing agencies, broker-dealers, security-based swap dealers, and major security-based swap participants make with the Commission.”

The comment period for this proposal will stay open until May 22 or 30 days after its entry into the Federal Register, whichever is later.

SEC Chairman Gary Gensler said in a statement that the proposal “would require entities under the Exchange Act to file electronically a range of annual and quarterly forms currently filed in paper. For example, brokers and other filers would need to submit electronically their annual audit filings and risk assessment reports. Streamlining the Commission’s filing and processing, this also would help us more quickly analyze filings to ensure compliance with Congress’s laws and our rules.”

SEC Commissioner Mark Uyeda supported the proposal and invited public comments on its specifics, saying, “The list of rules and forms affected is long and the Commission may not have gotten this transformation exactly right. For that reason, the assistance of investors and other stakeholders in providing us with their comments will be important.”

 

 

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