Objective 2 - Appraisals Flashcards
Challenges in Determining the Value of an Insurance Company
- Long duration of (L)iabilities
- Sensitivity to (I)nterest rate fluctuations and the performance of capital markets
- Subjective (A)rt of loss reserving
- (C)yclical nature of insurance
- Impact of reinsurance (R)ecoverables
- Challenges associated with (N)on-market competitors, such as state funds
- Varying state and sometimes federal (R)egulations
- Impact of (S)tatutory accounting on operational decisions
- Influence of (R)ating agencies
L R INS CARR (Length Regulation of INSurance CARRiers)
GHFV-130-19, Page 106
Techniques used by Investment Bankers to Determine the Value of a Company
- Comparable Company Analysis - The value of the company is estimated based on the values of a peer group of comparable companies
- Comparable Transaction Analysis - The value is estimated based on results of recent insurance mergers that are similar
- Comparable Cash Flow Analysis - The projected Cash flows and terminal values are discounted to a net present value using the weighted average coast of capital (WACC)
GHFV-130-19, Page 107
Formulas for Using a Discounted Cash Flow Analysis in an Actuarial Appraisal
- An actuarial appraisal is a discounted cash flow analysis
- Actuarial Appraisal value = PV (Distributable Cash Flows)
- Distributable Cash Flow = After-Tax Earnings - Increase in Required Capital
- The discount rate is the weighted average cost of capital (WACC) from the Capital Asset Pricing Model (CAPM)
- WACC = r = rD * %debt + rE * %equity
rD = required after-tax return on debt rE = expected return on equity = r(f) + betaE * [r(m) - r(f)] r(f) = risk free rate of return betaE = the Beta (risk level) of a company's stock r(m) = expected rate of return for the market as a whole %dept = D / (D+E) %equity = E / (D+E) D = Market Value of a company's debt E = Market Value of a company's equity
GHFV-130-19, Pages 112 and 122
Components of the Actuarial Appraisal Value
- Adjusted Book Value - This is the net worth of the insurance company on a statutory basis, adjusted for the value of miscellaneous items not captured elsewhere (see separate list from page 129 of study note)
- The value of inforce business - this equals the present value of future profits arising from business that is on the books as of the valuation date. An adjustment is included to reflect he cost of capital.
- The value of future business capacity - this equals the present value of future profits arising from business that is expected to be written following the valuation date. An adjustment is included to reflect hte cost of capital.
- Embedded Value ~~ Adjusted Book Value + Value of Inforce Business (only use EV formulas as a stepping stone to the actuarial appraisal value shown below)
- Actuarial appraisal Value ~~ Adjusted Book Value + Value of Inforce business + Value of Future Business (items 4 and 5 in this list are not explicitly written in the source but they have been used on past exams)
GHFV-130-19, Page 113
Assumptions needed for Actuarial Appraisals
- Mortality - Typically based on company experience compared to an industry standard
- Morbidity - Also based on company experience
- Persistency - lapse assumptions and any shock lapses should be considered
- Investment returns and spreads - consider expected investment returns, reinvestment rates, and interest rates credited on insurance policies
- Operating expenses - could be based on various approaches (most commonly based on target unit expenses plus an unallocated expense
- Discount Rate - seller typically gives a range of reasonable rates instead of a specific rate (the Capital Asset Pricing Model may be used to determine this rate)
- Cost of required capital - the company will have an opportunity cost associated with setting aside capital to comply with required capital regulations
- Taxes - the actuarial appraisal should reflect a deduction for federal income taxes
GHFV-130-19, Page 117
Adjustments to the Actuarial Appraisal made by Potential Buyers
- (D)iscount Rate - A buyer will reflect its internal view of the appropriate discount rate
- (E)xperience and Product Management assumptions - A buyer may adjust certain assumptions based on its internal views
- (N)ew Business Values - A buyer may adjust new business values based on its view of future business capacity
- (S)ynergies - a buyer may reflect the bneefits from anticipated syngergies or cost savings
- (S)tructure -a buyer may reflect the impact on the business fo the buyer’s tax and RBC situations
or else buyer is DENSS (Dense… Denss… whatever)
GHFV-130-19, Page 116
Uses of an Actuarial Appraisal
- Help (V)alue the company - potential buyers will make adjustments based on their internal views (separate list)
- Form the basis for (A)lternative accounting methods for cross-border transactions
- Can be adjusted to calculate (P)ro forma earnings and to establish the opening purchase GAAP balance sheet
- Measure (O)ngoing performance after the acquisition
O P VA (Ongoing Performance VAlue)
GHFV-130-19, Page 116
Components of the Adjusted Book Value (or net worth) of an Insurance Company
- Capital and Surplus - includes statutory capital stock, contributed surplus, and retained earnings
- Asset Valuation Reserve (AVR) - this liability is part of surplus and is allocated to the lines of business
- Interest Maintenance Reserve (IMR) - this liability represents past interest-related capital gains not yet amortized into income
- Deferred Tax Asset - the admitted portion of the statutory deferred tax asset is deducted from the adjusted book value
- Non-admitted assets - the realizable value of assets that were non-admitted for statutory purposes, if they will contribute to earnings over time
- Surplus notes and other debt - a reduction is appropriate for any debts owed to another party
- Mark-to-market on assets allocated to adjusted book value - this component reflects some riskier assets that are allocated to adjusted book value
GHFV-130-19, Page 129
Approaches for using reinsurance to sell a block of business
- Assumption Reinsurance - contracts are transferred from the seller’s book to the buyer’s books. The policyholder must be notified, and some states require policyholder consent to transfer the policy
- Indemnity coinsurance - the financial interest is transferred tot he buyer, but the policy stays with the seller. The policyholders do not need to be notified, but the seller remains in the middle of future transactions
- Modified coinsurance - similar to indemnity coinsurance, except that the assets backing the liabilities remain with the selling company
GHFV-130-19, Page 145
The Major Objectives of Mergers and Acquisitions (M&A) Due Diligence
- Confirm Strategic Value - Successful M&A bids create more value after acquisition than existed prior. (Separate list for examples of value-added strategies)
- Confirm Financial Value - Establish there are no “holes” in the seller’s financials and develop the assumptions needed to support the buyer’s appraisal
- Confirm operational Value - Compare the operational areas of both parties to determine any potential system integration issues and quantify operational findings into financial values
- Construct appropriate bid
- Prepare for successful integration
SFOBI?
GHFV-131-19, Page 187
Examples of Value-Added Strategies used during M&A
- Increase in (M)arket share
- Derivation of (S)ynergies through complementary markets, products, or distribution
- (E)xploitation or leveraging of superior technology
- Increase in (S)cale and ability to leverage existing resources better
- Preventing a (N)ew entrant from gaining a foothold in the market
N MESS (New entrants cause a MESS)
GHFV-131-19, Page 187
The Seller’s functional areas examined during the due diligence process of M&A Operations
- Financial: Requiring teamwork from the buyer’s accountants, actuaries, investment bankers, and other financial specialists
- Investments: Review of asset types, investment strategies, and assess any changes needed
- Tax: Validate the tax strategies and quanitfy various options to the buyer
- Legal and compliance: The legal due diligence team determines if there are any legal impediments or hidden liabilities
- Marketing and distribution: Marketing, specifically the distribution channels, holds the key to the value of new business, and significantly impacts the value of existing business
- Systems: Ensure systems are operating efficiently, have proper licensing, and ongoing costs are ascertained
- Human Resources: People-related costs can have a material effect on the value of a deal
- Product management: Affirm what the target’s practices are and plan how they will be integrated
- Claims: Operational review includes claim intake, validation, and settlement
- Reinsurance: Identify the overall exposure to certain risks to make sure that the combined entity does not end up with more risk than desired
- Risk Management: If the targets risk management function is robust then their documentation should be very helpful to the due diligence team
- Actuarial: An actuary has the specific responsibility to translate the date and information developed by the due diligence team into quantified expressions of value
GHFV-131-19, Page 196
Sources of Information to be used by an Actuary to Quantify Assumptions used in an Actuarial Appraisal
- Information and opinions developed by the buyer’s team during due diligence efforts
- Information provided by the seller
- External industry benchmarks
- General industry knowledge and experience
GHFV-131-19, Page 210
Areas for Actuarial Due Diligence in Life and Health
- Review of Financial Statements: Balance Sheet, Income Statement, and Experience Reports
- Review of Operations: Actuarial Operations, Risk Management Functions, Support other subteams
- Development of Buyer’s appraisal and PGAAP Pro Forma
- Support of bid development and negotiations
- Preparation of bid development and negotiations
- Preparation for closing and integration
GHFV-131-19, Page 212
Reason for Review of Experience Reports During Actuarial Due Diligence
- Reports are used as the primary basis for assumptions underlying the seller’s actuarial (A)ppraisal
- Reports generally (D)rive the key management metrics and explanations of earnings
- The seller’s experience should be (C)ompared to the buyer’s and the differences analyzed
- The quality of the seller’s reports reflect on the quality and (C)ompetency of the seller’s staff
listen to ACDC while reviewing these boring reports
GHFV-131-19, Page 213