Document

ATHENE HOLDING LTD. REPORTS SECOND QUARTER 2020 RESULTS

Company Highlights


•	Record quarterly organic deposits of $6.9 billion, increasing 75% sequentially, and underwritten to returns in excess of targets


•	Closed large scale block reinsurance transaction with Jackson National, adding $29 billion of gross inorganic deposits


•	Execution across organic and inorganic funding channels drove strong net invested asset growth of 18% year-over-year, while maintaining high credit quality across the portfolio


•	Strong core profitability, normalizing for the impact of 1Q'20 market volatility on lagged alternative investments


•	Expect forward net investment earned rate to benefit from combination of normalizing alternative returns, investing of excess portfolio liquidity, and ongoing redeployment of Jackson investments


•	Robust capitalization with $3.0 billion of excess capital and $7.3 billion of total deployable capital¹

PEMBROKE, Bermuda – August 5, 2020 – Athene Holding Ltd. ("Athene") (NYSE: ATH), a leading provider of retirement savings products, announced financial results for the second quarter 2020.

“Our second quarter results demonstrate the resilience of Athene’s business and our ability to serve as a source of strength for our policyholders and business partners during periods of market disruption,” said Jim Belardi, CEO of Athene. “We generated nearly $7 billion of organic deposits at exceptional returns, a quarterly record, with strength exhibited across all our channels during a period when others were forced to pull back. At the same time, we closed a large-scale block reinsurance transaction with Jackson National that added nearly $30 billion of growth to our balance sheet with predictable, persistent fixed annuity liabilities we know very well. Following this strong growth, Athene remains one of the best capitalized businesses in the industry, with $3 billion of excess equity capital and more than $7 billion of total deployable capital, which can be used for more than $85 billion of opportunistic growth.”

Mr. Belardi continued, “In the quarter, we generated strong normalized profitability in our core spread-based business. As we continue to invest our cash balances and redeploy the inherited Jackson portfolio, our earnings power and our capital base will continue to grow at attractive rates.”

Second Quarter 2020 Financial Results

Net income available to AHL common shareholders for the second quarter 2020 was $824 million, or $4.19 per diluted Class A common share ("diluted share"), compared to $720 million, or $3.75 per diluted share for the second quarter 2019. The increase from the prior year quarter was driven by higher adjusted operating income and favorable changes in the fair value of reinsurance assets due to tightening credit spreads, partially offset by a net decrease in the fair value of fixed indexed annuity ("FIA") derivatives due to a lower discount rate resulting from declining interest rates.

Adjusted operating income available to common shareholdersfor the second quarter 2020 was $490 million, or $2.49 per adjusted operating common share, compared to $370 million, or $1.95 per adjusted operating common share for the second quarter 2019. The increase from the prior year quarter was primarily driven by an increase in the fair value of the Apollo Operating Group ("AOG") investment which was not held in the prior year quarter.

Adjusted operating income available to common shareholders excluding notables and AOG for the second quarter 2020 was $98 million, or $0.58 per adjusted operating common share, compared to $370 million, or $1.95 per adjusted operating common share for the second quarter 2019. The decrease from the prior year quarter was primarily driven by a net investment loss from alternatives, more than half of which are valued on a lagged basis and were impacted by significant capital markets depreciation in the first quarter of 2020 being reflected in the current period.

Continued Strong Capital Position


•	Book value per common share of $75.87 for the period ended June 30, 2020, an increase of 14% year-over-year. Adjusted book value per common share of $51.15, an increase of 3% year-over-year


•	Total deployable capital of $7.3 billion, including excess equity capital of $3.0 billion, $2.5 billion of untapped debt capacity², and $1.8 billion of undrawn third-party commitments to ACRA


•	Total cash and cash equivalents of $6.2 billion, and a liquid bond portfolio of approximately $36 billion³


•	Available liquidity of $8.5 billion⁴ as of June 30, 2020, including $2.25 billion undrawn credit facilities


•	ALRe RBC of 449%⁵ and U.S. RBC of 430% as of June 30, 2020

1 Excess capital and undrawn third-party commitments to ACRA are presented net of future expected deployment to fund Jackson transaction announced in June 2020. 2 Untapped debt capacity assumes capacity of 25% debt to capitalization and is subject to general availability and market conditions. 3 As of June 30, 2020. Includes $34.4 billion of public corporates, and $1.8 billion of municipal, political subdivisions, and US and foreign government bonds. 4 Includes cash and cash equivalents, undrawn revolver of $1.25 billion, and undrawn FHLB capacity of $1 billion as of June 30, 2020. 5 ALRe RBC ratio is used to evaluate our capital position and the amount of capital needed to support our Retirement Services segment and is calculated by applying NAIC RBC factors to the statutory financial statements of AHL's non-U.S. reinsurance subsidiaries on an aggregate basis with certain adjustments made by management.

Selected Results



	As of and for the three months ended June 30,
(In millions, except percentages and per share data)	2019			2020
Book value per common share	$	66.69		$	75.87
Adjusted book value per common share	$	49.50		$	51.15
Common shares outstanding	185.4			193.9
Adjusted operating common shares outstanding¹	184.4			198.6

Return on equity (ROE)	25.6		%	26.8		%
Adjusted operating ROE	16.2		%	19.4		%
Adjusted operating ROE ex notables and AOG	16.2		%	4.5		%
Adjusted operating ROE – Retirement Services	18.9		%	11.1		%

Return on assets (ROA)	2.12		%	2.03		%
Adjusted operating ROA	1.28		%	1.54		%
Adjusted operating ROA ex notables and AOG	1.28		%	0.31		%
Net investment spread – Retirement Services	1.68		%	0.96		%

Investments, including related parties	$	120,106		$	163,039
Net invested assets	$	116,671		$	137,269
Debt to capital ratio	7.4		%	9.2		%
Adjusted debt to capital ratio	9.0		%	11.1		%
Total AHL shareholders' equity	$	12,365		$	14,711
Adjusted AHL common shareholders' equity	$	9,127		$	10,157

Gross organic deposits	$	4,039		$	6,921
Gross inorganic deposits	—			28,792
Gross deposits	4,039			35,713
Deposits attributable to ACRA noncontrolling interest	—			(18,268		)
Net deposits	$	4,039		$	17,445

1 Adjusted operating common shares outstanding assumes conversion or settlement of all outstanding items that are able to be converted to or settled in Class A common shares, including the impacts of Class B common shares outstanding on a one-for-one basis, the impacts of all Class M common shares outstanding net of the conversion price and any other stock-based awards outstanding, but excluding any awards for which the exercise or conversion price exceeds the market value of Class A common shares on the applicable measurement date. Effective February 28, 2020, all Class B common shares were converted into Class A common shares and all Class M common shares were converted into warrants and Class A common shares. Our Class B common shares were economically equivalent to Class A common shares and were convertible to Class A common shares on a one-for-one basis at any time. Our Class M common shares were in the legal form of shares but economically functioned as options as they were convertible into Class A common shares after vesting and settlement of the conversion price. We believe this non-GAAP measure is an appropriate economic representation of our share counts for use in an economic view of book value metrics.



	Three months ended
	June 30,
(In millions, except per share data)	2019			2020
Net income available to AHL common shareholders	$	720		$	824
Non-operating adjustments
Investment gains (losses), net of offsets	417			775
Change in fair values of derivatives and embedded derivatives – FIAs, net of offsets	(57		)	(405		)
Integration, restructuring and other non-operating expenses	(11		)	(9		)
Stock compensation expense	(3		)	—
Income tax (expense) benefit – non-operating	4			(27		)
Less: Total non-operating adjustments	350			334
Adjusted operating income available to common shareholders	$	370		$	490

Adjusted operating income available to common shareholders by segment
Retirement Services	$	376		$	208
Corporate and Other	(6		)	282
Adjusted operating income available to common shareholders	$	370		$	490

Earnings per common share – basic Class A	$	3.76		$	4.25
Earnings per common share – diluted Class A¹	$	3.75		$	4.19
Adjusted operating earnings per common share²	$	1.95		$	2.49
Weighted average common shares outstanding – basic Class A	158.5			193.9
Weighted average common shares outstanding – diluted Class A¹	158.8			196.9
Weighted average common shares outstanding – adjusted operating²	189.4			196.9
Weighted average common shares outstanding – adjusted operating excluding Apollo³	189.4			168.9



	Three months ended
	June 30,
(In millions)	2019			2020
Notable items
Retirement Services adjusted operating income available to common shareholders	$	376		$	208
Rider reserve and DAC equity market performance	—			(22		)
Tax impact of notable items	—			2
Retirement Services notable items	—			(20		)
Retirement Services adjusted operating income available to common shareholders excluding notable items	376			188

Corporate and Other adjusted operating income (loss) available to common shareholders	(6		)	282
Consolidated adjusted operating income available to common shareholders excluding notable items	$	370		$	470

Adjusted operating earnings per common share excluding notables²	$	1.95		$	2.39

1 Diluted earnings per common share on a GAAP basis for Class A common shares, including diluted Class A weighted average common shares outstanding, includes the dilutive impacts, if any, of Class B common shares, Class M common shares and any other stock-based awards. There were no dilutive securities for the quarter. Diluted earnings per common share on a GAAP basis for Class A common shares are based on allocated net income available to AHL common shareholders of $824 million (100% of net income available to AHL common shareholders) and $596 million (83% of net income available to AHL common shareholders) for the three months ended June 30, 2020 and 2019, respectively.

2 Weighted average common shares outstanding – adjusted operating assumes conversion or settlement of all outstanding items that are able to be converted to or settled in Class A common shares, including the impacts of Class B common shares on a one-for-one basis, the impacts of all Class M common shares net of the conversion price and any other stock-based awards, but excluding any awards for which the exercise or conversion price exceeds the market value of Class A common shares on the applicable measurement date. Effective February 28, 2020, all Class B common shares were converted into Class A common shares and all Class M common shares were converted into warrants and Class A common shares. Our Class B common shares were economically equivalent to Class A common shares and could have been converted to Class A common shares on a one-for-one basis at any time. Our Class M common shares were in the legal form of shares but economically functioned as options as they were convertible into Class A common shares after vesting and settlement of the conversion price. In calculating Class A diluted earnings per common share on a GAAP basis, we are required to apply sequencing rules to determine the dilutive impacts, if any, of our Class B common shares, Class M common shares and any other stock-based awards. To the extent our Class B common shares, Class M common shares and/or any other stock-based awards were not dilutive they were excluded. We believe this non-GAAP measure is an appropriate economic representation of our share counts for use in an economic view of adjusted operating earnings per common share.

3 Weighted average common shares outstanding - adjusted operating excluding Apollo is adjusted to exclude the Athene shares issued in exchange for the AOG units as part of the Apollo transaction, but does not include an adjustment for the shares issued in exchange for $350 million cash.

Deposit Highlights

In the second quarter 2020, Athene generated gross deposits of $35.7 billion, driven by record quarterly organic deposits and substantial inorganic deposits, reflecting the closing of the previously announced fixed annuity reinsurance transaction with Jackson National Life Insurance Company ("Jackson"). In closing the Jackson transaction, Athene was supported by its strategic capital solution, ACRA, which provides on-demand third-party capital to support Athene's growth. Athene's proportionate share of these deposits, net of noncontrolling interest in ACRA attributable to third-party investors, resulted in total net deposits of $17.4 billion.

Athene's record quarterly gross organic deposits of $6.9 billion, an increase of 71% year-over-year and 75% quarter-over-quarter, reflected strength across the retail, flow reinsurance, and funding agreement¹ channels. Importantly, organic deposits were underwritten to attractive, above-target returns despite the historically low interest rate environment, reflecting the ability to invest in a wider-than-normal spread environment coupled with low funding costs.

Retail: In the second quarter 2020, Athene generated $1.8 billion of new retail deposits, a decrease of 6% year-over-year, but an increase of 44% quarter-over-quarter. Sequentially improving volume was driven by strong sales through bank and broker-dealer intermediaries, including record fixed indexed annuity (FIA) sales in the bank channel. Athene remains a leader in the FIA market, serving as a source of strength for policyholders in committing capital to new policy issuance amid market volatility.

Flow Reinsurance: In the second quarter 2020, Athene generated record quarterly flow reinsurance deposits of $2.3 billion, an increase of 101% year-over-year and 163% quarter-over-quarter, which was driven by strong volumes from existing partnerships who sought to utilize Athene's competitive advantages. Importantly, the record deposits in the quarter were underwritten to attractive returns.

Institutional: In the second quarter 2020, Athene generated $2.9 billion of new deposits from institutional products, primarily driven by a record $2.6 billion of funding agreement activity¹ underwritten to strong returns. Funding agreement activity was highlighted by two U.S. dollar denominated issuances and an inaugural Euro-denominated funding agreement totaling $1.4 billion of deposits. Athene also closed one pension risk transfer transaction totaling nearly $230 million of deposits in the second quarter.

Inorganic: On June 18, 2020, Athene entered into a fixed annuity reinsurance agreement with Jackson, whereby Athene assumed $29 billion of gross fixed and fixed indexed annuity (FIA) reserves, as well as $29 billion of gross invested assets. The transaction closed upon signing, with an effective date of June 1, 2020. Following redeployment of the inherited investment portfolio, the transaction is expected to be accretive to Athene's adjusted operating income and adjusted operating ROE in 2021 and 2022.

Segment Results

Retirement Services

For the second quarter 2020, adjusted operating income available to common shareholders in Retirement Services was $208 million, a decrease of $168 million, or 45%, from the second quarter 2019, resulting in an adjusted operating ROE of 11.1%. Excluding notable items, adjusted operating income available to common shareholders in Retirement Services was $188 million, resulting in an adjusted operating ROE of 10.1%.

The decrease in adjusted operating income available to common shareholders over the prior year quarter was primarily driven by lower net investment earnings from alternatives, which were impacted by significant capital markets depreciation from the first quarter of 2020 being reflected in the current period. Approximately 60% of the Company's alternative investments are valued on a lagged basis, which resulted in an associated second quarter net investment loss of $217 million for the Retirement Services segment for the second quarter 2020.

The net investment spread, which measures net investment earnings less cost of funds, was 0.96% of average net invested assets for the second quarter 2020, a decrease of 72 basis points from the second quarter 2019. The decrease from the prior year quarter was primarily driven by a lower net investment earned rate (NIER) reflecting the lagged alternatives, partially offset by a lower cost of funds.

The NIER was 3.44% for the second quarter 2020, compared to 4.63% in the prior year quarter. The annualized return on fixed income and other investments during the second quarter 2020 was 3.78%, compared to 4.26% in the prior year quarter, a decline of 48 basis points primarily driven by lower income from floating rate investments, below

1 Funding agreements are comprised of Athene's funding agreement backed note program, Federal Home Loan Bank secured funding agreements, and long-term repurchase agreements.

average levels of bond call income, elevated levels of cash and liquidity amid recent market volatility, as well as as a 6 basis point drag from onboarding the Jackson investment portfolio.

The forward net investment earned rate on fixed income and other investments is expected to benefit from investing excess portfolio cash and liquidity as well as executing the ongoing redeployment of the Jackson portfolio. The net annualized return on alternative investments during the second quarter 2020 was (4.38)% compared to 14.46% in the prior year quarter, primarily due to significant capital markets depreciation from the first quarter 2020 impacting approximately 60% of the alternatives portfolio on a lagged basis. Excluding alternative investments marked on a lagged basis, the net annualized return on alternative investments in Retirement Services during the second quarter was 28.63%.

Cost of funds, which is comprised of the total cost of crediting on deferred annuities and institutional products as well as other liability costs, was 2.48% for the second quarter 2020, a decrease of 47 basis points from the second quarter 2019, driven by lower crediting costs and other liability costs.

Total cost of crediting was 1.79% for the second quarter 2020, a decrease of 13 basis points from the prior year quarter, driven by lower crediting costs for both deferred annuities and institutional business. The cost of crediting on institutional business was 2.87%, a decrease of 89 basis points from the second quarter 2019. The year-over-year decline was driven by an increasing mix of lower rate funding agreements, declining rates on floating rate funding agreements, as well as favorable mortality developments within pension risk transfer liabilities. Cost of crediting on deferred annuities was 1.94%, a decrease of 4 basis points from the second quarter 2019 due to favorable crediting rate actions on in-force renewals and lower crediting rates on new deferred annuity issuance amid a declining interest rate environment.

Other liability costs were 0.69% for the second quarter 2020, a decrease of 34 basis points from the prior year quarter primarily due to lower DAC amortization due to a decline in gross profits resulting from a lower NIER, as well as lower rider reserves and DAC amortization due to equity market appreciation.

Corporate & Other

In the second quarter 2020, the adjusted operating income available to common shareholders was $282 million in Corporate & Other, an increase of $288 million from an adjusted operating loss available to common shareholders of $6 million in the second quarter 2019. The adjusted operating income available to common shareholders in the second quarter 2020 was primarily driven by an increase in the fair value of the Company's AOG investment, partially offset by lower income from alternative investments which reflected significant capital markets depreciation from the first quarter 2020 being reflected in the current period.

The fair value of Athene's AOG investment contributed $372 million of adjusted operating income, or $1.79 per common share in the quarter, primarily reflecting the increase in the common stock price of Apollo Global Management (NYSE: APO), as well as dividends received, net of a liquidity discount and associated tax expense. The price of APO common shares appreciated 49% in the second quarter, which primarily drove the sizable rebound in fair value.

Approximately 60% of the Company's alternative investments are valued on a lagged basis, which resulted in an associated second quarter net investment loss of $69 million in the Corporate & Other segment for the second quarter 2020. Excluding alternative investments marked on a lagged basis, the net annualized return on alternative investments in Corporate & Other during the second quarter was 61.76%.

Conference Call Information

Athene will host a conference call today, Wednesday, August 5, 2020, at 10:00 a.m. ET. During the call, members of Athene's senior management team will review Athene's financial results for the second quarter ended June 30, 2020. This press release, the second quarter 2020 earnings presentation, and quarterly financial supplement are posted to Athene’s website at ir.athene.com.


•	Live conference call: Toll-free at (866) 901-0811 (domestic) or (346) 354-0810 (international)


•	Conference call replay available through August 19, 2020 at (800) 585-8367 (domestic) or

(404) 537-3406 (international)


•	Conference ID number: 4259196


•	Live and archived webcast available at ir.athene.com



Investor Relations Contact:	Media Contact:
Noah Gunn	Karen Lynn
+1 441-279-8534	+1 441-279-8460
+1 646-768-7309	+1 515-342-3910
ngunn@athene.com	klynn@athene.com

About Athene Holding Ltd.

Athene, through its subsidiaries, is a leading retirement services company that issues, reinsures and acquires retirement savings products designed for the increasing number of individuals and institutions seeking to fund retirement needs. The products offered by Athene include:


•	Retail fixed, fixed indexed and index-linked annuity products;


•	Reinsurance arrangements with third-party annuity providers; and


•	Institutional products, such as funding agreements and the assumption of pension risk transfer obligations.

Athene had total assets of $183.2 billion as of June 30, 2020. Athene's principal subsidiaries include Athene Annuity & Life Assurance Company, a Delaware-domiciled insurance company, Athene Annuity and Life Company, an Iowa-domiciled insurance company, Athene Annuity & Life Assurance Company of New York, a New York-domiciled insurance company and Athene Life Re Ltd., a Bermuda-domiciled reinsurer.

Further information about our companies can be found at athene.com.

Non-GAAP Measures

In addition to our results presented in accordance with GAAP, we present certain financial information that includes non-GAAP measures. Management believes the use of these non-GAAP measures, together with the relevant GAAP measures, provides information that may enhance an investor’s understanding of our results of operations and the underlying profitability drivers of our business. The majority of these non-GAAP measures are intended to remove from the results of operations the impact of market volatility (other than with respect to alternative investments) as well as integration, restructuring and certain other expenses which are not part of our underlying profitability drivers, as such items fluctuate from period to period in a manner inconsistent with these drivers. These measures should be considered supplementary to our results in accordance with GAAP and should not be viewed as a substitute for the corresponding GAAP measures.

Adjusted operating income (loss) available to common shareholders is a non-GAAP measure used to evaluate our financial performance excluding market volatility and expenses related to integration, restructuring, stock compensation and other expenses. Our adjusted operating income (loss) available to common shareholders equals net income (loss) available to AHL common shareholders adjusted to eliminate the impact of the following (collectively, the non-operating adjustments):


•	Investment Gains (Losses), Net of Offsets


•	Change in Fair Values of Derivatives and Embedded Derivatives – FIAs, Net of Offsets


•	Integration, Restructuring and Other Non-Operating Expenses


•	Stock Compensation Expense


•	Bargain Purchase Gain


•	Income Tax (Expense) Benefit – Non-Operating

We consider these non-operating adjustments to be meaningful adjustments to net income (loss) available to AHL common shareholders for the reasons discussed in greater detail above. Accordingly, we believe using a measure which excludes the impact of these items is useful in analyzing our business performance and the trends in our results of operations. Together with net income (loss) available to AHL common shareholders, we believe adjusted operating income (loss) available to common shareholders provides a meaningful financial metric that helps investors understand our underlying results and profitability. Adjusted operating income (loss) available to common shareholders should not be used as a substitute for net income (loss) available to AHL common shareholders.

Adjusted operating ROA is a non-GAAP measure used to evaluate our financial performance and profitability. Adjusted operating ROA is computed using our adjusted operating income (loss) available to common shareholders divided by average net invested assets for the relevant period. To enhance the ability to analyze these measures across periods, interim periods are annualized. While we believe each of these metrics are meaningful financial metrics and enhance our understanding of the underlying profitability drivers of our business, they should not be used as a substitute for ROA presented under GAAP.

Adjusted operating ROE is a non-GAAP measure used to evaluate our financial performance excluding the impacts of AOCI and the cumulative change in fair value of funds withheld and modco reinsurance assets, net of DAC, DSI, rider reserve and tax offsets. Adjusted AHL common shareholders’ equity is calculated as the ending AHL shareholders’ equity excluding AOCI, the cumulative change in fair value of funds withheld and modco reinsurance assets and preferred stock. Adjusted operating ROE is calculated as the adjusted operating income (loss) available to common shareholders, divided by average adjusted AHL common shareholders’ equity. These adjustments fluctuate period to period in a manner inconsistent with our underlying profitability drivers as the majority of such fluctuation is related to the market volatility of the unrealized gains and losses associated with our AFS securities. Except with respect to reinvestment activity relating to acquired blocks of businesses, we typically buy and hold AFS investments to maturity throughout the duration of market fluctuations, therefore, the period-over-period impacts in unrealized gains and losses are not necessarily indicative of current operating fundamentals or future performance. Accordingly, we believe using measures which exclude AOCI and the cumulative change in fair value of funds withheld and modco reinsurance assets are useful in analyzing trends in our operating results. To enhance the ability to analyze these measures across periods, interim periods are annualized. Adjusted operating ROE should not be used as a substitute for ROE. However, we believe the adjustments to net income (loss) available to AHL common shareholders and equity are significant to gaining an understanding of our overall financial performance.

calculating Class A diluted earnings per share on a GAAP basis, we are required to apply sequencing rules to determine the dilutive impacts, if any, of our Class B common shares, Class M common shares and any other stock-based awards. To the extent our Class B common shares, Class M common shares and/or any other stock-based awards were not dilutive, after considering the dilutive effects of the more dilutive securities in the sequence, they were excluded. Weighted average common shares outstanding – adjusted operating and adjusted operating common shares outstanding assume conversion or settlement of all outstanding items that are able to be converted to or settled in Class A common shares, including the impacts of Class B common shares on a one-for-one basis, the impacts of all Class M common shares net of the conversion price and any other stock-based awards, but excluding any awards for which the exercise or conversion price exceeds the market value of our Class A common shares on the applicable measurement date. For certain historical periods, Class M shares were not included due to issuance restrictions which were contingent upon our IPO. Adjusted operating earnings (loss) per common share, weighted average common shares outstanding – adjusted operating and adjusted book value per common share should not be used as a substitute for basic earnings (loss) per share – Class A common shares, basic weighted average common shares outstanding – Class A or book value per common share. However, we believe the adjustments to the shares and equity are significant to gaining an understanding of our overall results of operations and financial condition.

Adjusted debt to capital ratio is a non-GAAP measure used to evaluate our capital structure excluding the impacts of AOCI and the cumulative change in fair value of funds withheld and modco reinsurance assets, net of DAC, DSI, rider reserve and tax offsets. Adjusted debt to capital ratio is calculated as total debt divided by adjusted AHL shareholders’ equity. Adjusted debt to capital ratio should not be used as a substitute for the debt to capital ratio. However, we believe the adjustments to total debt and shareholders’ equity are significant to gaining an understanding of our capitalization, debt utilization and debt capacity.

Net investment spread is a key measurement of the profitability of our Retirement Services segment. Net investment spread measures our investment performance less the total cost of our liabilities. Net investment earned rate is a key measure of our investment performance, while cost of funds is a key measure of the cost of our policyholder benefits and liabilities. Investment margin on our deferred annuities measures our investment performance less the cost of crediting for our deferred annuities, which make up a significant portion of our net reserve liabilities.

•

Net investment earned rate is a non-GAAP measure we use to evaluate the performance of our net invested assets that does not correspond to GAAP net investment income. Net investment earned rate is computed as the income from our net invested assets divided by the average net invested assets, excluding the impacts of our investment in Apollo, for the relevant period. To enhance the ability to analyze these measures across periods, interim periods are annualized. The adjustments to arrive at our net investment earned rate add (a) alternative investment gains and losses, (b) gains and losses related to trading securities for CLOs, (c) net VIE impacts (revenues, expenses and noncontrolling interest), (d) forward points gains and losses on foreign exchange derivative hedges and (e) the change in fair value of reinsurance assets, and removes the proportionate share of the ACRA net investment income associated with the ACRA noncontrolling interest as well as the gain or loss on our investment in Apollo. We include the income and assets supporting our change in fair value of reinsurance assets by evaluating the underlying investments of the funds withheld at interest receivables and we include the net investment income from those underlying investments which does not correspond to the GAAP presentation of change in fair value of reinsurance assets. We exclude the income and assets supporting business that we have exited through ceded reinsurance including funds withheld agreements. We believe the adjustments for reinsurance provide a net investment earned rate on the assets for which we have economic exposure.

•

Cost of funds includes liability costs related to cost of crediting on both deferred annuities and institutional products as well as other liability costs, but does not include the proportionate share of the ACRA cost of funds associated with the noncontrolling interest. Cost of funds is computed as the total liability costs divided by the average net invested assets, excluding our investment in Apollo, for the relevant period. To enhance the ability to analyze these measures across periods, interim periods are annualized.

◦

institutional products divided by the average net invested assets, excluding the investment in Apollo, for the relevant periods. Cost of crediting on deferred annuities is computed as the net interest credited on fixed strategies and option costs on indexed annuity strategies divided by the average net account value of our deferred annuities. Cost of crediting on institutional products is computed as the PRT and funding agreement costs divided by the average net institutional reserve liabilities. Our average net invested assets, excluding our investment in Apollo, net account values and net institutional reserve liabilities are averaged over the number of quarters in the relevant period to obtain our associated cost of crediting for such period. To enhance the ability to analyze these measures across periods, interim periods are annualized.

◦

Other liability costs include DAC, DSI and VOBA amortization, change in rider reserves, the cost of liabilities on products other than deferred annuities and institutional products, excise taxes, premiums, product charges and other revenues. We believe a measure like other liability costs is useful in analyzing the trends of our core business operations and profitability. While we believe other liability costs is a meaningful financial metric and enhances our understanding of the underlying profitability drivers of our business, it should not be used as a substitute for total benefits and expenses presented under GAAP.

Net investment earned rate, cost of funds, net investment spread and investment margin on deferred annuities are non-GAAP measures we use to evaluate the profitability of our business. We believe these metrics are useful in analyzing the trends of our business operations, profitability and pricing discipline. While we believe each of these metrics are meaningful financial metrics and enhance our understanding of the underlying profitability drivers of our business, they should not be used as a substitute for net investment income, interest sensitive contract benefits or total benefits and expenses presented under GAAP.

Operating expenses excludes integration, restructuring and other non-operating expenses, stock compensation expense, interest expense and policy acquisition expenses. We believe a measure like operating expenses is useful in analyzing the trends of our core business operations and profitability. While we believe operating expenses is a meaningful financial metric and enhances our understanding of the underlying profitability drivers of our business, it should not be used as a substitute for policy and other operating expenses presented under GAAP.

In managing our business, we analyze net invested assets, which does not correspond to total investments, including investments in related parties, as disclosed in our consolidated financial statements and notes thereto. Net invested assets represents the investments that directly back our net reserve liabilities as well as surplus assets. Net invested assets, excluding our investment in Apollo, is used in the computation of net investment earned rate, which allows us to analyze the profitability of our investment portfolio. Net invested assets includes (a) total investments on the consolidated balance sheets with AFS securities at cost or amortized cost, excluding derivatives, (b) cash and cash equivalents and restricted cash, (c) investments in related parties, (d) accrued investment income, (e) VIE assets, liabilities and noncontrolling interest adjustments, (f) net investment payables and receivables, (g) policy loans ceded (which offset the direct policy loans in total investments) and (h) an allowance for credit losses. Net invested assets also excludes assets associated with funds withheld liabilities related to business exited through reinsurance agreements and derivative collateral (offsetting the related cash positions). We include the underlying investments supporting our assumed funds withheld and modco agreements in our net invested assets calculation in order to match the assets with the income received. We believe the adjustments for reinsurance provide a view of the assets for which we have economic exposure. Net invested assets includes our proportionate share of ACRA investments, based on our economic ownership, but does not include the proportionate share of investments associated with the noncontrolling interest. Net invested assets also includes our investment in Apollo. Our net invested assets, excluding our investment in Apollo, are averaged over the number of quarters in the relevant period to compute our net investment earned rate for such period. While we believe net invested assets is a meaningful financial metric and enhances our understanding of the underlying drivers of our investment portfolio, it should not be used as a substitute for total investments, including related parties, presented under GAAP.

Sales statistics do not correspond to revenues under GAAP but are used as relevant measures to understand our business performance as it relates to deposits generated during a specific period of time. Our sales statistics include deposits for fixed rate annuities and FIAs and align with the LIMRA definition of all money paid into an individual annuity, including money paid into new contracts with initial purchase occurring in the specified period and existing contracts with initial purchase occurring prior to the specified period (excluding internal transfers). While we believe sales is a meaningful metric and enhances our understanding of our business performance, it should not be used as a substitute for premiums presented under GAAP.

Safe Harbor for Forward-Looking Statements

This press release contains, and certain oral statements made by Athene's representatives from time to time may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are subject to risks and uncertainties that could cause actual results, events and developments to differ materially from those set forth in, or implied by, such statements. These statements are based on the beliefs and assumptions of Athene's management and the management of Athene's subsidiaries. Generally, forward-looking statements include actions, events, results, strategies and expectations and are often identifiable by use of the words “believes,” “expects,” “intends,” “anticipates,” “plans,” “seeks,” “estimates,” “projects,” “may,” “will,” “could,” “might,” or “continues” or similar expressions. Forward-looking statements within this press release include, but are not limited to, statements regarding the future outcome of Athene's capital allocation determinations and future financial performance. Factors that could cause actual results, events and developments to differ include, without limitation: the accuracy of Athene's assumptions and estimates; Athene's ability to maintain or improve financial strength ratings; Athene's ability to manage its business in a highly regulated industry; regulatory changes or actions; the impact of Athene's reinsurers failing to meet their assumed obligations; the impact of interest rate fluctuations; changes in the federal income tax laws and regulations; the accuracy of Athene's interpretation of the Tax Cuts and Jobs Act; litigation (including class action litigation), enforcement investigations or regulatory scrutiny; the performance of third parties; the loss of key personnel; telecommunication, information technology and other operational systems failures; the continued availability of capital; new accounting rules or changes to existing accounting rules; general economic conditions; Athene's ability to protect its intellectual property; the ability to maintain or obtain approval of the Delaware Department of Insurance, the Iowa Insurance Division and other regulatory authorities as required for Athene's operations; and other factors discussed from time to time in Athene's filings with the SEC, including its annual report on Form 10-K for the year ended December 31, 2019, its quarterly report on Form 10-Q for the quarterly period ended March 31, 2020 and its other SEC filings, which can be found at the SEC’s website www.sec.gov.

All forward-looking statements described herein are qualified by these cautionary statements and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized. Athene does not undertake any obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.

# # #

Athene Holding Ltd.

Condensed Consolidated Balance Sheets (unaudited, in millions)



	December 31,		June 30,
	2019		2020
Assets
Investments
Available-for-sale securities, at fair value	$	71,374	$	74,735
Trading securities, at fair value	2,070		2,075
Equity securities, at fair value	247		237
Mortgage loans, net of allowances	14,306		15,203
Investment funds	750		682
Policy loans	417		393
Funds withheld at interest	15,181		42,269
Derivative assets	2,888		2,379
Short-term investments	596		364
Other investments	158		359
Total investments	107,987		138,696
Cash and cash equivalents	4,240		6,240
Restricted cash	402		1,281
Investments in related parties
Available-for-sale securities, at fair value	3,804		4,070
Trading securities, at fair value	785		872
Equity securities, at fair value	64		52
Mortgage loans, net of allowances	653		626
Investment funds	3,550		5,278
Funds withheld at interest	13,220		12,971
Other investments, net of allowances	487		474
Accrued investment income	807		836
Reinsurance recoverable	4,863		5,310
Deferred acquisition costs, deferred sales inducements and value of business acquired	5,008		5,468
Other assets	1,005		1,067
Total assets	$	146,875	$	183,241

(Continued)

Condensed Consolidated Balance Sheets (unaudited, in millions)



	December 31,		June 30,
	2019		2020
Liabilities
Interest sensitive contract liabilities	$	102,745	$	135,537
Future policy benefits	23,330		24,596
Other policy claims and benefits	138		124
Dividends payable to policyholders	113		112
Short-term debt	475		—
Long-term debt	992		1,486
Derivative liabilities	97		118
Payables for collateral on derivatives and securities to repurchase	3,255		3,716
Funds withheld liability	408		427
Other liabilities	1,181		1,486
Total liabilities	132,734		167,602

Equity
Preferred stock	—		—
Common stock	—		—
Additional paid-in capital	4,171		6,090
Retained earnings	6,939		6,437
Accumulated other comprehensive income	2,281		2,184
Total Athene Holding Ltd. shareholders’ equity	13,391		14,711
Noncontrolling interests	750		928
Total equity	14,141		15,639
Total liabilities and equity	$	146,875	$	183,241

(Concluded)

Condensed Consolidated Statements of Income (unaudited, in millions)



	Three months ended
	June 30,
	2019		2020
Revenue
Premiums	$	787	$	355
Product charges	132		141
Net investment income	1,182		1,336
Investment related gains	1,313		2,548
Other revenues	9		18
Total revenues	3,423		4,398
Benefits and Expenses
Interest sensitive contract benefits	1,094		2,076
Amortization of DSI	13		(21		)
Future policy and other policy benefits	1,111		674
Amortization of DAC and VOBA	261		361
Dividends to policyholders	9		9
Policy and other operating expenses	185		218
Total benefits and expenses	2,673		3,317
Income before income taxes	750		1,081
Income tax expense	30		150
Net income	720		931
Less: Net income attributable to noncontrolling interests	—		88
Net income attributable to Athene Holding Ltd. shareholders	720		843
Less: Preferred stock dividends	—		19
Net income available to Athene Holding Ltd. common shareholders	$	720	$	824

Non-GAAP Measure Reconciliations

The reconciliation of net income available to Athene Holding Ltd. common shareholders to adjusted operating income available to common shareholders excluding notable items is as follows:



	Three months ended
	June 30,
(In millions)	2019			2020
Net income available to Athene Holding Ltd. common shareholders	$	720		$	824
Less: Total non-operating adjustments	350			334
Adjusted operating income available to common shareholders	370			490
Notable items	—			(20		)
Adjusted operating income available to common shareholders excluding notable items	$	370		$	470

Retirement Services adjusted operating income available to common shareholders	$	376		$	208
Rider reserve and DAC equity market performance	—			(22		)
Tax impact of notable items	—			2
Retirement Services notable items	—			(20		)
Retirement Services adjusted operating income available to common shareholders excluding notable items	376			188

Corporate and Other adjusted operating income (loss) available to common shareholders	(6		)	282
Consolidated adjusted operating income available to common shareholders excluding notable items	$	370		$	470

The reconciliation of basic earnings per Class A common share to adjusted operating earnings per common share is as follows:



	Three months ended
	June 30,
	2019			2020
Basic earnings per share – Class A common shares	$	3.76		$	4.25
Non-operating adjustments
Investment gains (losses), net of offsets	2.20			3.93
Change in fair values of derivatives and embedded derivatives – FIAs, net of offsets	(0.30		)	(2.06		)
Integration, restructuring and other non-operating expenses	(0.06		)	(0.04		)
Stock compensation expense	(0.02		)	—
Income tax (expense) benefit – non-operating	0.02			(0.14		)
Less: Total non-operating adjustments	1.84			1.69
Less: Effect of items convertible to or settled in Class A common shares	(0.03		)	0.07
Adjusted operating earnings per common share	$	1.95		$	2.49

The reconciliation of basic weighted average Class A common shares to weighted average common shares outstanding – adjusted operating, is as follows:



	Three months ended
	June 30,
(In millions)	2019	2020
Basic weighted average common shares outstanding – Class A	158.5	193.9
Conversion of Class B common shares to Class A common shares	25.4	—
Conversion of Class M common shares to Class A common shares	5.1	—
Effect of other stock compensation plans	0.4	3.0
Weighted average common shares outstanding – adjusted operating	189.4	196.9

The reconciliation of AHL shareholders’ equity to adjusted AHL common shareholders’ equity included in adjusted book value per common share, adjusted debt to capital ratio, and adjusted operating ROE is as follows:



	June 30,
(In millions)	2019		2020
Total AHL shareholders' equity	$	12,365	$	14,711
Less: Preferred stock	839		1,755
Total AHL common shareholders' equity	11,526		12,956
Less: AOCI	1,760		2,184
Less: Accumulated change in fair value of reinsurance assets	639		615
Total adjusted AHL common shareholders' equity	$	9,127	$	10,157

Retirement Services	$	7,704	$	6,957
Corporate and Other	1,423		3,200
Total adjusted AHL common shareholders' equity	$	9,127	$	10,157

The reconciliation of average AHL shareholders’ equity to average adjusted AHL common shareholders’ equity included in adjusted operating ROE is as follows:



	Three months ended
	June 30,
(In millions)	2019		2020
Average AHL shareholders' equity	$	11,241	$	12,326
Less: Average preferred stock	420		1,464
Less: Average AOCI	1,233		505
Less: Average accumulated change in fair value of reinsurance assets	474		230
Average adjusted AHL common shareholders' equity	$	9,114	$	10,127

Retirement Services	$	7,952	$	7,480
Corporate and Other	1,162		2,647
Average adjusted AHL common shareholders' equity	$	9,114	$	10,127

The reconciliation of basic Class A common shares outstanding to adjusted operating common shares outstanding is as follows:



	June 30,
(In millions)	2019	2020
Class A common shares outstanding	152.6	193.9
Conversion of Class B common shares to Class A common shares	25.4	—
Conversion of Class M common shares to Class A common shares	5.3	—
Effect of other stock compensation plans	1.1	4.7
Adjusted operating common shares outstanding	184.4	198.6

The reconciliation of book value per common share to adjusted book value per common share is as follows:



	June 30,
	2019			2020
Book value per common share	$	66.69		$	75.87
Preferred stock	(4.53		)	(9.05		)
AOCI	(9.49		)	(11.26		)
Accumulated change in fair value of reinsurance assets	(3.45		)	(3.17		)
Effect of items convertible to or settled in Class A common shares	0.28			(1.24		)
Adjusted book value per common share	$	49.50		$	51.15

The reconciliation of debt to capital ratio to adjusted debt to capital ratio is as follows:



	June 30,
(In millions, except percentages)	2019			2020
Total debt	$	991		$	1,486
Total AHL shareholders' equity	12,365			14,711
Total capitalization	13,356			16,197
Less: AOCI	1,760			2,184
Less: Accumulated change in fair value of reinsurance assets	639			615
Total adjusted capitalization	$	10,957		$	13,398

Debt to capital ratio	7.4		%	9.2		%
AOCI	1.2		%	1.5		%
Accumulated change in fair value of reinsurance assets	0.4		%	0.4		%
Adjusted debt to capital ratio	9.0		%	11.1		%

The reconciliation of net investment income to net investment earnings and earned rate is as follows:



	Three months ended
	June 30,
	2019					2020
(In millions)	Dollar			Rate		Dollar			Rate
GAAP net investment income	$	1,182		4.10	%	$	1,336		4.22	%
Change in fair value of reinsurance assets	161			0.56	%	218			0.69	%
Alternative income gain (loss)	12			0.04	%	56			0.18	%
ACRA noncontrolling interest	—			—	%	(81		)	(0.26	)%
Apollo investment (income) loss	—			—	%	(481		)	(1.52	)%
Held for trading amortization and other	(10		)	(0.03	)%	(8		)	(0.02	)%
Total adjustments to arrive at net investment earnings/earned rate	163			0.57	%	(296		)	(0.93	)%
Total net investment earnings/earned rate	$	1,345		4.67	%	$	1,040		3.29	%

Retirement Services	$	1,321		4.63	%	$	1,075		3.44	%
Corporate and Other	24			8.39	%	(35		)	(8.91	)%
Total net investment earnings/earned rate	$	1,345		4.67	%	$	1,040		3.29	%

Retirement Services	$	114,059				$	124,943
Corporate and Other ex. Apollo investment	1,162					1,567
Consolidated average net invested assets ex. Apollo investment	$	115,221				$	126,510

The reconciliation of interest sensitive contract benefits to Retirement Services' cost of crediting, and the respective rates, is as follows:



	Three months ended
	June 30,
	2019					2020
(In millions)	Dollar			Rate		Dollar			Rate
GAAP interest sensitive contract benefits	$	1,094		3.84	%	$	2,076		6.65	%
Interest credited other than deferred annuities and institutional products	50			0.18	%	75			0.24	%
FIA option costs	280			0.98	%	271			0.86	%
Product charges (strategy fees)	(29		)	(0.10	)%	(34		)	(0.11	)%
Reinsurance embedded derivative impacts	14			0.05	%	15			0.05	%
Change in fair values of embedded derivatives – FIAs	(868		)	(3.05	)%	(1,734		)	(5.55	)%
Negative VOBA amortization	7			0.02	%	5			0.02	%
ACRA noncontrolling interest	—			—	%	(113		)	(0.37	)%
Other changes in interest sensitive contract liabilities	(1		)	—	%	(1		)	—	%
Total adjustments to arrive at cost of crediting	(547		)	(1.92	)%	(1,516		)	(4.86	)%
Retirement Services cost of crediting	$	547		1.92	%	$	560		1.79	%

Retirement Services cost of crediting on deferred annuities	$	448		1.98	%	$	451		1.94	%
Retirement Services cost of crediting on institutional products	99			3.76	%	109			2.87	%
Retirement Services cost of crediting	$	547		1.92	%	$	560		1.79	%

Retirement Services average net invested assets	$	114,059				$	124,943
Average net account value on deferred annuities	90,675					92,814
Average institutional net reserve liabilities	10,470					15,233

The reconciliation of benefits and expenses to other liability costs is as follows:



	Three months ended
	June 30,
(In millions)	2019			2020
GAAP benefits and expenses	$	2,673		$	3,317
Premiums	(787		)	(355		)
Product charges	(132		)	(141		)
Other revenues	(9		)	(18		)
Cost of crediting	(253		)	(275		)
Change in fair value of embedded derivatives – FIA, net of offsets	(817		)	(1,445		)
DAC, DSI and VOBA amortization related to investment gains and losses	(181		)	(323		)
Rider reserves	(24		)	(46		)
Policy and other operating expenses, excluding policy acquisition expenses	(117		)	(145		)
AmerUs closed block fair value liability	(59		)	(100		)
ACRA noncontrolling interest	—			(241		)
Other	1			(13		)
Total adjustments to arrive at other liability costs	(2,378		)	(3,102		)
Other liability costs	$	295		$	215

Retirement Services	$	295		$	215
Corporate and Other	—			—
Consolidated other liability costs	$	295		$	215

The reconciliation of policy and other expenses to operating expenses is as follows:



	Three months ended
	June 30,
(In millions)	2019			2020
Policy and other operating expenses	$	185		$	218
Interest expense	(15		)	(29		)
Policy acquisition expenses, net of deferrals	(69		)	(73		)
Integration, restructuring and other non-operating expenses	(11		)	(9		)
Stock compensation expenses	(3		)	—
ACRA noncontrolling interest	—			(19		)
Total adjustments to arrive at operating expenses	(98		)	(130		)
Operating expenses	$	87		$	88

Retirement Services	$	68		$	71
Corporate and Other	19			17
Consolidated operating expenses	$	87		$	88

The reconciliation of total investments, including related parties, to net invested assets is as follows:



	June 30,
(In millions)	2019			2020
Total investments, including related parties	$	120,106		$	163,039
Derivative assets	(2,299		)	(2,379		)
Cash and cash equivalents (including restricted cash)	5,238			7,521
Accrued investment income	758			836
Payables for collateral on derivatives	(2,183		)	(2,117		)
Reinsurance funds withheld and modified coinsurance	(1,236		)	(203		)
VIE and VOE assets, liabilities and noncontrolling interest	656			(18		)
Unrealized (gains) losses	(3,084		)	(3,782		)
Ceded policy loans	(280		)	(225		)
Net investment receivables (payables)	(1,005		)	(1,281		)
Allowance for credit losses	—			574
Total adjustments to arrive at gross invested assets	(3,435		)	(1,074		)
Gross invested assets	116,671			161,965
ACRA noncontrolling interest	—			(24,696		)
Net invested assets	$	116,671		$	137,269



Table of Contents
FINANCIAL RESULTS
Financial Highlights	3
Condensed Consolidated Statements of Income (GAAP view)	4
Segment Results of Operations (Management view)	5
Reconciliation of Earnings Measures	6
Retirement Services Segment Highlights	7
Condensed Consolidated Balance Sheets	8

ASSETS
Investments (GAAP view)	10
Net Invested Assets (Management view)	11
Investment Funds (GAAP view)	12
Net Alternative Investments (Management view)	13
Funds Withheld at Interest (GAAP view)	14
Segment Net Investment Earned Rates (NIER)	15
NIERs by Asset Class & Apollo Investment	16
Credit Quality of Securities & Net Invested Assets	17

LIABILITIES
Net Reserve Liabilities & Rollforwards	20
Deferred Annuity Liability Characteristics	22

CAPITAL
Capitalization & Regulatory Capital Ratios	23
Financial Strength, Credit Ratings & Share Data	24

ADDITIONAL INFORMATION
Notes to the Financial Supplement	25
Non-GAAP Reconciliations	27



Financial Highlights Unaudited (in millions, except percentages and per share data)
	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
SELECTED INCOME STATEMENT DATA
Net income (loss) available to AHL common shareholders	$	720		$	276		$	432		$	(1,065	)	$	824		NM		14	%	$	1,428		$	(241	)	NM
Adjusted operating income (loss) available to common shareholders	370			243			389			(108		)	490			NM		32	%	657			382			(42	)%
Adjusted operating income available to common shareholders excluding notables and AOG	370			305			346			174			98			(44	)%	(74	)%	657			274			(58	)%
FINANCIAL RATIOS
Return on assets (ROA)	2.12		%	0.78		%	1.19		%	(2.95		)%	2.03		%	NM		(9)bps		2.16		%	(0.31		)%	NM
Adjusted operating ROA	1.28		%	0.82		%	1.34		%	(0.36		)%	1.54		%	NM		26bps		1.15		%	0.62		%	(53)bps
Adjusted operating ROA, excluding notables and AOG	1.28		%	1.03		%	1.19		%	0.59		%	0.31		%	(28)bps		(97)bps		1.15		%	0.45		%	(70)bps
Net investment spread – Retirement Services	1.68		%	1.13		%	1.84		%	1.03		%	0.96		%	(7)bps		(72)bps		1.52		%	1.00		%	(52)bps
Return on equity (ROE)	25.6		%	8.5		%	12.8		%	(36.5		)%	26.8		%	NM		120bps		27.7		%	(3.4		)%	NM
Adjusted operating ROE	16.2		%	10.6		%	16.7		%	(4.4		)%	19.4		%	NM		NM		14.6		%	7.8		%	NM
Adjusted operating ROE, excluding notables and AOG	16.2		%	13.3		%	14.9		%	7.6		%	4.5		%	NM		NM		14.6		%	6.1		%	NM
Adjusted operating ROE – Retirement Services	18.9		%	13.5		%	21.6		%	10.6		%	11.1		%	50bps		NM		17.1		%	11.4		%	NM
EARNINGS AND BOOK VALUE PER COMMON SHARE
Earnings (loss) per common share – basic class A	$	3.76		$	1.50		$	2.43		$	(5.81	)	$	4.25		NM		13	%	$	7.43		$	(0.64	)	NM
Earnings (loss) per common share – diluted class A¹	3.75			1.50			2.42			(5.81		)	4.19			NM		12	%	7.41			(0.64		)	NM
Adjusted operating earnings (loss) per common share²	1.95			1.34			2.21			(0.60		)	2.49			NM		28	%	3.45			2.01			(42	)%
Adjusted operating earnings per common share excluding notables and AOG	1.95			1.67			1.97			1.00			0.58			(42	)%	(70	)%	3.45			1.60			(54	)%
Book value per common share	66.69			74.20			76.21			51.28			75.87			48	%	14	%	66.69			75.87			14	%
Adjusted book value per common share²	49.50			50.74			54.02			51.07			51.15			—	%	3	%	49.50			51.15			3	%
SELECTED BALANCE SHEET DATA
Total assets	$	138,980		$	144,202		$	146,875		$	142,179		$	183,241		29	%	32	%	$	138,980		$	183,241		32	%
Gross invested assets	116,671			121,140			124,563			128,263			161,965			26	%	39	%	116,671			161,965			39	%
Invested assets – ACRA noncontrolling interests	—			—			(7,077		)	(7,063		)	(24,696		)	NM		NM		—			(24,696		)	NM
Net invested assets	116,671			121,140			117,486			121,200			137,269			13	%	18	%	116,671			137,269			18	%
Total liabilities	126,615			130,657			132,734			131,649			167,602			27	%	32	%	126,615			167,602			32	%
Net reserve liabilities	114,680			118,825			114,652			114,273			131,333			15	%	15	%	114,680			131,333			15	%
Debt	991			992			1,467			1,386			1,486			7	%	50	%	991			1,486			50	%
Total AHL shareholders’ equity	12,365			13,545			13,391			9,940			14,711			48	%	19	%	12,365			14,711			19	%
Adjusted AHL common shareholders’ equity	9,127			9,204			9,445			10,097			10,157			1	%	11	%	9,127			10,157			11	%
DEPOSITS
Retail	$	1,909		$	1,921		$	1,136		$	1,246		$	1,791		44	%	(6	)%	$	3,725		$	3,037		(18	)%
Flow reinsurance	1,125			609			1,196			861			2,265			163	%	101	%	2,145			3,126			46	%
Funding agreements³	299			503			499			823			2,636			220	%	NM		299			3,459			NM
Pension risk transfer	706			2,604			809			1,017			229			(77	)%	(68	)%	2,629			1,246			(53	)%
Gross organic deposits	4,039			5,637			3,640			3,947			6,921			75	%	71	%	8,798			10,868			24	%
Gross inorganic deposits	—			—			—			—			28,792			NM		NM		—			28,792			NM
Gross deposits	4,039			5,637			3,640			3,947			35,713			NM		NM		8,798			39,660			NM
Deposits attributable to ACRA noncontrolling interest⁴	—			—			(544		)	—			(18,268		)	NM		NM		—			(18,268		)	NM
Net deposits	$	4,039		$	5,637		$	3,096		$	3,947		$	17,445		NM		NM		$	8,798		$	21,392		143	%

Note: “NM” represents changes that are not meaningful. Please refer to Notes to the Financial Supplement section and the Non-GAAP Measure Reconciliations for discussion of non-GAAP metrics. 1 Diluted earnings per common share on a GAAP basis for Class A common shares, including diluted Class A weighted average common shares outstanding, includes the dilutive impacts, if any, of Class B common shares, Class M common shares and any other stock-based awards. 2 Represents Class A common shares outstanding or weighted average common shares outstanding assuming conversion or settlement of all outstanding items that are able to be converted to or settled in Class A common shares, including the impacts of Class B common shares, Class M common shares and any other stock-based awards, but excluding any awards for which the exercise or conversion price exceeds the market value of our Class A common shares on the applicable measurement date. 3 Funding agreements are comprised of our funding agreement backed note program, Federal Home Loan Bank secured funding agreements and long-term repurchase agreements. 4 Deposits attributable to ACRA noncontrolling interest in 4Q’19 were related to pension risk transfer activity. ACRA noncontrolling interest reserve liabilities at inception on October 1, 2019 were $6.1 billion.



Condensed Consolidated Statements of Income (GAAP view) Unaudited (in millions, except percentages)
	Quarterly Trends													Δ				Year-to-Date					Δ
	2Q’19		3Q’19			4Q’19		1Q’20			2Q’20			Q/Q		Y/Y		2019		2020			Y/Y
REVENUE
Premiums	$	787	$	2,688		$	907	$	1,140		$	355		(69	)%	(55	)%	$	2,787	$	1,495		(46	)%
Product charges	132		135			132		140			141			1	%	7	%	257		281			9	%
Net investment income	1,182		1,090			1,242		745			1,336			79	%	13	%	2,264		2,081			(8	)%
Investment related gains (losses)	1,313		665			965		(3,572		)	2,548			NM		94	%	3,089		(1,024		)	NM
Other revenues	9		6			10		(2		)	18			NM		100	%	21		16			(24	)%
Total revenues	$	3,423	$	4,584		$	3,256	$	(1,549	)	$	4,398		NM		28	%	$	8,418	$	2,849		(66	)%

BENEFITS AND EXPENSES
Interest sensitive contract benefits	$	1,094	$	801		$	1,146	$	(1,319	)	$	2,076		NM		90	%	$	2,610	$	757		(71	)%
Amortization of deferred sales inducements	13		20			36		10			(21		)	NM		NM		18		(11		)	NM
Future policy and other policy benefits	1,111		2,955			1,192		1,356			674			(50	)%	(39	)%	3,440		2,030			(41	)%
Amortization of deferred acquisition costs and value of business acquired	261		323			143		(413		)	361			NM		38	%	492		(52		)	NM
Dividends to policyholders	9		12			6		11			9			(18	)%	—	%	18		20			11	%
Policy and other operating expenses	185		194			200		188			218			16	%	18	%	350		406			16	%
Total benefits and expenses	2,673		4,305			2,723		(167		)	3,317			NM		24	%	6,928		3,150			(55	)%
Income (loss) before income taxes	750		279			533		(1,382		)	1,081			NM		44	%	1,490		(301		)	NM
Income tax expense (benefit)	30		(14		)	69		(166		)	150			NM		NM		62		(16		)	NM
Net income (loss)	720		293			464		(1,216		)	931			NM		29	%	1,428		(285		)	NM
Less: Net income (loss) attributable to noncontrolling interests	—		—			13		(169		)	88			NM		NM		—		(81		)	NM
Net income (loss) attributable to Athene Holding Ltd. shareholders	720		293			451		(1,047		)	843			NM		17	%	1,428		(204		)	NM
Less: Preferred stock dividends	—		17			19		18			19			6	%	NM		—		37			NM
Net income (loss) available to Athene Holding Ltd. common shareholders	$	720	$	276		$	432	$	(1,065	)	$	824		NM		14	%	$	1,428	$	(241	)	NM



Segment Results of Operations (Management view) Unaudited (in millions, except percentages and per share data)
	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
CONSOLIDATED
Fixed income and other investment income	$	1,175		$	1,168		$	1,185		$	1,188		$	1,140		(4	)%	(3	)%	$	2,329		$	2,328		—	%
Alternative investment income (loss)	170			124			154			(37		)	(100		)	NM		NM		219			(137		)	NM
Net investment earnings	1,345			1,292			1,339			1,151			1,040			(10	)%	(23	)%	2,548			2,191			(14	)%
Cost of crediting	(547		)	(576		)	(521		)	(540		)	(560		)	(4	)%	(2	)%	(1,082		)	(1,100		)	(2	)%
Other liability costs¹	(295		)	(358		)	(259		)	(342		)	(215		)	37	%	27	%	(555		)	(557		)	—	%
Cost of funds	(842		)	(934		)	(780		)	(882		)	(775		)	12	%	8	%	(1,637		)	(1,657		)	(1	)%
Operating expenses	(87		)	(79		)	(86		)	(79		)	(88		)	(11	)%	(1	)%	(169		)	(167		)	1	%
Interest expense	(12		)	(12		)	(17		)	(19		)	(28		)	(47	)%	NM		(25		)	(47		)	(88	)%
Management fees from ACRA	—			—			2			2			3			50	%	NM		—			5			NM
Pre-tax adjusted operating income	404			267			458			173			152			(12	)%	(62	)%	717			325			(55	)%
Income tax expense – operating²	(34		)	(7		)	(50		)	(24		)	(15		)	38	%	56	%	(60		)	(39		)	35	%
Adjusted operating income	370			260			408			149			137			(8	)%	(63	)%	657			286			(56	)%
Preferred stock dividends	—			(17		)	(19		)	(18		)	(19		)	(6	)%	NM		—			(37		)	NM
Adjusted operating income available to common shareholders excluding Apollo	370			243			389			131			118			(10	)%	(68	)%	657			249			(62	)%
Change in fair value of Apollo investment, net of tax³	—			—			—			(239		)	372			NM		NM		—			133			NM
Adjusted operating income (loss) available to common shareholders	$	370		$	243		$	389		$	(108	)	$	490		NM		32	%	$	657		$	382		(42	)%

Adjusted operating earnings (loss) per common share	$	1.95		$	1.34		$	2.21		$	(0.60	)	$	2.49		NM		28	%	$	3.45		$	2.01		(42	)%

RETIREMENT SERVICES
Fixed income and other investment income	$	1,170		$	1,159		$	1,172		$	1,177		$	1,132		(4	)%	(3	)%	$	2,321		$	2,309		(1	)%
Alternative investment income (loss)	151			105			134			7			(57		)	NM		NM		171			(50		)	NM
Net investment earnings	1,321			1,264			1,306			1,184			1,075			(9	)%	(19	)%	2,492			2,259			(9	)%
Cost of crediting	(547		)	(576		)	(521		)	(540		)	(560		)	(4	)%	(2	)%	(1,082		)	(1,100		)	(2	)%
Other liability costs¹	(295		)	(358		)	(259		)	(342		)	(215		)	37	%	27	%	(555		)	(557		)	—	%
Cost of funds	(842		)	(934		)	(780		)	(882		)	(775		)	12	%	8	%	(1,637		)	(1,657		)	(1	)%
Operating expenses	(68		)	(67		)	(69		)	(68		)	(71		)	(4	)%	(4	)%	(130		)	(139		)	(7	)%
Interest expense	(1		)	—			(5		)	(8		)	(9		)	(13	)%	NM		(3		)	(17		)	NM
Management fees from ACRA	—			—			2			2			3			50	%	NM		—			5			NM
Pre-tax adjusted operating income	410			263			454			228			223			(2	)%	(46	)%	722			451			(38	)%
Income tax expense – operating	(34		)	(7		)	(50		)	(24		)	(15		)	38	%	56	%	(60		)	(39		)	35	%
Adjusted operating income available to common shareholders	$	376		$	256		$	404		$	204		$	208		2	%	(45	)%	$	662		$	412		(38	)%

CORPORATE & OTHER
Fixed income and other investment income	$	5		$	9		$	13		$	11		$	8		(27	)%	60	%	$	8		$	19		138	%
Alternative investment income (loss)	19			19			20			(44		)	(43		)	2	%	NM		48			(87		)	NM
Net investment earnings (loss)	24			28			33			(33		)	(35		)	(6	)%	NM		56			(68		)	NM
Operating expenses	(19		)	(12		)	(17		)	(11		)	(17		)	(55	)%	11	%	(39		)	(28		)	28	%
Interest expense	(11		)	(12		)	(12		)	(11		)	(19		)	(73	)%	(73	)%	(22		)	(30		)	(36	)%
Adjusted operating income (loss)	(6		)	4			4			(55		)	(71		)	(29	)%	NM		(5		)	(126		)	NM
Preferred stock dividends	—			(17		)	(19		)	(18		)	(19		)	(6	)%	NM		—			(37		)	NM
Adjusted operating loss available to common shareholders excluding Apollo	(6		)	(13		)	(15		)	(73		)	(90		)	(23	)%	NM		(5		)	(163		)	NM
Change in fair value of Apollo investment, net of tax³	—			—			—			(239		)	372			NM		NM		—			133			NM
Adjusted operating income (loss) available to common shareholders	$	(6	)	$	(13	)	$	(15	)	$	(312	)	$	282		NM		NM		$	(5	)	$	(30	)	NM

Note: Please refer to Notes to the Financial Supplement section and the Non-GAAP Measure Reconciliations for discussion on adjusted operating income available to common shareholders and adjusted operating earnings per common share. 1 Other liability costs primarily includes DAC, DSI and VOBA amortization and rider reserve changes for all products, the cost of liabilities on products other than deferred annuities and institutional costs including offsets for premiums, product charges and other revenues. 2 Income tax expense - operating excludes the income tax expense/benefit on the earnings from our investment in Apollo. 3 Change in fair value of Apollo investment, net of tax, including both the change in our investment in Apollo and the tax expense or benefit associated with the income or loss.



Reconciliation of Earnings Measures Unaudited (in millions, except percentages and per share data)
	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
RECONCILIATION OF NET INCOME (LOSS) AVAILABLE TO ATHENE HOLDING LTD. COMMON SHAREHOLDERS TO ADJUSTED OPERATING INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS
Net income (loss) available to Athene Holding Ltd. common shareholders	$	720		$	276		$	432		$	(1,065	)	$	824		NM		14	%	$	1,428		$	(241	)	NM
Non-operating adjustments
Realized gains (losses) on sale of AFS securities	41			46			26			12			(11		)	NM		NM		53			1			(98	)%
Unrealized, allowances and other investment gains (losses)	10			(31		)	(12		)	(369		)	52			NM		NM		39			(317		)	NM
Change in fair value of reinsurance assets	570			314			(89		)	(1,277		)	1,113			NM		95	%	1,186			(164		)	NM
Offsets to investment gains (losses)	(204		)	(163		)	28			495			(379		)	NM		(86	)%	(403		)	116			NM
Investment gains (losses), net of offsets	417			166			(47		)	(1,139		)	775			NM		86	%	875			(364		)	NM
Change in fair values of derivatives and embedded derivatives – FIAs, net of offsets	(57		)	(117		)	136			65			(405		)	NM		NM		(84		)	(340		)	NM
Integration, restructuring and other non-operating expenses	(11		)	(34		)	(24		)	(4		)	(9		)	NM		18	%	(12		)	(13		)	(8	)%
Stock compensation expense	(3		)	(3		)	(3		)	(10		)	—			NM		NM		(6		)	(10		)	(67	)%
Income tax (expense) benefit – non-operating	4			21			(19		)	131			(27		)	NM		NM		(2		)	104			NM
Less: Total non-operating adjustments	350			33			43			(957		)	334			NM		(5	)%	771			(623		)	NM
Adjusted operating income (loss) available to common shareholders	$	370		$	243		$	389		$	(108	)	$	490		NM		32	%	$	657		$	382		(42	)%

RECONCILIATION OF BASIC EARNINGS (LOSS) PER CLASS A COMMON SHARES TO ADJUSTED OPERATING EARNINGS (LOSS) PER COMMON SHARE
Basic earnings (loss) per share – Class A common shares	$	3.76		$	1.50		$	2.43		$	(5.81	)	$	4.25		NM		13	%	$	7.43		$	(0.64	)	NM
Non-operating adjustments
Realized gains (losses) on sale of AFS securities	0.21			0.25			0.15			0.07			(0.06		)	NM		NM		0.28			—			NM
Unrealized, allowances and other investment gains (losses)	0.05			(0.17		)	(0.07		)	(2.03		)	0.26			NM		NM		0.21			(1.67		)	NM
Change in fair value of reinsurance assets	3.01			1.72			(0.50		)	(7.04		)	5.66			NM		88	%	6.24			(0.86		)	NM
Offsets to investment gains (losses)	(1.07		)	(0.89		)	0.16			2.73			(1.93		)	NM		(80	)%	(2.12		)	0.61			NM
Investment gains (losses), net of offsets	2.20			0.91			(0.26		)	(6.27		)	3.93			NM		79	%	4.61			(1.92		)	NM
Change in fair values of derivatives and embedded derivatives – FIAs, net of offsets	(0.30		)	(0.65		)	0.77			0.36			(2.06		)	NM		NM		(0.44		)	(1.79		)	NM
Integration, restructuring and other non-operating expenses	(0.06		)	(0.18		)	(0.13		)	(0.03		)	(0.04		)	(33	)%	33	%	(0.06		)	(0.06		)	—	%
Stock compensation expense	(0.02		)	(0.02		)	(0.02		)	(0.05		)	—			NM		NM		(0.03		)	(0.05		)	(67	)%
Income tax (expense) benefit – non-operating	0.02			0.12			(0.11		)	0.72			(0.14		)	NM		NM		(0.01		)	0.55			NM
Less: Total non-operating adjustments	1.84			0.18			0.25			(5.27		)	1.69			NM		(8	)%	4.07			(3.27		)	NM
Effect of items convertible to or settled in Class A common shares	(0.03		)	(0.02		)	(0.03		)	0.06			0.07			17	%	NM		(0.09		)	0.62			NM
Adjusted operating earnings (loss) per common share	$	1.95		$	1.34		$	2.21		$	(0.60	)	$	2.49		NM		28	%	$	3.45		$	2.01		(42	)%

Note: Please refer to Notes to the Financial Supplement section for discussion on adjusted operating income available to common shareholders.



Retirement Services Segment Highlights Unaudited (in millions, except percentages)
	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
NET INVESTMENT SPREAD – RETIREMENT SERVICES
Net investment earned rate	4.63		%	4.31		%	4.57		%	4.04		%	3.44		%	(60)bps		NM		4.42		%	3.73		%	(69)bps
Cost of crediting	1.92		%	1.96		%	1.83		%	1.84		%	1.79		%	(5)bps		(13)bps		1.92		%	1.81		%	(11)bps
Other liability costs	1.03		%	1.22		%	0.90		%	1.17		%	0.69		%	(48)bps		(34)bps		0.98		%	0.92		%	(6)bps
Cost of funds	2.95		%	3.18		%	2.73		%	3.01		%	2.48		%	(53)bps		(47)bps		2.90		%	2.73		%	(17)bps
Net investment spread	1.68		%	1.13		%	1.84		%	1.03		%	0.96		%	(7)bps		(72)bps		1.52		%	1.00		%	(52)bps

Average net invested assets	$	114,059		$	117,338		$	114,149		$	117,295		$	124,943		7	%	10	%	$	112,711		$	121,213		8	%

COST OF CREDITING – RETIREMENT SERVICES
FIA option costs	$	265		$	265		$	252		$	248		$	252		2	%	(5	)%	$	530		$	500		(6	)%
Fixed interest credited to policyholders	183			188			177			174			199			14	%	9	%	362			373			3	%
Cost of crediting on deferred annuities	448			453			429			422			451			7	%	1	%	892			873			(2	)%
Average account value on deferred annuities	90,675			91,467			87,660			88,119			92,814			5	%	2	%	90,261			90,654			—	%
Cost of crediting on deferred annuities rate	1.98		%	1.98		%	1.95		%	1.91		%	1.94		%	3bps		(4)bps		1.98		%	1.92		%	(6)bps

Cost of crediting on institutional products	$	99		$	123		$	92		$	118		$	109		(8	)%	10	%	$	190		$	227		19	%
Average institutional reserve liabilities	10,470			13,320			12,931			14,250			15,233			7	%	45	%	10,140			14,742			45	%
Cost of crediting on institutional products rate	3.76		%	3.68		%	2.85		%	3.31		%	2.87		%	(44)bps		(89)bps		3.73		%	3.08		%	(65)bps

Cost of crediting	$	547		$	576		$	521		$	540		$	560		4	%	2	%	$	1,082		$	1,100		2	%

OTHER LIABILITY COSTS – RETIREMENT SERVICES
Change in rider reserve	$	138		$	114		$	124		$	183		$	128		(30	)%	(7	)%	$	292		$	311		7	%
DAC, DSI and VOBA amortization	125			226			131			127			84			(34	)%	(33	)%	216			211			(2	)%
Other¹	32			18			4			32			3			(91	)%	(91	)%	47			35			(26	)%
Other liability costs	$	295		$	358		$	259		$	342		$	215		(37	)%	(27	)%	$	555		$	557		—	%

INVESTMENT MARGIN ON DEFERRED ANNUITIES – RETIREMENT SERVICES
Net investment earned rate	4.63		%	4.31		%	4.57		%	4.04		%	3.44		%	(60)bps		NM		4.42		%	3.73		%	(69)bps
Cost of crediting on deferred annuities	1.98		%	1.98		%	1.95		%	1.91		%	1.94		%	3bps		(4)bps		1.98		%	1.92		%	(6)bps
Investment margin on deferred annuities	2.65		%	2.33		%	2.62		%	2.13		%	1.50		%	(63)bps		NM		2.44		%	1.81		%	(63)bps

Note: Please refer to Notes to the Financial Supplement section and the Non-GAAP Reconciliations for discussion on net investment spread, investment margin on deferred annuities, net investment earned rate, cost of crediting on deferred annuities and other liability costs. 1 Other primarily includes payout annuities, policy maintenance costs, reinsurance expense allowances, excise taxes and non-deferred acquisition costs, net of product charges.



Condensed Consolidated Balance Sheets Unaudited (in millions, except percentages)
	December 31, 2019		June 30, 2020		Δ
ASSETS
Investments
Available-for-sale securities, at fair value	$	71,374	$	74,735	5	%
Trading securities, at fair value	2,070		2,075		—	%
Equity securities, at fair value	247		237		(4	)%
Mortgage loans, net of allowances	14,306		15,203		6	%
Investment funds	750		682		(9	)%
Policy loans	417		393		(6	)%
Funds withheld at interest	15,181		42,269		178	%
Derivative assets	2,888		2,379		(18	)%
Short-term investments	596		364		(39	)%
Other investments, net of allowances	158		359		127	%
Total investments	107,987		138,696		28	%
Cash and cash equivalents	4,240		6,240		47	%
Restricted cash	402		1,281		219	%
Investments in related parties
Available-for-sale securities, at fair value	3,804		4,070		7	%
Trading securities, at fair value	785		872		11	%
Equity securities, at fair value	64		52		(19	)%
Mortgage loans, net of allowances	653		626		(4	)%
Investment funds	3,550		5,278		49	%
Funds withheld at interest	13,220		12,971		(2	)%
Other investments, net of allowances	487		474		(3	)%
Accrued investment income	807		836		4	%
Reinsurance recoverable	4,863		5,310		9	%
Deferred acquisition costs, deferred sales inducements and value of business acquired	5,008		5,468		9	%
Other assets	1,005		1,067		6	%
Total assets	$	146,875	$	183,241	25	%



Condensed Consolidated Balance Sheets, continued Unaudited (in millions, except percentages)
	December 31, 2019		June 30, 2020		Δ
LIABILITIES
Interest sensitive contract liabilities	$	102,745	$	135,537	32	%
Future policy benefits	23,330		24,596		5	%
Other policy claims and benefits	138		124		(10	)%
Dividends payable to policyholders	113		112		(1	)%
Short-term debt	475		—		NM
Long-term debt	992		1,486		50	%
Derivative liabilities	97		118		22	%
Payables for collateral on derivatives and securities to repurchase	3,255		3,716		14	%
Funds withheld liability	408		427		5	%
Other liabilities	1,181		1,486		26	%
Total liabilities	132,734		167,602		26	%

EQUITY
Preferred stock	—		—		NM
Common stock	—		—		NM
Additional paid-in-capital	4,171		6,090		46	%
Retained earnings	6,939		6,437		(7	)%
Accumulated other comprehensive income	2,281		2,184		(4	)%
Total Athene Holding Ltd. shareholders’ equity	13,391		14,711		10	%
Noncontrolling interests	750		928		24	%
Total equity	14,141		15,639		11	%
Total liabilities and equity	$	146,875	$	183,241	25	%



Investments (GAAP view) Unaudited (in millions, except percentages)
	December 31, 2019				June 30, 2020
	Carrying Value		Percent of Total		Carrying Value		Percent of Total
INVESTMENTS AND INVESTMENTS IN RELATED PARTIES SUMMARY
Investments
Available-for-sale securities, at fair value
U.S. government and agencies	$	36	—	%	$	74	—	%
U.S. state, municipal and political subdivisions	1,541		1.2	%	943		0.6	%
Foreign governments	327		0.3	%	337		0.2	%
Corporate	47,228		36.2	%	51,199		31.4	%
CLO	7,349		5.6	%	7,952		4.9	%
ABS	5,118		3.9	%	4,773		2.9	%
CMBS	2,400		1.8	%	2,297		1.4	%
RMBS	7,375		5.7	%	7,160		4.4	%
Total available-for-sale securities, at fair value	71,374		54.7	%	74,735		45.8	%
Trading securities, at fair value	2,070		1.6	%	2,075		1.3	%
Equity securities, at fair value	247		0.2	%	237		0.1	%
Mortgage loans, net of allowances	14,306		11.0	%	15,203		9.4	%
Investment funds	750		0.6	%	682		0.4	%
Policy loans	417		0.3	%	393		0.2	%
Funds withheld at interest	15,181		11.6	%	42,269		25.9	%
Derivative assets	2,888		2.2	%	2,379		1.5	%
Short-term investments	596		0.5	%	364		0.2	%
Other investments	158		0.1	%	359		0.2	%
Total investments	107,987		82.8	%	138,696		85.0	%
Investments in related parties
Available-for-sale securities, at fair value
Corporate	19		—	%	20		—	%
CLO	936		0.7	%	1,239		0.8	%
ABS	2,849		2.2	%	2,811		1.7	%
Total available-for-sale securities, at fair value	3,804		2.9	%	4,070		2.5	%
Trading securities, at fair value	785		0.6	%	872		0.5	%
Equity securities, at fair value	64		—	%	52		—	%
Mortgage loans	653		0.5	%	626		0.4	%
Investment funds	3,550		2.7	%	5,278		3.3	%
Funds withheld at interest	13,220		10.1	%	12,971		8.0	%
Other investments	487		0.4	%	474		0.3	%
Total investments in related parties	22,563		17.2	%	24,343		15.0	%
Total investments including related parties	$	130,550	100.0	%	$	163,039	100.0	%



Net Invested Assets (Management view) Unaudited (in millions, except percentages)
	December 31, 2019				June 30, 2020
	Invested Asset Value¹		Percent of Total		Invested Asset Value¹		Percent of Total
NET INVESTED ASSETS
Corporate	$	55,077	46.9	%	$	63,171	46.0	%
CLO	10,223		8.7	%	11,984		8.7	%
Credit	65,300		55.6	%	75,155		54.7	%
RMBS	8,394		7.1	%	8,665		6.3	%
CML	14,038		12.0	%	15,664		11.4	%
RML	4,490		3.8	%	4,755		3.5	%
CMBS	2,930		2.5	%	3,417		2.5	%
Real estate	29,852		25.4	%	32,501		23.7	%
ABS	10,317		8.8	%	10,507		7.6	%
Alternative investments	5,586		4.8	%	6,082		4.4	%
State, municipal, political subdivisions and foreign government	2,260		1.9	%	1,750		1.3	%
Equity securities	365		0.3	%	392		0.3	%
Short-term investments	624		0.5	%	699		0.5	%
U.S. government and agencies	49		—	%	85		0.1	%
Other investments	19,201		16.3	%	19,515		14.2	%
Cash and equivalents	1,958		1.7	%	7,541		5.5	%
Policy loans and other	1,175		1.0	%	1,244		0.9	%
Net invested assets excluding investment in Apollo	117,486		100.0	%	135,956		99.0	%
Investment in Apollo	—		—	%	1,313		1.0	%
Net invested assets	$	117,486	100.0	%	$	137,269	100.0	%

1 Net invested assets includes our economic ownership of ACRA investments but does not include the investments associated with the noncontrolling interest. Please refer to Notes to the Financial Supplement for discussion on net invested assets including net alternative investments and Non-GAAP Measure Reconciliations for the reconciliation of investments including related parties to net invested assets.



Investment Funds (GAAP view) Unaudited (in millions, except percentages)
	December 31, 2019				June 30, 2020
	Carrying Value		Percent of Total		Carrying Value		Percent of Total
INVESTMENT FUNDS INCLUDING RELATED PARTIES¹
Investment funds
Real estate	$	277	6.4	%	$	274	4.6	%
Credit funds	153		3.6	%	115		1.9	%
Private equity	236		5.5	%	232		3.9	%
Real assets	83		2.0	%	61		1.0	%
Natural resources	1		—	%	—		—	%
Total investment funds	750		17.5	%	682		11.4	%
Investment funds – related parties
Differentiated investments
MidCap	547		12.7	%	517		8.7	%
AmeriHome	487		11.3	%	594		10.0	%
Catalina	271		6.3	%	295		4.9	%
Athora	132		3.1	%	497		8.3	%
Venerable	99		2.3	%	118		2.0	%
Other	222		5.2	%	246		4.1	%
Total differentiated investments	1,758		40.9	%	2,267		38.0	%
Real estate	853		19.8	%	709		11.9	%
Credit funds	370		8.6	%	363		6.1	%
Private equity	105		2.4	%	255		4.3	%
Real assets	182		4.2	%	233		3.9	%
Natural resources	163		3.8	%	95		1.6	%
Public equities	119		2.8	%	43		0.8	%
Investment in Apollo	—		—	%	1,313		22.0	%
Total investment funds – related parties	3,550		82.5	%	5,278		88.6	%
Total investment funds including related parties	$	4,300	100.0	%	$	5,960	100.0	%

Note: The investment funds balances include the entire investment fund balance attributable to ACRA as ACRA is 100% consolidated. 1 Investment funds, including related parties, is the GAAP measure which does not include investments that we view as alternative investments. Alternative investments include CLO equity tranche securities that are included in trading securities in the GAAP view, a nonredeemable preferred stock viewed as an alternative investment for management view but included in equity securities for GAAP view, investment funds included in our funds withheld at interest reinsurance portfolios, royalties and other investments. Please refer to Notes to the Financial Supplement section for discussion on net invested assets including net alternative investments and the Non-GAAP Measure Reconciliations section for the reconciliation of investment funds, including related parties, to net alternative investments.



Net Alternative Investments (Management view) Unaudited (in millions, except percentages)
	December 31, 2019				June 30, 2020
	Invested Asset Value¹		Percent of Total		Invested Asset Value¹		Percent of Total
NET ALTERNATIVE INVESTMENTS
Retirement Services
Differentiated investments
AmeriHome	$	595	10.7	%	$	730	12.0	%
MidCap	547		9.8	%	594		9.8	%
Catalina	271		4.9	%	295		4.9	%
Venerable	99		1.8	%	118		1.9	%
Other	208		3.7	%	309		5.1	%
Total differentiated investments	1,720		30.9	%	2,046		33.7	%
Real estate	1,430		25.6	%	1,260		20.7	%
Credit	968		17.3	%	911		15.0	%
Private equity	378		6.8	%	550		9.0	%
Real assets	349		6.2	%	411		6.8	%
Natural resources	51		0.9	%	45		0.7	%
Other	58		1.0	%	—		—	%
Total Retirement Services	4,954		88.7	%	5,223		85.9	%
Corporate & Other
Athora	140		2.5	%	501		8.2	%
Credit	128		2.3	%	89		1.5	%
Natural resources	245		4.4	%	226		3.7	%
Public equities²	119		2.1	%	43		0.7	%
Total Corporate & Other	632		11.3	%	859		14.1	%
Net alternative investments¹	$	5,586	100.0	%	$	6,082	100.0	%

Note: Net invested assets includes our economic ownership of ACRA investments but does not include the investments associated with the noncontrolling interest.
1 Net alternative investments does not correspond to the total investment funds, including related parties, on our condensed consolidated balance sheets. Net alternative investments adjusts the GAAP presentation to include CLO equity tranche securities that are included in trading securities in the GAAP view, a nonredeemable preferred stock viewed as an alternative investment for management view but included in equity securities for GAAP view, investment funds included in our funds withheld at interest reinsurance portfolios, royalties and other investments. Please refer to Notes to the Financial Supplement section for discussion on net invested assets including net alternative investments and the Non-GAAP Measure Reconciliations section for the reconciliation of investment funds, including related parties, to net alternative investments.
2 Public Equities include: OneMain Financial (OMF) - 2.8 million of shares as of June 30, 2020 and December 31, 2019.



Funds Withheld at Interest (GAAP view) Unaudited (in millions, except percentages)
	December 31, 2019					June 30, 2020
	Carrying Value			Percent of Total		Carrying Value			Percent of Total
FUNDS WITHHELD AT INTEREST INCLUDING RELATED PARTIES
Fixed maturity securities
U.S. government and agencies	$	15		0.1	%	$	15		—	%
U.S. state, municipal and political subdivisions	482			1.7	%	346			0.6	%
Foreign governments	143			0.5	%	182			0.3	%
Corporate	14,590			51.4	%	30,405			55.1	%
CLO	2,586			9.1	%	3,405			6.2	%
ABS	2,510			8.8	%	2,781			5.0	%
CMBS	756			2.7	%	2,157			3.9	%
RMBS	1,482			5.2	%	2,095			3.8	%
Total fixed maturity securities	22,564			79.5	%	41,386			74.9	%
Equity securities	74			0.3	%	68			0.1	%
Mortgage loans	4,357			15.3	%	5,966			10.8	%
Investment funds	807			2.8	%	916			1.7	%
Derivative assets	224			0.8	%	161			0.3	%
Short-term investments	157			0.6	%	1,012			1.8	%
Cash and cash equivalents	239			0.8	%	6,736			12.2	%
Other assets and liabilities	(21		)	(0.1	)%	(1,005		)	(1.8	)%
Total funds withheld at interest including related parties¹	$	28,401		100.0	%	$	55,240		100.0	%

1 Funds withheld at interest represents a receivable for amounts contractually withheld by ceding companies in accordance with modco and funds withheld reinsurance agreements in which we act as the reinsurer. In managing our business we utilize invested assets, where we adjust the presentation for funds withheld and modco transactions to include or exclude the underlying investments based upon the contractual transfer of economic exposure to such underlying investments.



Segment Net Investment Earned Rates (NIER) Unaudited (In millions, except percentages)
	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
NIER – CONSOLIDATED
Fixed income and other investments	4.26		%	4.11		%	4.29		%	4.20		%	3.78		%	(42)bps		(48)bps		4.27		%	3.97		%	(30)bps
Alternative investments	14.13		%	9.26		%	11.15		%	(2.58		)%	(6.75		)%	NM		NM		9.28		%	(4.70		)%	NM
Total net investment earned rate	4.67		%	4.35		%	4.62		%	3.87		%	3.29		%	(58)bps		NM		4.48		%	3.56		%	(92)bps

NIER SUMMARY – RETIREMENT SERVICES
Fixed income and other investments	4.26		%	4.11		%	4.29		%	4.20		%	3.78		%	(42)bps		(48)bps		4.27		%	3.98		%	(29)bps
Alternative investments	14.46		%	8.90		%	10.94		%	0.56		%	(4.38		)%	NM		NM		8.42		%	(1.95		)%	NM
Total net investment earned rate	4.63		%	4.31		%	4.57		%	4.04		%	3.44		%	(60)bps		NM		4.42		%	3.73		%	(69)bps

Fixed income and other investment income	$	1,170		$	1,159		$	1,172		$	1,177		$	1,132		(4	)%	(3	)%	$	2,321		$	2,309		(1	)%
Alternatives investment income	151			105			134			7			(57		)	NM		NM		171			(50		)	NM
Total net investment earnings	$	1,321		$	1,264		$	1,306		$	1,184		$	1,075		(9	)%	(19	)%	$	2,492		$	2,259		(9	)%

Fixed income and other investments	$	109,888		$	112,611		$	109,250		$	112,205		$	119,720		7	%	9	%	$	108,651		$	116,080		7	%
Alternatives investments	4,171			4,727			4,899			5,090			5,223			3	%	25	%	4,060			5,133			26	%
Total average net invested assets	$	114,059		$	117,338		$	114,149		$	117,295		$	124,943		7	%	10	%	$	112,711		$	121,213		8	%

NIER SUMMARY – CORPORATE & OTHER
Fixed income and other investments	4.26		%	4.12		%	4.29		%	4.18		%	3.78		%	(40)bps		(48)bps		3.81		%	3.67		%	(14)bps
Alternative investments	11.96		%	11.95		%	12.82		%	(29.33		)%	(24.20		)%	NM		NM		14.80		%	(25.34		)%	NM
Total net investment earned rate	8.39		%	7.28		%	7.16		%	(8.14		)%	(8.91		)%	(77)bps		NM		10.05		%	(7.94		)%	NM

Fixed income and other investment income	$	5		$	9		$	13		$	11		$	8		(27	)%	60	%	$	8		$	19		138	%
Alternatives investment income	19			19			20			(44		)	(43		)	2	%	NM		48			(87		)	NM
Total net investment earnings	$	24		$	28		$	33		$	(33	)	$	(35	)	(6	)%	NM		$	56		$	(68	)	NM

Fixed income and other investments	$	539		$	935		$	1,218		$	1,027		$	856		(17	)%	59	%	$	481		$	1,027		114	%
Alternatives investments	623			632			619			597			711			19	%	14	%	632			685			8	%
Total average net invested assets ex. Apollo investment	$	1,162		$	1,567		$	1,837		$	1,624		$	1,567		(4	)%	35	%	$	1,113		$	1,712		54	%

Note: Please refer to Notes to the Financial Supplement section and the Non-GAAP Measure Reconciliations for discussion on net investment earned rate and net invested assets. The investment results above are presented net of investment management fees as well as the proportionate share of income/(loss) and investments associated with the ACRA noncontrolling interest. Consolidated and Corporate & Other average net invested assets exclude the assets related to our investment in Apollo when used in the calculation of our net investment earned rate.



NIERs by Asset Class and Apollo Investment Unaudited (in millions, except percentages)
	Quarterly Trends															Δ		Year-to-Date						Δ
	2Q’19¹			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q	Y/Y	2019			2020			Y/Y
NIER BY ASSET CLASS
Corporate securities	4.12		%	3.94		%	4.15		%	4.02		%	3.80		%	(22)bps	(32)bps	4.02		%	3.89		%	(13)bps
Structured securities
RMBS	5.07		%	4.39		%	5.03		%	5.53		%	4.61		%	(92)bps	(46)bps	5.56		%	5.04		%	(52)bps
CLO	4.73		%	4.57		%	4.45		%	4.38		%	3.74		%	(64)bps	(99)bps	4.86		%	4.05		%	(81)bps
ABS	4.34		%	4.14		%	3.88		%	4.48		%	3.85		%	(63)bps	(49)bps	4.16		%	4.16		%	0bps
CMBS	3.93		%	3.96		%	5.27		%	4.23		%	4.39		%	16bps	46bps	4.03		%	4.31		%	28bps
Total structured securities	4.64		%	4.33		%	4.52		%	4.69		%	4.05		%	(64)bps	(59)bps	4.80		%	4.36		%	(44)bps
State, municipal, political subdivisions and U.S. and foreign government	3.80		%	3.88		%	4.07		%	4.80		%	3.38		%	NM	(42)bps	4.03		%	3.93		%	(10)bps
Mortgage loans	4.54		%	4.66		%	4.58		%	4.36		%	4.29		%	(7)bps	(25)bps	4.72		%	4.32		%	(40)bps
Alternative investments	14.13		%	9.26		%	11.15		%	(2.58		)%	(6.75		)%	NM	NM	9.28		%	(4.70		)%	NM
Other U.S. and Bermuda net invested assets	2.84		%	2.94		%	3.33		%	2.32		%	1.17		%	NM	NM	2.67		%	1.71		%	(96)bps
Consolidated net investment earned rate	4.67		%	4.35		%	4.62		%	3.87		%	3.29		%	(58)bps	NM	4.48		%	3.56		%	(92)bps

APOLLO INVESTMENT DETAILS
Change in fair value of Apollo investment	$	—		$	—		$	—		$	(297	)	$	481		NM	NM	$	—		$	184		NM
Income tax (expense) benefit on Apollo investment	—			—			—			58			(109		)	NM	NM	—			(51		)	NM
Change in fair value of Apollo investment, net of tax	$	—		$	—		$	—		$	(239	)	$	372		NM	NM	$	—		$	133		NM

Return on Apollo investment, net of tax	—		%	—		%	—		%	(224.9		)%	137.7		%	NM	NM	—		%	36.9		%	NM
Change in fair value of Apollo investment impact on adjusted operating EPS²	$	—		$	—		$	—		$	(1.36	)	$	1.79		NM	NM	$	—		$	0.56		NM
Adjusted operating EPS, excluding AOG	$	1.95		$	1.34		$	2.21		$	0.76		$	0.70		NM	NM	$	3.45		$	1.45		NM

Note: Please refer to Notes to the Financial Supplement section and the Non-GAAP Measure Reconciliations for discussion on net investment earned rate. The investment results above are presented net of investment management fees as well as the proportionate share of income/(loss) and investments associated with the ACRA noncontrolling interest. 1 In the second quarter of 2019, we implemented a new management fee structure which changed the allocation of fees by asset class. Although the implementation of the new management fee structure had impacts on the allocation of fees by asset class, on a consolidated basis the impact was immaterial. 2 The impact of the Apollo investment on adjusted operating EPS includes removing the income/(loss) on the investment, net of tax, as well as the Athene shares issued in exchange for the AOG units. It does not include an adjustment for the shares issued in exchange for $350 million. For Q1 2020, the calculation also includes the dilution of other stock compensation plans as a result of the exclusion of the loss on the Apollo investment creating adjusted operating income available to common shareholders instead of a loss.



Credit Quality of Securities Unaudited (in millions, except percentages)
	December 31, 2019				June 30, 2020
CREDIT QUALITY OF AFS SECURITIES (GAAP VIEW)	Fair Value		Percent of Total		Fair Value		Percent of Total
NAIC designation
1	$	38,667	51.4	%	$	39,700	50.4	%
2	32,336		43.0	%	34,124		43.3	%
Total investment grade	71,003		94.4	%	73,824		93.7	%
3	3,300		4.4	%	3,916		5.0	%
4	740		1.0	%	827		1.0	%
5	94		0.1	%	149		0.2	%
6	41		0.1	%	89		0.1	%
Total below investment grade	4,175		5.6	%	4,981		6.3	%
Total AFS securities including related parties	$	75,178	100.0	%	$	78,805	100.0	%

NRSRO designation
AAA/AA/A	$	28,299	37.7	%	$	30,238	38.4	%
BBB	29,032		38.6	%	28,443		36.1	%
Non-rated¹	10,014		13.3	%	11,142		14.2	%
Total investment grade²	67,345		89.6	%	69,823		88.7	%
BB	3,403		4.5	%	4,347		5.5	%
B	813		1.1	%	1,042		1.3	%
CCC	1,981		2.6	%	1,845		2.3	%
CC and lower	1,076		1.4	%	1,080		1.4	%
Non-rated¹	560		0.8	%	668		0.8	%
Total below investment grade	7,833		10.4	%	8,982		11.3	%
Total AFS securities including related parties	$	75,178	100.0	%	$	78,805	100.0	%

	Invested Asset Value³		% NAIC 1 or 2		Invested Asset Value³		% NAIC 1 or 2
SUMMARY OF NAIC 1 & 2 DESIGNATIONS BY ASSET CLASS (MANAGEMENT VIEW)
Corporate securities	$	51,175	92.9	%	$	57,907	91.7	%
RMBS	8,001		95.3	%	8,227		95.0	%
CLO	10,053		98.3	%	11,860		99.0	%
ABS	9,476		91.8	%	9,587		91.2	%
CMBS	2,634		89.9	%	3,094		90.5	%
Total structured securities	30,164		94.7	%	32,768		94.8	%
State, municipal, political subdivisions and U.S. and foreign government	2,291		99.2	%	1,832		99.8	%
Short-term investments	597		95.5	%	658		94.1	%
Total NAIC 1 & 2 Designations	$	84,227			$	93,165

1 Securities denoted as non-rated by the NRSRO were classified as investment or non-investment grade according to the security’s respective NAIC designation. With respect to modeled LBaSS, the NAIC designation methodology differs in significant respects from the NRSRO ratings methodology. 2 We view the NAIC designation methodology as the most appropriate way to view our AFS portfolio when evaluating credit risk since a large portion of our holdings were purchased at a significant discount to par. With respect to loan-backed and structured securities, the NAIC designation methodology differs in significant respects from the NRSRO rating methodology. NRSRO ratings methodology is focused on the likelihood of recovery of all contractual payments, including principal at par regardless of entry price, while the NAIC designation methodology considers our investment at amortized cost, and the likelihood of recovery of that book value as opposed to the likelihood of the recovery of all contractual payments. 3 Please refer to Notes to the Financial Supplement section for discussion on net invested assets and Non-GAAP Measure Reconciliations section for the reconciliation of total investments including related parties to net invested assets.



Credit Quality of Net Invested Assets (Management view) Unaudited (In millions, except percentages)
	December 31, 2019				June 30, 2020					December 31, 2019				June 30, 2020
	Invested Asset Value¹		% of Total		Invested Asset Value¹		% of Total			Invested Asset Value¹		% of Total		Invested Asset Value¹		% of Total
CREDIT QUALITY OF NET INVESTED ASSETS									CREDIT QUALITY OF NET INVESTED ASSETS
NAIC designation									NRSRO designation
1	$	45,836	51.0	%	$	50,029	49.9	%	AAA/AA/A	$	33,918	37.7	%	$	38,256	38.1	%
2	38,391		42.7	%	43,136		43.0	%	BBB	33,902		37.7	%	36,108		36.0	%
Non-rated³	—		—	%	—		—	%	Non-rated³	12,448		13.9	%	14,700		14.7	%
Total investment grade	84,227		93.7	%	93,165		92.9	%	Total investment grade	80,268		89.3	%	89,064		88.8	%
3	4,056		4.5	%	5,015		5.0	%	BB	3,984		4.4	%	4,923		4.9	%
4	1,246		1.4	%	1,427		1.4	%	B	1,300		1.5	%	1,719		1.7	%
5	289		0.3	%	549		0.6	%	CCC	2,177		2.4	%	2,181		2.2	%
6	56		0.1	%	122		0.1	%	CC and lower	1,138		1.3	%	1,223		1.2	%
Non-rated³	—		—	%	—		—	%	Non-rated³	1,007		1.1	%	1,168		1.2	%
Total below investment grade	5,647		6.3	%	7,113		7.1	%	Total below investment grade	9,606		10.7	%	11,214		11.2	%
Total NAIC designated assets²	89,874		100.0	%	100,278		100.0	%	Total NRSRO designated assets²	89,874		100.0	%	100,278		100.0	%

Assets without NAIC designation									Assets without NRSRO designation
Commercial mortgage loans									Commercial mortgage loans
CM1	4,102		29.2	%	4,295		27.4	%	CM1	4,102		29.2	%	4,295		27.4	%
CM2	6,050		43.1	%	7,253		46.3	%	CM2	6,050		43.1	%	7,253		46.3	%
CM3	3,481		24.8	%	3,746		23.9	%	CM3	3,481		24.8	%	3,746		23.9	%
CM4	365		2.6	%	370		2.4	%	CM4	365		2.6	%	370		2.4	%
CM5	40		0.3	%	—		—	%	CM5	40		0.3	%	—		—	%
CM6	—		—	%	—		—	%	CM6	—		—	%	—		—	%
CM7	—		—	%	—		—	%	CM7	—		—	%	—		—	%
Total CMLs	14,038		100.0	%	15,664		100.0	%	Total CMLs	14,038		100.0	%	15,664		100.0	%
Residential mortgage loans									Residential mortgage loans
In good standing	4,423		98.5	%	4,624		97.3	%	In good standing	4,423		98.5	%	4,624		97.3	%
90 days late	34		0.8	%	87		1.8	%	90 days late	34		0.8	%	87		1.8	%
In foreclosure	33		0.7	%	44		0.9	%	In foreclosure	33		0.7	%	44		0.9	%
Total RMLs	4,490		100.0	%	4,755		100.0	%	Total RMLs	4,490		100.0	%	4,755		100.0	%
Alternative investments	5,586				6,082				Alternative investments	5,586				6,082
Investment in Apollo	—				1,313				Investment in Apollo	—				1,313
Cash and equivalents	1,958				7,541				Cash and equivalents	1,958				7,541
Equity securities	365				392				Equity securities	365				392
Other⁴	1,175				1,244				Other⁴	1,175				1,244
Net invested assets	$	117,486			$	137,269			Net invested assets	$	117,486			$	137,269

1 Please refer to Notes to the Financial Supplement section for discussion on net invested assets and Non-GAAP Measure Reconciliations section for the reconciliation of total investments, including related parties, to net invested assets. 2 NAIC and NRSRO designations include corporates, CLO, RMBS, CMBS, ABS, state, municipal, political subdivisions and foreign government securities, short-term investments and U.S. government and agencies securities. 3 Securities denoted as non-rated by the NRSRO were classified as investment or non-investment grade according to the security’s respective NAIC designation. With respect to modeled LBaSS, the NAIC designation methodology differs in significant respects from the NRSRO ratings methodology. 4 Other includes policy loans, accrued interest, and other net invested assets.



Credit Quality of Net Invested Assets – RMBS, CLOs, ABS (Management view) Unaudited (In millions, except percentages)
	December 31, 2019				June 30, 2020					December 31, 2019				June 30, 2020
	Invested Asset Value¹		% of Total		Invested Asset Value¹		% of Total			Invested Asset Value¹		% of Total		Invested Asset Value¹		% of Total
CREDIT QUALITY OF RMBS – NAIC DESIGNATION									CREDIT QUALITY OF RMBS – NRSRO DESIGNATION
1	$	7,610	90.7	%	$	7,933	91.6	%	AAA/AA/A	$	1,068	12.7	%	$	1,286	14.8	%
2	391		4.6	%	294		3.4	%	BBB	717		8.5	%	592		6.8	%
Non-rated²	—		—	%	—		—	%	Non-rated²	2,702		32.2	%	2,826		32.6	%
Total investment grade	8,001		95.3	%	8,227		95.0	%	Total investment grade	4,487		53.4	%	4,704		54.2	%
3	311		3.7	%	283		3.2	%	BB	288		3.4	%	279		3.3	%
4	58		0.7	%	43		0.5	%	B	251		3.0	%	294		3.4	%
5	10		0.1	%	51		0.6	%	CCC	2,061		24.6	%	2,011		23.2	%
6	14		0.2	%	61		0.7	%	CC and lower	1,134		13.5	%	1,223		14.1	%
Non-rated²	—		—	%	—		—	%	Non-rated²	173		2.1	%	154		1.8	%
Total below investment grade	393		4.7	%	438		5.0	%	Total below investment grade	3,907		46.6	%	3,961		45.8	%
RMBS net invested assets	$	8,394	100.0	%	$	8,665	100.0	%	RMBS net invested assets	$	8,394	100.0	%	$	8,665	100.0	%

CREDIT QUALITY OF CLOs – NAIC DESIGNATION									CREDIT QUALITY OF CLOs – NRSRO DESIGNATION
1	$	5,796	56.7	%	$	7,312	61.0	%	AAA/AA/A	$	5,796	56.7	%	$	7,312	61.0	%
2	4,257		41.6	%	4,548		38.0	%	BBB	4,257		41.6	%	4,548		38.0	%
Non-rated²	—		—	%	—		—	%	Non-rated²	—		—	%	—		—	%
Total investment grade	10,053		98.3	%	11,860		99.0	%	Total investment grade	10,053		98.3	%	11,860		99.0	%
3	141		1.4	%	115		0.9	%	BB	141		1.4	%	115		0.9	%
4	22		0.2	%	9		0.1	%	B	22		0.2	%	9		0.1	%
5	7		0.1	%	—		—	%	CCC	7		0.1	%	—		—	%
6	—		—	%	—		—	%	CC and lower	—		—	%	—		—	%
Total below investment grade	170		1.7	%	124		1.0	%	Total below investment grade	170		1.7	%	124		1.0	%
CLOs net invested assets	$	10,223	100.0	%	$	11,984	100.0	%	CLOs net invested assets	$	10,223	100.0	%	$	11,984	100.0	%

CREDIT QUALITY OF ABS – NAIC DESIGNATION									CREDIT QUALITY OF ABS – NRSRO DESIGNATION
1	$	6,518	63.1	%	$	6,573	62.6	%	AAA/AA/A	$	5,297	51.3	%	$	5,219	49.7	%
2	2,958		28.7	%	3,014		28.6	%	BBB	2,268		22.0	%	2,230		21.2	%
Non-rated²	—		—	%	—		—	%	Non-rated²	1,911		18.5	%	2,050		19.5	%
Total investment grade	9,476		91.8	%	9,587		91.2	%	Total investment grade	9,476		91.8	%	9,499		90.4	%
3	565		5.5	%	596		5.7	%	BB	545		5.3	%	608		5.8	%
4	126		1.2	%	191		1.8	%	B	126		1.2	%	199		1.9	%
5	150		1.5	%	133		1.3	%	CCC	6		0.1	%	14		0.1	%
6	—		—	%	—		—	%	CC and lower	—		—	%	—		—	%
Non-rated²	—		—	%	—		—	%	Non-rated²	164		1.6	%	187		1.8	%
Total below investment grade	841		8.2	%	920		8.8	%	Total below investment grade	841		8.2	%	1,008		9.6	%
ABS net invested assets	$	10,317	100.0	%	$	10,507	100.0	%	ABS net invested assets	$	10,317	100.0	%	$	10,507	100.0	%

1 Please refer to Notes to the Financial Supplement section for discussion on net invested assets and Non-GAAP Measure Reconciliations section for the reconciliation of total investments including related parties to net invested assets. 2 Securities denoted as non-rated by the NRSRO were classified as investment or non-investment grade according to the security’s respective NAIC designation. With respect to modeled LBaSS, the NAIC designation methodology differs in significant respects from the NRSRO ratings methodology.



Net Reserve Liabilities & Rollforwards Unaudited (in millions, except percentages)
	December 31, 2019				June 30, 2020
	Dollars		Percent of Total		Dollars		Percent of Total
NET RESERVE LIABILITIES
Fixed indexed annuities	$	73,346	64.0	%	$	78,556	59.8	%
Fixed rate annuities	19,481		17.0	%	27,243		20.8	%
Total deferred annuities	92,827		81.0	%	105,799		80.6	%
Pension risk transfer annuities	8,230		7.2	%	9,379		7.1	%
Payout annuities	6,383		5.6	%	6,609		5.0	%
Funding agreements¹	5,107		4.4	%	7,724		5.9	%
Life and other	2,105		1.8	%	1,822		1.4	%
Total net reserve liabilities	$	114,652	100.0	%	$	131,333	100.0	%



	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
NET RESERVE LIABILITY ROLLFORWARD
Net reserve liabilities – beginning	$	111,791		$	114,680		$	118,825		$	114,652		$	114,273		—	%	2	%	$	107,732		$	114,652		6	%
Gross deposits²	4,153			5,759			3,735			4,084			7,031			72	%	69	%	9,013			11,115			23	%
Acquisition and block reinsurance³	—			—			—			—			28,792			NM		NM		—			28,792			NM
Deposits attributable to ACRA noncontrolling interest	—			—			(544		)	—			(18,288		)	NM		NM		—			(18,288		)	NM
Net deposits	4,153			5,759			3,191			4,084			17,535			NM		NM		9,013			21,619			140	%
Net withdrawals	(2,907		)	(2,807		)	(2,497		)	(2,740		)	(3,282		)	(20	)%	(13	)%	(5,687		)	(6,022		)	(6	)%
Sale of ACRA noncontrolling interest to ADIP and ownership changes⁴	—			—			(6,141		)	—			335			NM		NM		—			335			NM
Other reserve changes	1,643			1,193			1,274			(1,723		)	2,472			NM		50	%	3,622			749			(79	)%
Net reserve liabilities – ending	$	114,680		$	118,825		$	114,652		$	114,273		$	131,333		15	%	15	%	$	114,680		$	131,333		15	%

ACRA NONCONTROLLING INTEREST RESERVE LIABILITY ROLLFORWARD⁵
Reserve liabilities – beginning	$	—		$	—		$	—		$	6,574		$	6,322		(4	)%	NM		$	—		$	6,574		NM
Deposits	—			—			544			—			20			NM		NM		—			20			NM
Acquisition and block reinsurance³	—			—			—			—			18,268			NM		NM		—			18,268			NM
Withdrawals	—			—			(169		)	(197		)	(317		)	(61	)%	NM		—			(514		)	NM
Sale of ACRA noncontrolling interest to ADIP and ownership changes⁴	—			—			6,141			—			(335		)	NM		NM		—			(335		)	NM
Other reserve changes	—			—			58			(55		)	136			NM		NM		—			81			NM
Reserve liabilities – ending	$	—		$	—		$	6,574		$	6,322		$	24,094		281	%	NM		$	—		$	24,094		NM

Note: Please refer to Notes to the Financial Supplement section and the Non-GAAP Measure Reconciliations for discussion on net reserve liabilities. Net reserve liabilities include our economic ownership of ACRA investments but do not include the reserve liabilities associated with the noncontrolling interest. 1 Funding agreements are comprised of our funding agreement backed note program, Federal Home Loan Bank secured funding agreements and long-term repurchase agreements. 2 Gross deposits equal deposits from our retail, flow reinsurance and institutional channels as well as premiums and deposits for life and products other than deferred annuities or our institutional products, renewal deposits on older blocks of business, annuitizations and foreign currency translation adjustments between the transaction date of large transactions and the translation period. Gross deposits include all deposits sourced by Athene, including all of the deposits reinsured to ACRA. 3 Acquisitions and block reinsurance transactions includes the reserve liabilities acquired in our inorganic channel at inception. Effective June 1, 2020, we entered into an agreement with Jackson National Life pursuant to which we agreed to reinsure a block of fixed and fixed indexed annuities on a funds withheld coinsurance basis providing $28.8 billion of gross deposits. 4 ACRA noncontrolling interest reserve liabilities at inception on October 1, 2019 were $6.1 billion. Effective April 1, 2020, ALRe purchased 14,000 newly issued shares in ACRA increasing our ownership from 33% to 36.55% of the economic interests. 5 The ACRA reserve liability rollforward is a rollforward of the GAAP reserve liabilities associated with the noncontrolling interest.



Net Reserve Liabilities & Rollforwards, continued Unaudited (in millions, except percentages)
	Quarterly Trends															Δ				Year-to-Date						Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y		2019			2020			Y/Y
NET DEFERRED ANNUITY ACCOUNT VALUE ROLLFORWARD¹
Net account value – beginning	$	90,184		$	91,165		$	91,768		$	88,000		$	88,238		—	%	(2	)%	$	89,435		$	88,000		(2	)%
Gross deposits²	2,976			2,483			2,237			2,013			3,913			94	%	31	%	5,776			5,926			3	%
Acquisition and block reinsurance³	—			—			—			—			27,404			NM		NM		—			27,404			NM
Deposits attributable to ACRA noncontrolling interest	—			—			4			—			(17,398		)	NM		NM		—			(17,398		)	NM
Net deposits	2,976			2,483			2,241			2,013			13,919			NM		NM		5,776			15,932			176	%
Premium and interest bonuses	68			55			34			37			45			22	%	(34	)%	126			82			(35	)%
Fixed and index credits to policyholders	591			560			611			589			443			(25	)%	(25	)%	1,014			1,032			2	%
Surrenders and benefits paid	(2,548		)	(2,382		)	(2,091		)	(2,288		)	(2,054		)	10	%	19	%	(4,979		)	(4,342		)	13	%
Sale of ACRA noncontrolling interest to ADIP and ownership changes⁴	—			—			(4,450		)	—			221			NM		NM		—			221			NM
Fee and product charges	(106		)	(113		)	(113		)	(113		)	(118		)	(4	)%	(11	)%	(207		)	(231		)	(12	)%
Net account value – ending	$	91,165		$	91,768		$	88,000		$	88,238		$	100,694		14	%	10	%	$	91,165		$	100,694		10	%

NET INSTITUTIONAL RESERVE LIABILITY ROLLFORWARD (PENSION RISK TRANSFER AND FUNDING AGREEMENTS)
Net reserve liabilities – beginning	$	10,404		$	11,354		$	14,371		$	13,337		$	15,036		13	%	45	%	$	8,536		$	13,337		56	%
Gross deposits²	1,008			3,106			1,314			1,840			2,865			56	%	184	%	2,930			4,705			61	%
Deposits attributable to ACRA noncontrolling interest	—			—			(548		)	—			—			NM		NM		—			—			NM
Net deposits	1,008			3,106			766			1,840			2,865			56	%	184	%	2,930			4,705			61	%
Net withdrawals	(158		)	(205		)	(204		)	(240		)	(1,024		)	NM		NM		(301		)	(1,264		)	NM
Sale of ACRA noncontrolling interest to ADIP and ownership changes⁴	—			—			(1,698		)	—			117			NM		NM		—			117			NM
Other reserve changes	100			116			102			99			109			10	%	9	%	189			208			10	%
Net reserve liabilities – ending	$	11,354		$	14,371		$	13,337		$	15,036		$	17,103		14	%	51	%	$	11,354		$	17,103		51	%

Note: Please refer to Notes to the Financial Supplement section and the Non-GAAP Measure Reconciliations for discussion on net reserve liabilities. Net reserve liabilities include our economic ownership of ACRA reserve liabilities but do not include the reserve liabilities associated with the noncontrolling interest. 1 The account value rollforwards on deferred annuities include our fixed rate and fixed indexed annuities and are net of ceded reinsurance activity. 2 Gross deposits equal deposits from our retail, flow reinsurance and institutional channels as well as premiums and deposits for life and products other than deferred annuities or our institutional products, renewal deposits on older blocks of business, annuitizations and foreign currency translation adjustments between the transaction date of large transactions and the translation period. Gross deposits include all deposits sourced by Athene, including all of the deposits reinsured to ACRA. 3 Acquisitions and block reinsurance transactions includes the reserve liabilities acquired in our inorganic channel at inception. Effective June 1, 2020, we entered into an agreement with Jackson National Life pursuant to which we agreed to reinsure a block of fixed and fixed indexed annuities on a funds withheld coinsurance basis providing $28.8 billion of gross deposits. 4 ACRA noncontrolling interest reserve liabilities at inception on October 1, 2019 were $6.1 billion. Effective April 1, 2020, ALRe purchased 14,000 newly issued shares in ACRA increasing our ownership from 33% to 36.55% of the economic interests.



Deferred Annuity Liability Characteristics Unaudited (in millions, except percentages)
	Surrender charge (gross)		Percent of total		Surrender charge (net of MVA)			Percent of total
SURRENDER CHARGE PERCENTAGES ON DEFERRED ANNUITIES NET ACCOUNT VALUE
No Surrender Charge	$	24,750	24.6	%	$	24,750		24.6	%
0.0% < 2.0%	1,056		1.0	%	10,546			10.5	%
2.0% < 4.0%	3,891		3.9	%	15,170			15.1	%
4.0% < 6.0%	11,011		10.9	%	18,261			18.1	%
6.0% or greater	59,986		59.6	%	31,967			31.7	%
	$	100,694	100.0	%	$	100,694		100.0	%

			Surrender charge (gross)		MVA benefit			Surrender charge (net)
Aggregate surrender charge protection			5.9	%	(2.1		)%	3.8	%



	Deferred annuities		Percent of total		Average surrender charge (gross)
YEARS OF SURRENDER CHARGE REMAINING ON DEFERRED ANNUITIES NET ACCOUNT VALUE
No Surrender Charge	$	24,750	24.6	%	—	%
Less than 2	18,439		18.3	%	5.2	%
2 to less than 4	19,138		19.0	%	6.7	%
4 to less than 6	11,686		11.6	%	8.0	%
6 to less than 8	12,283		12.2	%	9.2	%
8 to less than 10	10,886		10.8	%	10.2	%
10 or greater	3,512		3.5	%	14.1	%
	$	100,694	100.0	%



	At minimum guarantees		Total account value		Percent of total account value at minimum guarantees
MINIMUM GUARANTEES ON DEFERRED ANNUITIES
Fixed indexed annuities	$	17,045	$	74,075	23	%
Fixed rate annuities	11,171		26,619		42	%
Total net deferred annuities	$	28,216	$	100,694	28	%

					June 30, 2020
Distance to guarantees¹					> 100

1 The distance to guarantee reflects the average distance in option costs between the current and guaranteed rates for indexed strategies and between current and guaranteed fixed rates for fixed strategies. The option costs used reflects an estimate of option cost in the market.



	December 31, 2019			June 30, 2020			Δ
DEFERRED ANNUITY RIDER RESERVE SUMMARY
Net rider reserve	$	4,091		$	4,251		4	%
Net account value with rider reserves	37,377			37,807			1	%
Rider reserve as a percentage of account value with rider reserves	10.9		%	11.2		%	30bps



Capitalization & Regulatory Capital Ratios Unaudited (in millions, except percentages)
	Quarterly Trends															Δ
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			Q/Q		Y/Y
CAPITALIZATION
Total debt	$	991		$	992		$	1,467		$	1,386		$	1,486		7	%	50	%
Total AHL shareholders’ equity	12,365			13,545			13,391			9,940			14,711			48	%	19	%
Total capitalization	13,356			14,537			14,858			11,326			16,197			43	%	21	%
Less: Accumulated other comprehensive income (loss) (AOCI)	1,760			2,442			2,281			(1,174		)	2,184			NM		24	%
Less: Accumulated change in fair value of reinsurance assets	639			727			493			(155		)	615			NM		(4	)%
Total adjusted capitalization	$	10,957		$	11,368		$	12,084		$	12,655		$	13,398		6	%	22	%

EQUITY
Total AHL shareholders’ equity	$	12,365		$	13,545		$	13,391		$	9,940		$	14,711		48	%	19	%
Less: Preferred stock	839			1,172			1,172			1,172			1,755			50	%	109	%
Total AHL common shareholders’ equity	11,526			12,373			12,219			8,768			12,956			48	%	12	%
Less: AOCI	1,760			2,442			2,281			(1,174		)	2,184			NM		24	%
Less: Accumulated change in fair value of reinsurance assets	639			727			493			(155		)	615			NM		(4	)%
Total adjusted AHL common shareholders’ equity	$	9,127		$	9,204		$	9,445		$	10,097		$	10,157		1	%	11	%

EQUITY BY SEGMENT
Retirement Services	$	7,704		$	7,494		$	7,443		$	8,002		$	6,957		(13	)%	(10	)%
Corporate and Other	1,423			1,710			2,002			2,095			3,200			53	%	125	%
Total adjusted AHL common shareholders’ equity	$	9,127		$	9,204		$	9,445		$	10,097		$	10,157		1	%	11	%

FINANCIAL LEVERAGE
Debt to capital ratio	7.4		%	6.8		%	9.9		%	12.2		%	9.2		%	NM		180bps
AOCI	1.2		%	1.5		%	1.8		%	(1.1		)%	1.5		%	NM		30bps
Accumulated change in fair value of reinsurance assets	0.4		%	0.4		%	0.4		%	(0.1		)%	0.4		%	NM		0bps
Adjusted debt to capital ratio	9.0		%	8.7		%	12.1		%	11.0		%	11.1		%	10bps		210bps



	December 31, 2018		December 31, 2019		Δ
REGULATORY CAPITAL RATIOS
U.S. RBC ratio – Athene Annuity & Life Assurance Company	421	%	429	%	NM
BSCR – Athene Life Re Ltd.	340	%	310	%	NM
Athene Life Re Ltd. RBC ratio¹	405	%	443	%	NM

1 ALRe RBC ratio, which is used in evaluating our capital position and the amount of capital needed to support our Retirement Services segment, is calculated by applying the NAIC RBC factors to the statutory financial statements of AHL's non-U.S. reinsurance subsidiaries on an aggregate basis with certain adjustments made by management.



Financial Strength, Credit Ratings & Share Data Unaudited (in millions, except percentages)
	A.M. Best	Standard & Poor’s	Fitch
FINANCIAL STRENGTH RATINGS
Athene Annuity & Life Assurance Company	A	A	A
Athene Annuity and Life Company	A	A	A
Athene Annuity & Life Assurance Company of New York	A	A	A
Athene Life Insurance Company of New York	A	Not Rated	Not Rated
Athene Life Re Ltd.	A	A	A
Athene Life Re International Ltd.	A	A	A
Athene Co-Invest Reinsurance Affiliate 1A Ltd. and Athene Co-Invest Reinsurance Affiliate 1B Ltd.	A	A	A
Athene Co-Invest Reinsurance Affiliate International Ltd.	A	A	A

CREDIT RATINGS
Athene Holding Ltd.	bbb	BBB+	BBB+
Senior notes	bbb	BBB+	BBB



	Quarterly Trends					Δ				Year-to-Date		Δ
	2Q’19	3Q’19	4Q’19	1Q’20	2Q’20	Q/Q		Y/Y		2019	2020	Y/Y
SHARE DATA
Weighted average common shares outstanding – basic - Class A	158.5	151.6	144.5	161.4	193.9	20	%	22	%	159.4	177.6	11	%
Weighted average common shares outstanding – diluted – Class A¹	158.8	152.0	145.1	161.4	196.9	22	%	24	%	159.7	177.6	11	%
Weighted average common shares outstanding – adjusted operating²	189.4	182.3	175.7	181.5	196.9	8	%	4	%	190.3	190.2	—	%
Weighted average common shares outstanding - adjusted operating excluding Apollo³	189.4	182.3	175.7	173.3	168.9	(3	)%	(11	)%	190.3	171.5	(10	)%
Common shares outstanding⁴	185.4	182.5	175.7	193.9	193.9	—	%	5	%	185.4	193.9	5	%
Adjusted operating common shares outstanding²	184.4	181.4	174.9	197.7	198.6	—	%	8	%	184.4	198.6	8	%

1 Diluted earnings per common share on a GAAP basis for Class A common shares, including diluted Class A weighted average common shares outstanding, includes the dilutive impacts, if any, of Class B common shares, Class M common shares and any other stock-based awards. 2 Represents Class A common shares outstanding or weighted average common shares outstanding assuming conversion or settlement of all outstanding items that are able to be converted to or settled in Class A common shares, including the impacts of Class B common shares, Class M common shares and any other stock-based awards, but excluding any awards for which the exercise or conversion price exceeds the market value of our Class A common shares on the applicable measurement date. 3 Weighted average common shares outstanding - adjusted operating excluding Apollo is adjusted to exclude the Athene shares issued in exchange for the AOG units as part of the Apollo transaction, but does not include an adjustment for the shares issued in exchange for $350 million cash. For Q1 2020, the calculation also includes the dilution of other stock compensation plans as a result of the exclusion of the loss on the AOG units creating adjusted operating income available to common shareholders instead of a loss. 4 Represents common shares vested and outstanding for all classes eligible to participate in dividends for each period presented.



Notes to the Financial Supplement

KEY OPERATING AND NON-GAAP MEASURES

ADJUSTED OPERATING INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS AND ADJUSTED OPERATING RETURN ON ASSETS (ROA)

•

Investment Gains (Losses), Net of Offsets—Consists of the realized gains and losses on the sale of AFS securities, the change in fair value of reinsurance assets, unrealized gains and losses, allowances, and other investment gains and losses. Unrealized, allowances and other investment gains and losses are comprised of the fair value adjustments of trading securities (other than CLOs) and investments held under the fair value option, derivative gains and losses not hedging FIA index credits, and the change in credit loss allowances recognized in operations net of the change in AmerUs Closed Block fair value reserve related to the corresponding change in fair value of investments and the change in unit-linked reserves related to the corresponding trading securities. Investment gains and losses are net of offsets related to DAC, DSI, and VOBA amortization and changes to guaranteed lifetime withdrawal benefit (GLWB) and guaranteed minimum death benefit (GMDB) reserves (together, GLWB and GMDB reserves represent rider reserves) as well as the MVAs associated with surrenders or terminations of contracts.

•

Change in Fair Values of Derivatives and Embedded Derivatives – FIAs, Net of Offsets—Consists of impacts related to the fair value accounting for derivatives hedging the FIA index credits and the related embedded derivative liability fluctuations from period to period. The index reserve is measured at fair value for the current period and all periods beyond the current policyholder index term. However, the FIA hedging derivatives are purchased to hedge only the current index period. Upon policyholder renewal at the end of the period, new FIA hedging derivatives are purchased to align with the new term. The difference in duration between the FIA hedging derivatives and the index credit reserves creates a timing difference in earnings. This timing difference of the FIA hedging derivatives and index credit reserves is included as a non-operating adjustment, net of offsets related to DAC, DSI, and VOBA amortization and changes to rider reserves. We primarily hedge with options that align with the index terms of our FIA products (typically 1–2 years). From an economic basis, we believe this is suitable because policyholder accounts are credited with index performance at the end of each index term. However, because the term of an embedded derivative in an FIA contract is longer-dated, there is a duration mismatch which may lead to mismatches for accounting purposes.


•	Integration, Restructuring, and Other Non-operating Expenses—Consists of restructuring and integration expenses related to acquisitions and block reinsurance costs as well as certain other expenses, which are not predictable or related to our underlying profitability drivers.


•	Stock Compensation Expense—Consists of stock compensation expenses associated with our share incentive plans, excluding our long-term incentive plan, which are not related to our underlying profitability drivers and fluctuate from time to time due to the structure of our plans.


•	Bargain Purchase Gain—Consists of adjustments to net income (loss) available to AHL common shareholders as they are not related to our underlying profitability drivers.


•	Income Tax (Expense) Benefit – Non-operating—Consists of the income tax effect of non-operating adjustments and is computed by applying the appropriate jurisdiction’s tax rate to the non-operating adjustments that are subject to income tax.

ADJUSTED OPERATING ROE

ADJUSTED OPERATING EARNINGS (LOSS) PER COMMON SHARE, WEIGHTED AVERAGE COMMON SHARES OUTSTANDING – ADJUSTED OPERATING, AND ADJUSTED BOOK VALUE PER COMMON SHARE

Adjusted operating earnings (loss) per common share, weighted average common shares outstanding – adjusted operating and adjusted book value per common share are non-GAAP measures used to evaluate our financial performance and financial condition. The non-GAAP measures adjust the number of shares included in the corresponding GAAP measures to reflect the conversion or settlement of all shares and other stock-based awards outstanding. We believe using these measures represent an economic view of our share counts and provide a simplified and consistent view of our outstanding shares. Adjusted operating earnings (loss) per common share is calculated as the adjusted operating income (loss) available to common shareholders, over the weighted average common shares outstanding – adjusted operating. Adjusted book value per common share is calculated as the adjusted AHL common shareholders’ equity divided by the adjusted operating common shares outstanding. Effective February 28, 2020, all Class B common shares were converted into Class A common shares and all Class M common shares were converted into warrants and Class A common shares. Our Class B common shares were economically equivalent to Class A common shares and could have been converted to Class A common shares on a one-for-one basis at any time. Our Class M common shares were in the legal form of shares but economically functioned as options as they were convertible into Class A common shares after vesting and settlement of the conversion price. In calculating Class A diluted earnings per share on a GAAP basis, we are required to apply sequencing rules to determine the dilutive impacts, if any, of our Class B common shares, Class M common shares and any other stock-based awards. To the extent our Class B common shares, Class M common shares and/or any other stock-based awards were not dilutive, after considering the dilutive effects of the more dilutive securities in the sequence, they were excluded. Weighted average common shares outstanding – adjusted operating and adjusted operating common shares outstanding assume conversion or settlement of all outstanding items that are able to be converted to or settled in Class A common shares, including the impacts of Class B common shares on a one-for-one basis, the impacts of all Class M common shares net of the conversion price and any other stock-based awards, but excluding any awards for which the exercise or conversion price exceeds the market value of our Class A common shares on the applicable measurement date. For certain historical periods, Class M shares were not included due to issuance restrictions which were contingent upon our IPO. Adjusted operating earnings (loss) per common share, weighted average common shares outstanding – adjusted operating and adjusted book value per common share should not be used as a substitute for basic earnings (loss) per share – Class A common shares, basic weighted average common shares outstanding – Class A or book value per common share. However, we believe the adjustments to the shares and equity are significant to gaining an understanding of our overall results of operations and financial condition.



Notes to the Financial Supplement, continued

ADJUSTED DEBT TO CAPITAL RATIO

RETIREMENT SERVICES NET INVESTMENT SPREAD, INVESTMENT MARGIN ON DEFERRED ANNUITIES, AND OPERATING EXPENSES

•

◦

Cost of crediting includes the costs for both deferred annuities and institutional products. Cost of crediting on deferred annuities is the interest credited to the policyholders on our fixed strategies as well as the option costs on the indexed annuity strategies. With respect to FIAs, the cost of providing index credits includes the expenses incurred to fund the annual index credits, and where applicable, minimum guaranteed interest credited. Cost of crediting on institutional products is comprised of PRT costs including interest credited, benefit payments and other reserve changes, net of premiums received when issued, as well as funding agreement costs including the interest payments and other reserve changes. Cost of crediting is computed as the cost of crediting for deferred annuities and institutional products divided by the average net invested assets, excluding the investment in Apollo, for the relevant periods. Cost of crediting on deferred annuities is computed as the net interest credited on fixed strategies and option costs on indexed annuity strategies divided by the average net account value of our deferred annuities. Cost of crediting on institutional products is computed as the PRT and funding agreement costs divided by the average net institutional reserve liabilities. Our average net invested assets, excluding our investment in Apollo, net account values and net institutional reserve liabilities are averaged over the number of quarters in the relevant period to obtain our associated cost of crediting for such period. To enhance the ability to analyze these measures across periods, interim periods are annualized.

◦

•

NET INVESTED ASSETS

NET RESERVE LIABILITIES

In managing our business, we also analyze net reserve liabilities, which does not correspond to total liabilities as disclosed in our consolidated financial statements and notes thereto. Net reserve liabilities represent our policyholder liability obligations net of reinsurance and is used to analyze the costs of our liabilities. Net reserve liabilities include (a) the interest sensitive contract liabilities, (b) future policy benefits, (c) dividends payable to policyholders, and (d) other policy claims and benefits, offset by reinsurance recoverable, excluding policy loans ceded. Net reserve liabilities include our proportionate share of ACRA reserve liabilities, based on our economic ownership, but does not include the proportionate share of reserve liabilities associated with the noncontrolling interest. Net reserve liabilities is net of the ceded liabilities to third-party reinsurers as the costs of the liabilities are passed to such reinsurers and, therefore, we have no net economic exposure to such liabilities, assuming our reinsurance counterparties perform under our agreements. The majority of our ceded reinsurance is a result of reinsuring large blocks of life business following acquisitions. For such transactions, GAAP requires the ceded liabilities and related reinsurance recoverables to continue to be recorded in our consolidated financial statements despite the transfer of economic risk to the counterparty in connection with the reinsurance transaction. While we believe net reserve liabilities is a meaningful financial metric and enhances our understanding of the underlying profitability drivers of our business, it should not be used as a substitute for total liabilities presented under GAAP.

SALES



Non-GAAP Reconciliations Unaudited (in millions, except per share data)
	Quarterly Trends															Year-to-Date
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			2019		2020
RECONCILIATION OF BOOK VALUE PER COMMON SHARE TO ADJUSTED BOOK VALUE PER COMMON SHARE
Book value per common share	$	66.69		$	74.20		$	76.21		$	51.28		$	75.87
Preferred stock	(4.53		)	(6.42		)	(6.67		)	(6.04		)	(9.05		)
AOCI	(9.49		)	(13.38		)	(12.98		)	6.06			(11.26		)
Accumulated change in fair value of reinsurance assets	(3.45		)	(3.98		)	(2.80		)	0.80			(3.17		)
Effect of items convertible to or settled in Class A common shares	0.28			0.32			0.26			(1.03		)	(1.24		)
Adjusted book value per common share	$	49.50		$	50.74		$	54.02		$	51.07		$	51.15

RECONCILIATION OF AVERAGE AHL SHAREHOLDERS’ EQUITY TO AVERAGE ADJUSTED AHL COMMON SHAREHOLDERS’ EQUITY
Average AHL shareholders’ equity	$	11,241		$	12,955		$	13,468		$	11,666		$	12,326		$	10,321	$	14,051
Less: Average preferred stock	420			1,006			1,172			1,172			1,464			420		1,464
Less: Average AOCI	1,233			2,101			2,362			554			505			644		2,233
Less: Average accumulated change in fair value of reinsurance assets	474			683			610			169			230			282		554
Average adjusted AHL common shareholders’ equity	$	9,114		$	9,165		$	9,324		$	9,771		$	10,127		$	8,975	$	9,800

Retirement Services	$	7,952		$	7,598		$	7,468		$	7,722		$	7,480		$	7,755	$	7,199
Corporate and Other	1,162			1,567			1,856			2,049			2,647			1,220		2,601
Average adjusted AHL common shareholders’ equity	$	9,114		$	9,165		$	9,324		$	9,771		$	10,127		$	8,975	$	9,800

RECONCILIATION OF BASIC WEIGHTED AVERAGE COMMON SHARES OUTSTANDING – CLASS A TO WEIGHTED AVERAGE COMMON SHARES OUTSTANDING – ADJUSTED OPERATING
Basic weighted average common shares outstanding – Class A	158.5			151.6			144.5			161.4			193.9			159.4		177.6
Conversion of Class B common shares to Class A common shares	25.4			25.4			25.4			16.9			—			25.4		8.5
Conversion of Class M common shares to Class A common shares	5.1			4.9			5.2			3.2			—			5.1		1.3
Effect of other stock compensation plans	0.4			0.4			0.6			—			3.0			0.4		2.8
Weighted average common shares outstanding – adjusted operating	189.4			182.3			175.7			181.5			196.9			190.3		190.2

RECONCILIATION OF CLASS A COMMON SHARES OUTSTANDING TO ADJUSTED OPERATING COMMON SHARES OUTSTANDING
Class A common shares outstanding	152.6			149.8			142.8			193.9			193.9
Conversion of Class B common shares to Class A common shares	25.4			25.4			25.4			—			—
Conversion of Class M common shares to Class A common shares	5.3			5.1			5.5			—			—
Effect of other stock compensation plans	1.1			1.1			1.2			3.8			4.7
Adjusted operating common shares outstanding	184.4			181.4			174.9			197.7			198.6



Non-GAAP Reconciliations Unaudited (in millions, except percentages)
	Quarterly Trends															Year-to-Date
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			2019			2020
RECONCILIATION OF NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS TO ADJUSTED OPERATING INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS EXCLUDING NOTABLES AND AOG
Net income (loss) available to Athene Holding Ltd. common shareholders	$	720		$	276		$	432		$	(1,065	)	$	824		$	1,428		$	(241	)
Less: Total non-operating adjustments	350			33			43			(957		)	334			771			(623		)
Adjusted operating income (loss) available to common shareholders	370			243			389			(108		)	490			657			382
Notable items	—			62			(43		)	43			(20		)	—			25
Adjusted operating income (loss) available to common shareholders excluding notable items	$	370		$	305		$	346		$	(65	)	$	470		$	657		$	407

Retirement Services adjusted operating income available to common shareholders	$	376		$	256		$	404		$	204		$	208		$	662		$	412
Rider reserve and DAC equity market performance	—			5			(25		)	50			(22		)	—			28
Actuarial updates	—			—			(22		)	—			—			—			—
Out of period actuarial adjustments	—			13			—			—			—			—			—
Unlocking	—			48			—			—			—			—			—
Tax impact of notable items	—			(4		)	4			(7		)	2			—			(3		)
Retirement Services notable items	—			62			(43		)	43			(20		)	—			25
Retirement Services adjusted operating income available to common shareholders excluding notable items	376			318			361			247			188			662			437

Corporate and Other adjusted operating income (loss) available to common shareholders	(6		)	(13		)	(15		)	(312		)	282			(5		)	(30		)
Adjusted operating income (loss) available to common shareholders excluding notable items	370			305			346			(65		)	470			657			407
Less: Change in fair value of Apollo investment, net of tax	—			—			—			(239		)	372			—			133
Adjusted operating income available to common shareholders excluding notables and AOG	$	370		$	305		$	346		$	174		$	98		$	657		$	274



Non-GAAP Reconciliations Unaudited (in millions, except percentages)
	Quarterly Trends															Year-to-Date
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			2019			2020
RECONCILIATION OF NET INVESTMENT INCOME TO NET INVESTMENT EARNINGS
GAAP net investment income	$	1,182		$	1,090		$	1,242		$	745		$	1,336		$	2,264		$	2,081
Change in fair value of reinsurance assets	161			199			188			270			218			293			488
Alternative income gain (loss)	12			6			(12		)	(101		)	56			7			(45		)
ACRA noncontrolling interest	—			—			(61		)	(72		)	(81		)	—			(153		)
Apollo investment (income) loss	—			—			—			297			(481		)	—			(184		)
Held for trading amortization and other	(10		)	(3		)	(18		)	12			(8		)	(16		)	4
Total adjustments to arrive at net investment earnings	163			202			97			406			(296		)	284			110
Total net investment earnings	$	1,345		$	1,292		$	1,339		$	1,151		$	1,040		$	2,548		$	2,191

Retirement Services	$	1,321		$	1,264		$	1,306		$	1,184		$	1,075		$	2,492		$	2,259
Corporate and Other	24			28			33			(33		)	(35		)	56			(68		)
Total net investment earnings	$	1,345		$	1,292		$	1,339		$	1,151		$	1,040		$	2,548		$	2,191

RECONCILIATION OF NET INVESTMENT INCOME RATE TO NET INVESTMENT EARNED RATE
GAAP net investment income rate	4.10		%	3.67		%	4.28		%	2.51		%	4.22		%	3.98		%	3.39		%
Change in fair value of reinsurance assets	0.56		%	0.67		%	0.65		%	0.90		%	0.69		%	0.52		%	0.79		%
Alternative income gain (loss)	0.04		%	0.02		%	(0.04		)%	(0.34		)%	0.18		%	0.01		%	(0.08		)%
ACRA noncontrolling interest	—		%	—		%	(0.21		)%	(0.24		)%	(0.26		)%	—		%	(0.25		)%
Apollo investment (income) loss	—		%	—		%	—		%	1.00		%	(1.52		)%	—		%	(0.30		)%
Held for trading amortization and other	(0.03		)%	(0.01		)%	(0.06		)%	0.04		%	(0.02		)%	(0.03		)%	0.01		%
Total adjustments to arrive at net investment earned rate	0.57		%	0.68		%	0.34		%	1.36		%	(0.93		)%	0.50		%	0.17		%
Consolidated net investment earned rate	4.67		%	4.35		%	4.62		%	3.87		%	3.29		%	4.48		%	3.56		%

Retirement Services	4.63		%	4.31		%	4.57		%	4.04		%	3.44		%	4.42		%	3.73		%
Corporate and Other	8.39		%	7.28		%	7.16		%	(8.14		)%	(8.91		)%	10.05		%	(7.94		)%
Consolidated net investment earned rate	4.67		%	4.35		%	4.62		%	3.87		%	3.29		%	4.48		%	3.56		%

Retirement Services	$	114,059		$	117,338		$	114,149		$	117,295		$	124,943		$	112,711		$	121,213
Corporate and Other ex. Apollo investment	1,162			1,567			1,837			1,624			1,567			1,113			1,712
Consolidated average net invested assets ex. Apollo investment	$	115,221		$	118,905		$	115,986		$	118,919		$	126,510		$	113,824		$	122,925



Non-GAAP Reconciliations Unaudited (in millions, except percentages)
	Quarterly Trends															Year-to-Date
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			2019			2020
RECONCILIATION OF INTEREST SENSITIVE CONTRACT BENEFITS TO COST OF CREDITING
GAAP interest sensitive contract benefits	$	1,094		$	801		$	1,146		$	(1,319	)	$	2,076		$	2,610		$	757
Interest credited other than deferred annuities and institutional products	50			63			64			63			75			105			138
FIA option costs	280			282			269			266			271			558			537
Product charges (strategy fees)	(29		)	(31		)	(31		)	(32		)	(34		)	(57		)	(66		)
Reinsurance embedded derivative impacts	14			14			14			14			15			29			29
Change in fair values of embedded derivatives – FIAs	(868		)	(560		)	(905		)	1,504			(1,734		)	(2,179		)	(230		)
Negative VOBA amortization	7			9			8			7			5			19			12
ACRA noncontrolling interest	—			—			(42		)	38			(113		)	—			(75		)
Other changes in interest sensitive contract liabilities	(1		)	(2		)	(2		)	(1		)	(1		)	(3		)	(2		)
Total adjustments to arrive at cost of crediting	(547		)	(225		)	(625		)	1,859			(1,516		)	(1,528		)	343
Retirement Services cost of crediting	$	547		$	576		$	521		$	540		$	560		$	1,082		$	1,100

GAAP interest sensitive contract benefits	3.84		%	2.73		%	4.02		%	(4.50		)%	6.65		%	4.63		%	1.25		%
Interest credited other than deferred annuities and institutional products	0.18		%	0.21		%	0.23		%	0.21		%	0.24		%	0.19		%	0.22		%
FIA option costs	0.98		%	0.96		%	0.94		%	0.91		%	0.86		%	0.99		%	0.88		%
Product charges (strategy fees)	(0.10		)%	(0.10		)%	(0.11		)%	(0.11		)%	(0.11		)%	(0.10		)%	(0.11		)%
Reinsurance embedded derivative impacts	0.05		%	0.05		%	0.05		%	0.05		%	0.05		%	0.05		%	0.05		%
Change in fair values of embedded derivatives – FIAs	(3.05		)%	(1.91		)%	(3.17		)%	5.13		%	(5.55		)%	(3.86		)%	(0.38		)%
Negative VOBA amortization	0.02		%	0.03		%	0.03		%	0.02		%	0.02		%	0.03		%	0.02		%
ACRA noncontrolling interest	—		%	—		%	(0.15		)%	0.13		%	(0.37		)%	—		%	(0.12		)%
Other changes in interest sensitive contract liabilities	—		%	(0.01		)%	(0.01		)%	—		%	—		%	(0.01		)%	—		%
Total adjustments to arrive at cost of crediting	(1.92		)%	(0.77		)%	(2.19		)%	6.34		%	(4.86		)%	(2.71		)%	0.56		%
Retirement Services cost of crediting	1.92		%	1.96		%	1.83		%	1.84		%	1.79		%	1.92		%	1.81		%

Retirement Services cost of crediting on deferred annuities	1.98		%	1.98		%	1.95		%	1.91		%	1.94		%	1.98		%	1.92		%
Retirement Services cost of crediting on institutional products	3.76		%	3.68		%	2.85		%	3.31		%	2.87		%	3.73		%	3.08		%
Retirement Services cost of crediting	1.92		%	1.96		%	1.83		%	1.84		%	1.79		%	1.92		%	1.81		%

Retirement Services average net invested assets	$	114,059		$	117,338		$	114,149		$	117,295		$	124,943		$	112,711		$	121,213
Average net account value on deferred annuities	90,675			91,467			87,660			88,119			92,814			90,261			90,654
Average institutional net reserve liabilities	10,470			13,320			12,931			14,250			15,233			10,140			14,742



Non-GAAP Reconciliations Unaudited (in millions)
	Quarterly Trends															Year-to-Date
	2Q’19			3Q’19			4Q’19			1Q’20			2Q’20			2019			2020
RECONCILIATION OF BENEFITS AND EXPENSES TO OTHER LIABILITY COSTS
GAAP benefits and expenses	$	2,673		$	4,305		$	2,723		$	(167	)	$	3,317		$	6,928		$	3,150
Premiums	(787		)	(2,688		)	(907		)	(1,140		)	(355		)	(2,787		)	(1,495		)
Product charges	(132		)	(135		)	(132		)	(140		)	(141		)	(257		)	(281		)
Other revenues	(9		)	(6		)	(10		)	2			(18		)	(21		)	(16		)
Cost of crediting	(253		)	(280		)	(238		)	(259		)	(275		)	(495		)	(534		)
Change in fair value of embedded derivatives - FIA, net of offsets	(817		)	(497		)	(1,003		)	1,456			(1,445		)	(2,077		)	11
DAC, DSI and VOBA amortization related to investment gains and losses	(181		)	(151		)	28			425			(323		)	(354		)	102
Rider reserves	(24		)	(9		)	3			76			(46		)	(52		)	30
Policy and other operating expenses, excluding policy acquisition expenses	(117		)	(130		)	(138		)	(117		)	(145		)	(220		)	(262		)
AmerUs closed block fair value liability	(59		)	(46		)	6			45			(100		)	(112		)	(55		)
ACRA noncontrolling interest	—			—			(74		)	165			(241		)	—			(76		)
Other	1			(5		)	1			(4		)	(13		)	2			(17		)
Total adjustments to arrive at other liability costs	(2,378		)	(3,947		)	(2,464		)	509			(3,102		)	(6,373		)	(2,593		)
Other liability costs	$	295		$	358		$	259		$	342		$	215		$	555		$	557

Retirement Services	$	295		$	358		$	259		$	342		$	215		$	555		$	557
Corporate and Other	—			—			—			—			—			—			—
Consolidated other liability costs	$	295		$	358		$	259		$	342		$	215		$	555		$	557

RECONCILIATION OF POLICY AND OTHER OPERATING EXPENSES TO OPERATING EXPENSES
Policy and other operating expenses	$	185		$	194		$	200		$	188		$	218		$	350		$	406
Interest expense	(15		)	(15		)	(20		)	(20		)	(29		)	(32		)	(49		)
Policy acquisition expenses, net of deferrals	(69		)	(63		)	(62		)	(71		)	(73		)	(131		)	(144		)
Integration, restructuring and other non-operating expenses	(11		)	(34		)	(24		)	(4		)	(9		)	(12		)	(13		)
Stock compensation expenses	(3		)	(3		)	(3		)	(10		)	—			(6		)	(10		)
ACRA noncontrolling interest	—			—			(5		)	(4		)	(19		)	—			(23		)
Total adjustments to arrive at operating expenses	(98		)	(115		)	(114		)	(109		)	(130		)	(181		)	(239		)
Operating expenses	$	87		$	79		$	86		$	79		$	88		$	169		$	167

Retirement Services	$	68		$	67		$	69		$	68		$	71		$	130		$	139
Corporate and Other	19			12			17			11			17			39			28
Consolidated operating expenses	$	87		$	79		$	86		$	79		$	88		$	169		$	167



Non-GAAP Reconciliations Unaudited (in millions)
	December 31, 2019			June 30, 2020
RECONCILIATION OF TOTAL INVESTMENTS INCLUDING RELATED PARTIES TO NET INVESTED ASSETS
Total investments, including related parties	$	130,550		$	163,039
Derivative assets	(2,888		)	(2,379		)
Cash and cash equivalents (including restricted cash)	4,639			7,521
Accrued investment income	807			836
Payables for collateral on derivatives	(2,743		)	(2,117		)
Reinsurance funds withheld and modified coinsurance	(1,440		)	(203		)
VIE and VOE assets, liabilities and noncontrolling interest	25			(18		)
Unrealized (gains) losses	(4,095		)	(3,782		)
Ceded policy loans	(235		)	(225		)
Net investment receivables (payables)	(57		)	(1,281		)
Allowance for credit losses	—			574
Total adjustments to arrive at gross invested assets	(5,987		)	(1,074		)
Gross invested assets	124,563			161,965
ACRA noncontrolling interest	(7,077		)	(24,696		)
Net invested assets	$	117,486		$	137,269

RECONCILIATION OF INVESTMENT FUNDS INCLUDING RELATED PARTIES TO NET ALTERNATIVE INVESTMENTS
Investment funds, including related parties	$	4,300		$	5,960
Nonredeemable preferred stock included in equity securities	78			—
CLO and ABS equities included in trading securities	405			504
Investment in Apollo	—			(1,313		)
Investment funds within funds withheld at interest	807			916
Royalties and other assets included in other investments	67			85
Unrealized (gains) losses and other adjustments	8			8
ACRA noncontrolling interest	(79		)	(78		)
Total adjustments to arrive at net alternative investments	1,286			122
Net alternative investments	$	5,586		$	6,082

RECONCILIATION OF TOTAL LIABILITIES TO NET RESERVE LIABILITIES
Total liabilities	$	132,734		$	167,602
Short-term debt	(475		)	—
Long-term debt	(992		)	(1,486		)
Derivative liabilities	(97		)	(118		)
Payables for collateral on derivatives and securities to repurchase	(3,255		)	(3,118		)
Funds withheld liability	(408		)	(427		)
Other liabilities	(1,181		)	(1,486		)
Reinsurance ceded receivables	(4,863		)	(5,310		)
Policy loans ceded	(235		)	(225		)
ACRA noncontrolling interest	(6,574		)	(24,094		)
Other	(2		)	(5		)
Total adjustments to arrive at net reserve liabilities	(18,082		)	(36,269		)
Net reserve liabilities	$	114,652		$	131,333

Document and Entity Information Document and Entity Information

Aug. 05, 2020

Document Information [Line Items]

Entity Central Index Key

0001527469

Written Communications

false

Entity Incorporation, State or Country Code

Document Type

8-K

Document Period End Date

Aug. 05, 2020

Entity Registrant Name

ATHENE HOLDING LTD

Entity File Number

001-37963

Entity Tax Identification Number

98-0630022

Entity Address, Address Line One

96 Pitts Bay Road

Entity Address, City or Town

Pembroke

Entity Address, Postal Zip Code

HM 08

Entity Address, Country

City Area Code

441

Local Phone Number

279-8400

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Amendment Flag

false

Common Class A [Member]

Document Information [Line Items]

Title of 12(b) Security

Class A common shares, par value $0.001 per share

Trading Symbol

ATH

Security Exchange Name

NYSE

Series A Preferred Stock [Member]

Document Information [Line Items]

Title of 12(b) Security

6.35% Fixed-to-Floating Rate Perpetual Non-Cumulative Preference Share, Series A

Trading Symbol

ATHPrA

Security Exchange Name

NYSE

Series B Preferred Stock [Member]

Document Information [Line Items]

Title of 12(b) Security

5.625% Fixed Rate Perpetual Non-Cumulative Preference Share, Series B

Trading Symbol

ATHPrB

Security Exchange Name

NYSE

Series C Preferred Stock [Member]

Document Information [Line Items]

Title of 12(b) Security

6.375% Fixed-Rate Reset Perpetual Non-Cumulative Preference Share, Series C

Trading Symbol

ATHPrC

Security Exchange Name

NYSE



Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbols	Name of each exchange on which registered
Class A common shares, par value $0.001 per share	ATH	New York Stock Exchange

Depositary Shares, each representing a 1/1,000^th interest in a
6.35% Fixed-to-Floating Rate Perpetual Non-Cumulative Preference Share, Series A	ATHPrA	New York Stock Exchange

Depositary Shares, each representing a 1/1,000^th interest in a
5.625% Fixed Rate Perpetual Non-Cumulative Preference Share, Series B	ATHPrB	New York Stock Exchange

Depositary Shares, each representing a 1/1,000^th interest in a
6.375% Fixed-Rate Reset Perpetual Non-Cumulative Preference Share, Series C	ATHPrC	New York Stock Exchange



Item 9.01	Financial Statements and Exhibits

(d)	Exhibits

99.1	Press release of Athene Holding Ltd., dated August 5, 2020 (furnished and not filed).

99.2	Quarterly Financial Supplement for Athene Holding Ltd. for the second quarter 2020 (furnished and not filed).

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).



		ATHENE HOLDING LTD.

Date:	August 5, 2020	/s/ Martin P. Klein
		Martin P. Klein
		Executive Vice President and Chief Financial Officer



	UNITED STATES SECURITIES AND EXCHANGE COMMISSION

			Washington, D.C. 20549