XML 50 R33.htm IDEA: XBRL DOCUMENT v3.8.0.1
Schedule II - Condensed Financial Information of Parent
12 Months Ended
Dec. 31, 2017
Condensed Financial Information of Parent Company Only Disclosure [Abstract]  
Schedule II - Condensed Financial Information of Parent
Schedule II

Condensed Financial Information of Parent
Balance Sheets
December 31, 2017 and 2016
(In millions, except share and per share data)

 
As of December 31,
 
2017
 
2016
Assets
 
 
 
Investments:
 
 
 
Equity securities, available-for-sale, at fair value (cost of $115 as of 2017 and $93 as of 2016)
$
115

 
$
93

Short-term investments
212

 
212

Derivatives
49

 
56

Investments in subsidiaries
12,293

 
14,743

Total investments
12,669

 
15,104

Cash and cash equivalents
244

 
257

Short-term investments under securities loan agreements, including collateral delivered
11

 
11

Loans to subsidiaries and affiliates
191

 
278

Due from subsidiaries and affiliates
2

 
3

Current income taxes

 
31

Deferred income taxes
406

 
527

Other assets
16

 
21

Total assets
$
13,539

 
$
16,232

 
 
 
 
Liabilities and Shareholders' Equity
 
 
 
Short-term debt
$
755

 
$
11

Long-term debt
2,681

 
3,108

Derivatives
49

 
56

Due to subsidiaries and affiliates
1

 

Other liabilities
44

 
62

Total liabilities
3,530

 
3,237

 
 
 
 
Shareholders' equity:
 
 
 
Common stock ($0.01 par value per share; 900,000,000 shares authorized; 270,078,294 and 268,079,931 shares issued as of 2017 and 2016, respectively; 171,982,673 and 194,639,273 shares outstanding as of 2017 and 2016, respectively)
3

 
3

Treasury stock (at cost; 98,095,621 and 73,440,658 shares as of 2017 and 2016, respectively)
(3,827
)
 
(2,796
)
Additional paid-in capital
23,821

 
23,609

Accumulated other comprehensive income (loss)
2,731

 
1,921

Retained earnings (deficit):
 
 
 
Unappropriated
(12,719
)
 
(9,742
)
Total Voya Financial, Inc. shareholders' equity
10,009

 
12,995

Total liabilities and shareholders' equity
$
13,539

 
$
16,232


The accompanying notes are an integral part of this Condensed Financial Information.
Voya Financial, Inc.
Schedule II

Condensed Financial Information of Parent
Statements of Operations
For the Years Ended December 31, 2017, 2016 and 2015
(In millions)

 
Year Ended December 31,
 
2017
 
2016
 
2015
Revenues:
 
 
 
 
 
Net investment income
$
33

 
$
19

 
$
4

Net realized capital gains (losses)

 
1

 
(2
)
Other revenue
8

 
1

 
3

Total revenues
41

 
21

 
5

 
 
 
 
 
 
Expenses:
 
 
 
 
 
Interest expense
155

 
238

 
150

Other expenses
9

 
9

 
10

Total expenses
164

 
247

 
160

Income (loss) before income taxes and equity in earnings (losses) of subsidiaries
(123
)
 
(226
)
 
(155
)
Income tax expense (benefit)
113

 
(90
)
 
(52
)
Net income (loss) before equity in earnings (losses) of subsidiaries
(236
)
 
(136
)
 
(103
)
Equity in earnings (losses) of subsidiaries, net of tax
(2,756
)
 
(191
)
 
511

Net income (loss) available to Voya Financial, Inc.'s common shareholders
$
(2,992
)
 
$
(327
)
 
$
408


The accompanying notes are an integral part of this Condensed Financial Information.
Voya Financial, Inc.
Schedule II

Condensed Financial Information of Parent
Statements of Comprehensive Income
For the Years Ended December 31, 2017, 2016 and 2015
(In millions)

 
Year Ended December 31,
 
2017
 
2016
 
2015
Net income (loss) available to Voya Financial, Inc.'s common shareholders
$
(2,992
)
 
$
(327
)
 
$
408

Other comprehensive income (loss), after tax
810

 
496

 
(1,679
)
Comprehensive income (loss) attributable to Voya Financial, Inc.'s common shareholders
$
(2,182
)
 
$
169

 
$
(1,271
)

The accompanying notes are an integral part of this Condensed Financial Information.
Voya Financial, Inc.
Schedule II

Condensed Financial Information of Parent
Statements of Cash Flows
For the Years Ended December 31, 2017, 2016 and 2015
(In millions)

 
Year Ended December 31,
 
2017
 
2016
 
2015
Cash Flows from Operating Activities:
 
 
 
 
 
Net income (loss) available to Voya Financial, Inc.'s common shareholders
$
(2,992
)
 
$
(327
)
 
$
408

Adjustments to reconcile Net income (loss) available to Voya Financial, Inc.'s common shareholders to Net cash (used in) provided by operating activities:
 
 
 
 
 
Equity in (earnings) losses of subsidiaries
2,756

 
191

 
(511
)
Dividends from subsidiaries
73

 
55

 
241

Deferred income tax (benefit) expense
131

 
(122
)
 
(4
)
Net realized capital (gains) losses

 
(1
)
 
2

Share-based compensation

 

 
(4
)
Change in:
 
 
 
 
 
Other receivables and asset accruals
32

 
(102
)
 
(17
)
Due from subsidiaries and affiliates
1

 
3

 
6

Due to subsidiaries and affiliates
1

 

 
(7
)
Other payables and accruals
(18
)
 
(16
)
 
(2
)
Other, net
(6
)
 
11

 
18

Net cash (used in) provided by operating activities
(22
)
 
(308
)
 
130

 
 
 
 
 
 
Cash Flows from Investing Activities:
 
 
 
 
 
Proceeds from the sale, maturity, disposal or redemption of equity securities, available-for-sale
25

 
18

 
24

Acquisition of equity securities, available-for-sale
(34
)
 
(23
)
 
(31
)
Short-term investments, net

 

 
(212
)
Derivatives, net

 
1

 
(33
)
Issuance of intercompany loans with maturities more than three months
(34
)
 

 

Maturity of intercompany loans issued to subsidiaries with maturities more than three months
34

 

 
1

Maturity (issuance) of short-term intercompany loans, net
87

 
52

 
(162
)
Return of capital contributions and dividends from subsidiaries
1,020

 
922

 
1,467

Capital contributions to subsidiaries
(467
)
 
(215
)
 

Collateral received (delivered), net

 

 
20

Net cash provided by investing activities
631

 
755

 
1,074


The accompanying notes are an integral part of this Condensed Financial Information.

Voya Financial, Inc.
Schedule II

Condensed Financial Information of Parent
Statements of Cash Flows (Continued)
For the Years Ended December 31, 2017, 2016 and 2015
(In millions)

 
Year Ended December 31,
 
2017
 
2016
 
2015
Cash Flows from Financing Activities:
 
 
 
 
 
Proceeds from issuance of debt with maturities of more than three months
399

 
798

 

Repayment of debt with maturities of more than three months
(490
)
 
(660
)
 

Debt issuance costs
(3
)
 
(16
)
 
(7
)
Net proceeds from short-term loans to subsidiaries
408

 
11

 

Proceeds from issuance of common stock, net
3

 
1

 

Share-based compensation
(8
)
 
(7
)
 
(5
)
Common stock acquired - Share repurchase
(923
)
 
(687
)
 
(1,487
)
Dividends paid
(8
)
 
(8
)
 
(9
)
Net cash used in financing activities
(622
)
 
(568
)
 
(1,508
)
Net decrease in cash and cash equivalents
(13
)
 
(121
)
 
(304
)
Cash and cash equivalents, beginning of period
257

 
378

 
682

Cash and cash equivalents, end of period
$
244

 
$
257

 
$
378

 
 
 
 
 
 
Supplemental cash flow information:
 
 
 
 
 
Income taxes paid (received), net
$
(154
)
 
$
64

 
$
77

Interest paid
138

 
156

 
144


The accompanying notes are an integral part of this Condensed Financial Information.
1.    Business and Basis of Presentation

The condensed financial information of Voya Financial, Inc. should be read in conjunction with the consolidated financial statements of Voya Financial, Inc. and its subsidiaries (collectively the "Company") and the notes thereto (the "Consolidated Financial Statements").

The Company is a financial services organization in the United States that offers a broad range of retirement services, annuities, investment management services, mutual funds, life insurance, group insurance and supplemental health products. The Company provides its principal products and services through four segments: Retirement, Investment Management, Individual Life and Employee Benefits. In addition, the Company includes in Corporate the financial data not directly related to its segments and other business activities that do not have an ongoing meaningful impact to the Company's results. See the Segments Note to the Consolidated Financial Statements.

Prior to May 2013, the Company was an indirect, wholly-owned subsidiary of ING Groep N.V. ("ING Group" or "ING"), a global financial services holding company based in The Netherlands. In May 2013, Voya Financial, Inc. completed its initial public offering ("IPO") of common stock, including the issuance and sale of common stock by Voya Financial, Inc. and the sale of shares of common stock owned indirectly by ING Group. Between October 2013 and March 2015, ING Group completed the sale of its remaining shares of common stock of Voya Financial, Inc. in a series of registered public offerings. ING Group continues to hold certain warrants to purchase shares of Voya Financial, Inc. common stock as described further in the Shareholders' Equity Note to the Consolidated Financial Statements.

The accompanying financial information reflects the results of operations, financial position and cash flows for Voya Financial, Inc. The financial information is in conformity with accounting principles generally accepted in the United States, which require management to adopt accounting policies and make certain estimates and assumptions. Investments in subsidiaries are accounted for using the equity method of accounting.

2.    Loans to Subsidiaries

Voya Financial, Inc. maintains reciprocal loan agreements with subsidiaries to facilitate unanticipated short-term cash requirements that arise in the ordinary course of business. Under these loan agreements, the limitations on borrowing are based on the nature of the subsidiary's operations. For reciprocal loan agreements with insurance companies, the amounts that either party may borrow from the other under the agreement vary and are equal to 2%-5% of the insurance subsidiary’s statutory net admitted assets (excluding separate accounts) as of the previous year end depending on the state of domicile. For reciprocal loan agreements with non-insurance subsidiaries, the limits vary and are set by management based on an assessment of the financial position of the subsidiary. During the years ended 2017 and 2016, interest on any borrowing by a subsidiary under a reciprocal loan agreement is charged at a rate based on the prevailing market rate for similar third-party borrowings for securities. Borrowings by Voya Alternative Asset Management LLC ("VAAM") occur to enable VAAM to make capital contributions to the Voya Multi-Strategy Opportunity Fund LLC ("the fund"), the fund that it manages. The applicable variable interest rate is equal to the rate of return on capital invested in the fund, which may be negative over any given period.

Interest income earned on loans to subsidiaries was $8, $9 and $5 for the years ended December 31, 2017, 2016 and 2015, respectively. Interest income is included in Net investment income in the Condensed Statements of Operations.

The following table summarizes the carrying value of Voya Financial, Inc.'s loans to subsidiaries for the periods indicated:
 
 
 
 
 
As of December 31,
Subsidiaries
Rate
 
Maturity Date
 
2017
 
2016
Voya Alternative Asset Management LLC
(4.64
)%
 
06/30/2018
 
$
2

 
$
2

Voya Institutional Plan Services, LLC
2.42
 %
 
01/02/2018
 
20

 
1

Voya Institutional Plan Services, LLC
2.45
 %
 
01/03/2018
 
34

 
14

Voya Institutional Plan Services, LLC
2.46
 %
 
01/04/2018
 
5

 
17

Voya Institutional Plan Services, LLC
2.52
 %
 
01/09/2018
 
1

 
10

Voya Institutional Plan Services, LLC
2.53
 %
 
01/11/2018
 
5

 
1

Voya Institutional Plan Services, LLC
2.53
 %
 
01/12/2018
 
4

 

Voya Capital
2.49
 %
 
01/04/2018
 
1

 
3

Voya Investment Management, LLC
2.57
 %
 
01/29/2018
 
51

 
15

Voya Payroll Management, Inc.
2.17
 %
 
07/03/2017
 

 
4

Voya Holdings Inc.
2.57
 %
 
01/29/2018
 
68

 
203

Voya Holdings Inc.
2.39
 %
 
01/26/2017
 

 
2

Voya Holdings Inc.
2.40
 %
 
01/27/2017
 

 
6

Total
 
 
 
 
$
191

 
$
278


3.    Financing Agreements

Short-term Debt

The following table summarizes Voya Financial, Inc.'s short-term debt borrowings for the periods indicated:
 
As of December 31,
 
2017
 
2016
Intercompany financing - Subsidiaries
$
418

 
$
11

Current portion of long-term debt
337

 

Total
$
755

 
$
11


Intercompany financing

Under the reciprocal loan agreements with subsidiaries, interest is charged at the prevailing market interest rate for similar third-party borrowings for securities.














Long-term Debt

The following table summarizes Voya Financial, Inc.'s long-term debt securities for the periods indicated:
 
 
 
As of December 31,
 
Maturity
 
2017
 
2016
5.5% Senior Notes, due 2022
07/15/2022
 
$
361

 
$
361

2.9% Senior Notes, due 2018
02/15/2018
 
337

 
825

5.7% Senior Notes, due 2043
07/15/2043
 
395

 
394

3.65% Senior Notes, due 2026
06/15/2026
 
495

 
494

4.8% Senior Notes, due 2046
06/15/2046
 
296

 
296

3.125% Senior Notes, due 2024
07/15/2024
 
396

 

5.65% Fixed-to-Floating Rate Junior Subordinated Notes, due 2053
05/15/2053
 
738

 
738

Subtotal
 
 
3,018

 
3,108

Less: Current portion of long-term debt
 
 
337

 

Total
 
 
$
2,681

 
$
3,108


As of December 31, 2017 and 2016, Voya Financial, Inc. was in compliance with its debt covenants.

As of December 31, 2017, aggregate amounts of future principal payments of long-term debt for the next five years and thereafter are as follows:
2018
$
337

2019

2020

2021

2022
363

Thereafter
2,350

Total
$
3,050


Credit Facilities

Voya Financial, Inc. maintains credit facilities used primarily for collateral required under affiliated reinsurance transactions and also for general corporate purposes. As of December 31, 2017, unsecured and uncommitted credit facilities totaled $496, and unsecured and committed facilities totaled $5.9 billion. Voya Financial, Inc. additionally has $205 of secured facilities. Of the aggregate $6.6 billion capacity available, Voya Financial, Inc. utilized $3.0 billion in credit facilities outstanding as of December 31, 2017. Total fees associated with credit facilities in 2017, 2016 and 2015 totaled $39, $38 and $61, respectively.

Guarantees

In the normal course of business, Voya Financial, Inc. enters into indemnification agreements with financial institutions that issue surety bonds on behalf of Voya Financial, Inc. or its subsidiaries in connection with litigation matters.

Voya Financial, Inc. provides credit support to its captive reinsurance subsidiaries through surplus maintenance agreements, pursuant to which it agrees to cause these subsidiaries to maintain particular levels of capital or surplus and which it entered into, in connection with particular credit facility agreements. Since these obligations are not subject to limitations, it is not possible to determine the maximum potential amount due under these agreements.

On January 1, 2014, Voya Financial, Inc. entered into a reimbursement agreement with a third-party bank for its wholly owned subsidiary, Roaring River IV, LLC ("Roaring River IV") to provide up to $565 statutory reserve financing through a trust note which matures December 31, 2028. At inception, the reimbursement agreement requires Voya Financial, Inc. to cause no less than $79 of capital to be maintained in Roaring River IV Holding LLC, the intermediate holding company of Roaring River IV, and $45 of capital to be maintained in Roaring River IV for a total of $124. This amount will vary over time based on a percentage of Roaring River IV in force life insurance. This surplus maintenance agreement is effective for the duration of the related credit facility agreement and the maximum potential obligations are not specified or applicable.

Effective January 15, 2014, Voya Financial, Inc. entered into a surplus maintenance agreement with Langhorne I, LLC ("Langhorne I"), a wholly owned captive reinsurance subsidiary, whereby Voya Financial, Inc. agrees to cause Langhorne I to maintain capital of at least $85 in support of its obligations associated with a credit facility arrangement supporting an affiliated reinsurance agreement. While the credit facility was cancelled effective January 18, 2018, this surplus maintenance agreement is effective until such time that the reinsurance is recaptured. The maximum potential obligations are not specified or applicable.

Voya Financial, Inc. and SLDI are parties to a LOC facility agreement with a third-party bank that provides up to $475 of LOC capacity. SLDI has reimbursement obligations to the bank under this agreement, in an aggregate amount of up to $475, which obligations are guaranteed by Voya Financial, Inc. This agreement was entered into to facilitate collateral requirements supporting reinsurance. Voya Financial, Inc.’s guarantee obligations are effective for the duration of SLDI’s reimbursement obligations to the bank.

Roaring River, LLC ("Roaring River") is party to a LOC facility agreement with a third-party bank that provides up to $425 of LOC capacity. Roaring River has reimbursement obligations to the bank under this agreement, in an aggregate amount of up to $425, which obligations are guaranteed by Voya Financial, Inc. This agreement and the related guarantee were entered into to facilitate collateral requirements supporting reinsurance. The guarantee is effective for the duration of Roaring River’s reimbursement obligations to the bank.

Voya Financial, Inc. guarantees the obligations of one of its subsidiaries, Voya Financial Products Inc. ("VFP"), under a credit default swap arrangement under which VFP has written credit protection in the notional amount of $1.0 billion with respect to a portfolio of investment grade corporate debt instruments.

Under the Buyer Facility Agreement put into place by Hannover Re, Voya Financial, Inc. and SLDI have contingent reimbursement obligations and Voya Financial, Inc. has guarantee obligations, up to the full principal amount of the note issued pursuant to the agreement, if SLD or SLDI were to direct the sale or liquidation of the note other than as permitted by the Buyer Facility Agreement, or fails to return reinsurance collateral (including the note) upon termination of the Buyer Facility Agreement or as otherwise required by the Buyer Facility Agreement. In addition, Voya Financial, Inc. has agreed to indemnify Hannover Re for any losses it incurs in the event that SLD or SLDI were to exercise offset rights unrelated to the Hannover Re block.

Voya Financial, Inc. has also entered into a corporate guarantee agreement with a third-party ceding insurer where it guarantees the reinsurance obligations of its subsidiary, SLD, assumed under a reinsurance agreement with the third-party cedent. SLD retrocedes the business to Hannover US who is the claim paying party. The current amount of reserves outstanding as of December 31, 2017 is $21. The maximum potential obligation is not specified or applicable. Since these obligations are not subject to limitations, it is not possible to determine the maximum potential amount due under these guarantees.

Voya Financial, Inc. guarantees the obligations of Voya Holdings under the $13 principal amount Equitable Notes maturing in 2027 as well as $426 combined principal amount of Aetna Notes. From time to time, Voya Financial, Inc. may also have outstanding guarantees of various obligations of its subsidiaries.

Effective April 15, 2016, Voya Financial, Inc. and Voya Holdings entered into a $300 letter of credit facility agreement with a third party bank in order to guarantee the reimbursement obligations of SLDI as borrower.

Effective December 15, 2016, Voya Financial, Inc. entered into a $600 guaranty agreement with a third party bank in order to guarantee the reimbursement obligations of SLDI as borrower. This facility agreement was terminated on July 20, 2017.

Effective July 1, 2017, Voya Financial, Inc. entered into an agreement with its affiliate, SLDI and a third party whereby Voya Financial, Inc. guarantees certain reimbursement and fee payment obligations of SLDI as borrower.

Effective December 28, 2017, Voya Financial, Inc. and Voya Holdings entered into an agreement with VIAC in order to provide a joint and several guarantee of VIAC’s payment obligations as the issuer of certain surplus notes to affiliates of Voya Financial, Inc. The agreement provides for Voya and Voya Holdings to reimburse the applicable holder to the extent that any interest on, principal of, and any redemption payment with respect to such Surplus Note unpaid by VIAC on its scheduled date of payment as a result of certain payment restrictions under the terms of such Surplus Notes and applicable law, including that any such payments may only be made with the prior approval of the commissioner of insurance of the VIAC’s state of domicile.

Effective January 24, 2018, Voya entered into an agreement with a third party bank whereby Voya Financial, Inc. guarantees the payment obligations of SLDI as borrower under a credit facility agreement.

There were no assets or liabilities recognized by Voya Financial, Inc. as of December 31, 2017 and 2016 in relation to these intercompany indemnifications and support agreements. As of December 31, 2017 and 2016, no circumstances existed in which Voya Financial, Inc. was required to currently perform under these indemnifications and support agreements.

4.    Returns of Capital and Dividends

Voya Financial, Inc. received returns of capital and dividends from the following subsidiaries for the periods indicated:
 
Years Ended December 31,
 
2017
 
2016
 
2015
Voya Holdings Inc. (1)
$
1,020

 
$
916

 
$
1,468

Security Life of Denver International Ltd

 
30

 

Security Life of Denver Insurance Company
73

 
54

 
241

Voya Insurance Management (Bermuda), Ltd (2)

 
1

 

Total
$
1,093

 
$
1,001

 
$
1,709

(1) The year ended December 31, 2016 includes $24 of non-cash activity.
(2) The entity was dissolved in 2016.

5.    Income Taxes

As of December 31, 2017 and 2016, Voya Financial, Inc. held deferred tax assets related to loss and credit carryforwards, some of which have not been realized by its subsidiaries but have been reimbursed to the subsidiaries by Voya Financial, Inc. pursuant to the intercompany tax sharing agreement. The total deferred tax assets were primarily comprised of federal net operating loss, state net operating loss and credit carryforwards.

Valuation allowances have been applied to these deferred tax assets as of December 31, 2017 and 2016. Character, amount and estimated expiration date of the carryforwards and the related allowances are disclosed in the Income Taxes Note to the Consolidated Financial Statements.

As of December 31, 2017 and 2016, Voya Financial, Inc. has recognized deferred tax assets of $406 and $527, respectively, primarily related to federal net operating loss carryforwards and AMT credit carryforwards.

Tax Sharing Agreement

Voya Financial, Inc. has entered into a federal tax sharing agreement with members of an affiliated group as defined in Section 1504 of the Internal Revenue Code of 1986, as amended. The agreement provides for the manner of calculation and the amounts/timing of the payments between the parties as well as other related matters in connection with the filing of consolidated federal income tax returns. The federal tax sharing agreement provides that Voya Financial, Inc. will pay its subsidiaries for the tax benefits of ordinary and capital losses only in the event that the consolidated tax group actually uses the tax benefit of losses generated.

Voya Financial, Inc. has also entered into a state tax sharing agreement with each of the specific subsidiaries that are parties to the agreement. The state tax agreement applies to situations in which Voya Financial, Inc. and all or some of the subsidiaries join in the filing of a state or local franchise, income tax, or other tax return on a consolidated, combined or unitary basis.