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Financing Agreements

12 Months Ended

Dec. 31, 2019

Short-term Debt

As of December 31, 2019 and 2018, the Company had $1, respectively, of short-term borrowings outstanding consisting entirely of the current portion of long-term debt.

Long-term Debt

The following table summarizes the carrying value of the Company’s long-term debt securities issued and outstanding as of December 31, 2019 and 2018:



	Issuer	Maturity	2019		2018
5.5% Senior Notes, due 2022⁽²⁾⁽³⁾	Voya Financial, Inc.	07/15/2022	$	—	$	96
3.125% Senior Notes, due 2024⁽²⁾⁽³⁾	Voya Financial, Inc.	07/15/2024	397		396
3.65% Senior Notes, due 2026⁽²⁾⁽³⁾	Voya Financial, Inc.	06/15/2026	496		496
5.7% Senior Notes, due 2043⁽²⁾⁽³⁾	Voya Financial, Inc.	07/15/2043	395		395
4.8% Senior Notes, due 2046⁽²⁾⁽³⁾	Voya Financial, Inc.	06/15/2046	297		297
4.7% Fixed-to-Floating Rate Junior Subordinated Notes, due 2048⁽⁴⁾	Voya Financial, Inc.	01/23/2048	345		344
5.65% Fixed-to-Floating Rate Junior Subordinated Notes, due 2053⁽⁴⁾	Voya Financial, Inc.	05/15/2053	739		739
7.25% Voya Holdings Inc. debentures, due 2023⁽¹⁾	Voya Holdings Inc.	08/15/2023	139		138
7.63% Voya Holdings Inc. debentures, due 2026⁽¹⁾	Voya Holdings Inc.	08/15/2026	138		138
6.97% Voya Holdings Inc. debentures, due 2036⁽¹⁾	Voya Holdings Inc.	08/15/2036	79		79
8.42% Equitable of Iowa Companies Capital Trust II Notes, due 2027	Equitable of Iowa Capital Trust II	04/01/2027	14		14
1.00% Windsor Property Loan	Voya Retirement Insurance and Annuity Company	06/14/2027	4		5
Subtotal			3,043		3,137
Less: Current portion of long-term debt			1		1
Total			$	3,042	$	3,136

⁽¹⁾ Guaranteed by ING Group.

⁽²⁾Interest is paid semi-annually in arrears.

⁽³⁾Guaranteed by Voya Holdings.

⁽⁴⁾See the Junior Subordinated Notes section below.

Unsecured senior debt, which consists of senior fixed rate notes and guarantees of fixed rate notes, ranks highest in priority, followed by subordinated debt, which consists of junior subordinated debt securities.

The aggregate amounts of future principal payments of long-term debt issued by the Company at December 31, 2019 for the next five years and thereafter are $1 in 2020, $1 in 2021, $1 in 2022, $1 in 2023, $140 in 2024 and $2,932 thereafter.

The aggregate amounts of future principal payments of long-term debt issued by Voya Financial, Inc. at December 31, 2019 for the next five years and thereafter are $0 in 2020, $0 in 2021, $0 in 2022, $0 in 2023, $0 in 2024 and $2,700 thereafter.

Loss on Debt Extinguishment

The Company incurred a loss on debt extinguishment of $9, $40 and $4 for the years ended December 31, 2019, 2018 and 2017, respectively, which was recorded in Interest expense in the Consolidated Statements of Operations.

Senior Notes

On July 5, 2017, Voya Financial, Inc. issued $400 of unsecured 3.125% Senior Notes due July 15, 2024 (the "2024 Notes") in a registered public offering. The 2024 Notes are guaranteed by Voya Holdings. Interest is paid semi-annually, in arrears on each January 15 and July 15.

During the year ended December 31, 2019, the Company completed the redemption of the remaining $97 aggregate principal amount of 5.5% Senior Notes due 2022 (the "2022 Notes"). During the year ended December 31, 2018, Voya Financial, Inc. repurchased $141 and redeemed $125 in aggregate principal amounts of the outstanding 2.9% Senior Notes due 2018.

Junior Subordinated Notes

Outstanding junior subordinated notes were as follows as of December 31, 2019:

Issuer

Issue Date

Interest Rate⁽¹⁾

Scheduled Redemption Date

Interest Rate Subsequent to Scheduled Redemption Date⁽²⁾

Final Maturity Date

Face Value

Voya Financial, Inc.

05/16/2013

5.65

05/15/2023

LIBOR

3.58%

05/15/2053

(3)

750

Voya Financial, Inc.

01/23/2018

4.70

01/23/2028

LIBOR

2.084%

01/23/2048

(4)

350

⁽¹⁾ Prior to the scheduled redemption date, interest is paid semi-annually, in arrears.

⁽²⁾ In the event the securities are not redeemed on or before the scheduled redemption date, interest will accrue after such date at an annual rate of three month LIBOR plus the indicated margin, payable quarterly in arrears.

⁽³⁾ The 5.65% Fixed-to-Floating Rate Junior Subordinated Notes due 2053 (the "2053 Notes") are guaranteed on a junior subordinated basis by Voya Holdings.

⁽⁴⁾ The 4.70% Fixed-to-Floating Rate Junior Subordinated Notes due 2048 (the "2048 Notes") are guaranteed on an unsecured, junior subordinated basis by Voya Holdings.

The Company has the right to defer interest payments on the Junior Subordinated Notes for one or more consecutive interest periods for up to five years, without resulting in a default, during which time interest will be compounded. On or after the optional redemption dates, Voya Financial, Inc. may redeem the Junior Subordinated Notes in whole or in part for the principal amount being redeemed plus accrued and unpaid interest. Prior to the optional redemption dates, the Company may elect to redeem the Junior Subordinated Notes for the principal amount being redeemed upon the occurrence of certain events as defined in the indentures governing the Junior Subordinated Notes, plus accrued and unpaid interest.

At any time following notice of the Company's plan to defer interest and during the period interest is deferred, the Company and its subsidiaries generally, with certain exceptions, may not make payments on or redeem or purchase any shares of the Company's common or preferred stock or any of the debt securities or guarantees that rank in liquidation on a parity with or are junior to the Junior Subordinated Notes.

Aetna Notes

ING Group guarantees various debentures of Voya Holdings that were assumed by Voya Holdings in connection with the Company’s acquisition of Aetna’s life insurance and related businesses in 2000 (the "Aetna Notes"). Concurrent with the completion of the Company’s IPO, the Company entered into a shareholder agreement with ING Group that governs certain aspects of the Company’s continuing relationship. Pursuant to that agreement, the Company is obligated to reduce the aggregate outstanding principal amount of Aetna Notes to no more than zero as of December 31, 2019 or otherwise to make provision for ING Group's guarantee of any outstanding Aetna Notes in excess of such amounts.

The Company's obligation to ING Group with respect to the Aetna Notes can be met, at the Company’s option, through redemptions, repurchases or by posting collateral with a third-party collateral agent, for the benefit of ING Group.

If the Company fails to meet these obligations to ING Group, the Company has agreed to pay a prescribed quarterly fee (1.25% per quarter for 2019) to ING Group based on the outstanding principal amount of Aetna Notes for which provision has not been made, in excess of the limits set forth above.

As of December 31, 2019 and 2018, the outstanding principal amounts of the Aetna Notes were $358, respectively. As of December 31, 2019 and 2018, the amounts of collateral required to avoid the payment of a fee to ING Group were $358 and $258, respectively. During the years ended December 31, 2019 and 2018, the Company deposited $105 and $36 of collateral, respectively, increasing the remaining collateral balance to $372 and $267, respectively.

Windsor Property Loan

On June 16, 2007, the State of Connecticut acting on behalf of the Department of Economic and Community Development ("DECD") loaned VRIAC $10 (the "DECD Loan") in connection with the development of a corporate office facility located at One Orange Way, Windsor, Connecticut that serves as the principal executive offices of the Company (the "Windsor Property"). As of December 31, 2019 and 2018, the amount of the loan outstanding was $4, which is reflected in Long-term debt on the Consolidated Balance Sheets.

In August 2017 the loan agreement between VRIAC and the DECD was amended and $5 in cash was transferred into the cash deposit account as cash collateral. VRIAC’s monthly payments of principal and interest are processed out of the cash deposit account.

Put Option Agreement for Senior Debt Issuance

During 2015, the Company entered into an off-balance sheet 10-year put option agreement with a Delaware trust formed by the Company, in connection with the sale by the trust of pre-capitalized trust securities ("P-Caps"), that provides Voya Financial, Inc. the right, at any time over a 10-year period, to issue up to $500 principal amount of its 3.976% Senior Notes due 2025 ("3.976% Senior Notes") to the trust and receive in exchange a corresponding principal amount of U.S. Treasury securities that are held by the trust. The 3.976% Senior Notes will not be issued unless and until the put option is exercised. In return, the Company pays a semi-annual put premium to the trust at a rate of 1.875% per annum applied to the unexercised portion of the put option, and reimburses the trust for its expenses. The put premium and expense reimbursements are recorded in Operating expenses in the Consolidated Statements of Operations. If and when issued, the 3.976% Senior Notes will be guaranteed by Voya Holdings.

Upon an event of default, the put option will be exercised automatically in full. The Company has a one-time right to unwind a prior voluntary exercise of the put option by repurchasing all of the 3.976% Senior Notes then held by the trust for U.S. Treasury securities. If the put option has been fully exercised, the 3.976% Senior Notes issued may be redeemed by the Company prior to their maturity at par or, if greater, at a make-whole redemption price, in each case plus accrued and unpaid interest to the date of redemption. The P-Caps are to be redeemed by the trust on February 15, 2025 or upon any early redemption of the 3.976% Senior Notes.

Credit Facilities

The Company uses credit facilities to provide collateral required primarily under its affiliated reinsurance transactions with captive insurance subsidiaries. Total fees associated with credit facilities for the years ended 2019, 2018 and 2017 were $34, $34 and $50, respectively.

The following table outlines the Company's credit facilities as of December 31, 2019:



	Secured/ Unsecured	Committed/ Uncommitted	Expiration	Capacity		Utilization		Unused Commitment
Obligor / Applicant
Voya Financial, Inc.	Unsecured	Committed	11/01/2024	$	500	$	—	$	500
Voya Financial, Inc. / Security Life of Denver International Limited	Unsecured	Committed	03/20/2022	250		242		8
Security Life of Denver International Limited	Unsecured	Committed	10/29/2023	61		51		10
Voya Financial, Inc. / Security Life of Denver International Limited	Unsecured	Committed	12/31/2025	475		475		—
Voya Financial, Inc. / Security Life of Denver International Limited	Unsecured	Committed	07/01/2037	1,725		1,606		119
Voya Financial, Inc.	Unsecured	Committed	02/11/2022	300		300		—
Voya Financial, Inc.	Secured	Uncommitted	Various	10		1		—
Voya Financial, Inc. / Roaring River LLC	Unsecured	Committed	10/01/2025	425		392		33
Voya Financial, Inc. / Roaring River IV, LLC	Unsecured	Committed	12/31/2028	565		357		208
Voya Financial, Inc. / Security Life of Denver International Limited	Unsecured	Uncommitted	12/31/2020	300		58		—
Voya Financial, Inc.	Unsecured	Committed	12/09/2024	300		250		50
Voya Financial, Inc.	Unsecured	Uncommitted	04/27/2021	125		125		—
Total				$	5,036	$	3,857	$	928

Senior Unsecured Credit Facility

As of December 31, 2019, the Company had a $500 senior unsecured credit facility with a syndicate of banks which expires November 1, 2024. The facility provides $500 of committed capacity for issuing letters of credit and the full $500 may be utilized for direct borrowings. As of December 31, 2019, there were no amounts outstanding as revolving credit borrowings and no amounts of LOCs outstanding under the senior unsecured credit facility. Under the terms of the facility, the Company is required to maintain a minimum net worth of $6.15 billion, which may increase upon any future equity issuances by the Company.