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Variable Interest Entities ("VIE's")
12 Months Ended
Dec. 31, 2013
Variable Interest Entities [Abstract]  
Variable Interest Entities ("VIE's")

4.  Variable Interest Entities 

 

Consolidated VIEs

 

Credit-Linked Notes (“CLNs”)

 

We have invested in the Class 1 notes of two CLN structures, which represent special purpose trusts combining asset-backed securities with credit default swaps to produce multi-class structured securities.  The CLN structures also include subordinated Class 2 notes, which are held by third parties, and, together with the Class 1 notes, represent 100% of the outstanding notes of the CLN structures.  The entities that issued the CLNs are financed by the note holders, and, as such, the note holders participate in the expected losses and residual returns of the entities. 

 

Because the note holders do not have voting rights or similar rights, we determined the entities issuing the CLNs are VIEs, and as a note holder, our interest represented a variable interest.  We have the power to direct the most significant activity affecting the performance of both CLN structures, as we have the ability to actively manage the reference portfolios underlying the credit default swaps.  In addition, we receive returns from the CLN structures and may absorb losses that could potentially be significant to the CLN structures.  As such, we concluded that we are the primary beneficiary of the VIEs associated with the CLNs.  We reflect the assets and liabilities on our Consolidated Balance Sheets and recognize the results of operations of these VIEs on our Consolidated Statements of Comprehensive Income (Loss).

 

As a result of consolidating the CLNs, we also consolidate the derivative instruments in the CLN structures.  The credit default swaps create variability in the CLN structures and expose the note holders to the credit risk of the referenced portfolio.  The contingent forward contracts transfer a portion of the loss in the underlying fixed maturity corporate asset-backed credit card loan securities back to the counterparty after credit losses reach our attachment point.

 

The following summarizes information regarding the CLN structures (dollars in millions) as of December 31, 2013:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount and Date of Issuance

 

 

 

 

$400

 

$200

 

 

 

 

 

December

 

April

 

 

 

 

 

2006

 

2007

 

 

Original attachment point (subordination)

 

 

5.50% 

 

2.05% 

 

 

Current attachment point (subordination)

 

 

4.17% 

 

1.48% 

 

 

Maturity

 

 

12/20/2016

 

3/20/2017

 

 

Current rating of tranche 

 

 

BB+

 

Ba2

 

 

Current rating of underlying collateral pool 

Aa1-B1

 

Aaa-Caa2

 

 

Number of defaults in underlying collateral pool

 

 

 

Number of entities

 

 

124 

 

99 

 

 

Number of countries

 

 

20 

 

21 

 

 

 

There has been no event of default on the CLNs themselves.  Based upon our analysis, the remaining subordination as represented by the attachment point should be sufficient to absorb future credit losses, subject to changing market conditions.  Similar to other debt market instruments, our maximum principal loss is limited to our original investment.

 

 

The following summarizes the exposure of the CLN structures’ underlying reference portfolios by industry and rating as of December 31, 2013:  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AAA

 

AA

 

A

 

BBB

 

BB

 

B

 

CCC

 

Total

Industry

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial intermediaries

0.0% 

 

2.1% 

 

6.7% 

 

1.7% 

 

0.0% 

 

0.0% 

 

0.0% 

 

10.5% 

Telecommunications

0.0% 

 

0.0% 

 

4.0% 

 

5.5% 

 

1.5% 

 

0.0% 

 

0.0% 

 

11.0% 

Oil and gas

0.3% 

 

2.1% 

 

1.0% 

 

4.6% 

 

0.0% 

 

0.0% 

 

0.0% 

 

8.0% 

Utilities

0.0% 

 

0.0% 

 

2.6% 

 

1.9% 

 

0.0% 

 

0.0% 

 

0.0% 

 

4.5% 

Chemicals and plastics

0.0% 

 

0.0% 

 

2.3% 

 

1.2% 

 

0.3% 

 

0.0% 

 

0.0% 

 

3.8% 

Drugs

0.3% 

 

2.2% 

 

1.2% 

 

0.0% 

 

0.0% 

 

0.0% 

 

0.0% 

 

3.7% 

Retailers (except food

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and drug)

0.0% 

 

0.0% 

 

2.1% 

 

0.9% 

 

0.5% 

 

0.0% 

 

0.0% 

 

3.5% 

Industrial equipment

0.0% 

 

0.0% 

 

2.6% 

 

0.7% 

 

0.0% 

 

0.0% 

 

0.0% 

 

3.3% 

Sovereign

0.0% 

 

0.7% 

 

1.2% 

 

1.3% 

 

0.0% 

 

0.0% 

 

0.0% 

 

3.2% 

Conglomerates

0.0% 

 

2.3% 

 

0.9% 

 

0.0% 

 

0.0% 

 

0.0% 

 

0.0% 

 

3.2% 

Forest products

0.0% 

 

0.0% 

 

0.0% 

 

1.6% 

 

1.4% 

 

0.0% 

 

0.0% 

 

3.0% 

Other

0.0% 

 

4.1% 

 

15.5% 

 

17.1% 

 

4.6% 

 

0.7% 

 

0.3% 

 

42.3% 

Total

0.6% 

 

13.5% 

 

40.1% 

 

36.5% 

 

8.3% 

 

0.7% 

 

0.3% 

 

100.0% 

 

Statutory Trust Note

 

In August 2011, we purchased a $100 million note issued by a statutory trust (“Issuer”) in a private placement offering.  The proceeds were used by the Issuer to purchase U.S. Treasury securities to be held as collateral assets supporting an excess mortality swap.  Our maximum exposure to loss is limited to our original investment in the notes.  We have concluded that the Issuer of the note is a VIE as the entity does not have sufficient equity to support its activities without additional financial support, and as a note holder, our interest represents a variable interest.  In our evaluation of the primary beneficiary, we concluded that our economic interest was greater than our stated power.  As a result, we concluded that we are the primary beneficiary of the VIE and consolidated all of the assets and liabilities of the Issuer on our Consolidated Balance Sheets as of August 1, 2011.

 

On December 16, 2013, the excess mortality swap underlying this VIE was terminated as a result of a cancellation event under the associated swap agreement.  Subsequently, the U.S. government bonds were redeemed on January 6, 2014.  The combination of these two events, under the direction of LNC and its counterparty, has provided for the dissolution of this VIE effective January 6, 2014.      

 

Lincoln Financial Limited Liability Company I

 

In July 2013, we formed a new limited liability company, Lincoln Financial Limited Liability Company I (“LFLLCI”), and we became the sole equity owner of LFLLCI through our capital contribution.  The activities of LFLLCI relate solely to our reinsurance subsidiary, the Lincoln Reinsurance Company of Vermont V (“LRCVV”), and primarily are to acquire, hold and issue notes as well as pay and collect interest on the notes.  We concluded that LFLLCI is a VIE and that LNC is the primary beneficiary as we have the power to direct the most significant activities affecting the performance of LFLLCI.  We do not expect the financial results of LFLLCI to have a material effect on our consolidated results of operations or financial condition. 

 

 

Asset and liability information (dollars in millions) for the consolidated VIEs included on our Consolidated Balance Sheets was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2013

 

 

As of December 31, 2012

 

 

Number

 

 

 

 

 

 

 

 

 

Number

 

 

 

 

 

 

 

 

 

of

 

 

Notional

 

Carrying

 

 

of

 

 

Notional

 

Carrying

 

Instruments

 

Amounts

 

Value

 

Instruments

 

Amounts

 

Value

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturity securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset-backed credit card loans

 

 

N/A

 

 

$

 -

 

$

595 

 

 

 

N/A

 

 

$

 -

 

$

598 

U.S. government bonds

 

 

N/A

 

 

 

 -

 

 

102 

 

 

 

N/A

 

 

 

 -

 

 

110 

Excess mortality swap

 

 

 -

 

 

 

 -

 

 

 -

 

 

 

 

 

 

100 

 

 

 -

Total return swap

 

 

 

 

 

361 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 -

Total assets (1)

 

 

 

 

$

361 

 

$

697 

 

 

 

 

 

$

100 

 

$

708 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-qualifying hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Credit default swaps

 

 

 

 

$

600 

 

$

27 

 

 

 

 

 

$

600 

 

$

128 

Contingent forwards

 

 

 

 

 

 -

 

 

 -

 

 

 

 

 

 

 -

 

 

 -

Total liabilities (2)

 

 

 

 

$

600 

 

$

27 

 

 

 

 

 

$

600 

 

$

128 

 

(1)

Reported in variable interest entities’ fixed maturity securities on our Consolidated Balance Sheets.

(2)

Reported in variable interest entities’ liabilities on our Consolidated Balance Sheets.

 

For details related to the fixed maturity AFS securities for these VIEs, see Note 5.

 

As described more fully in Note 1, we regularly review our investment holdings for OTTI.  Based upon this review, we believe that the AFS fixed maturity securities were not other-than-temporarily impaired as of December 31, 2013.  

 

The gains (losses) for the consolidated VIEs (in millions) recorded on our Consolidated Statements of Comprehensive Income (Loss) were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

For the Years Ended

 

 

December 31,

 

 

2013

 

2012

 

Non-Qualifying Hedges

 

 

 

 

 

 

Credit default swaps

$

101 

 

$

166 

 

Contingent forwards

 

 -

 

 

(3)

 

Total non-qualifying hedges (1)

$

101 

 

$

163 

 

 

(1)

Reported in realized gain (loss) on our Consolidated Statements of Comprehensive Income (Loss).

 

Unconsolidated VIEs

 

Effective December 31, 2010, we issued a $500 million long-term senior note in exchange for a corporate bond AFS security of like principal and duration from a non-affiliated VIE whose primary activities are to acquire, hold and issue notes and loans, as well as pay and collect interest on the notes and loans.  We have concluded that we are not the primary beneficiary of this VIE because we do not have power over the activities that most significantly affect its economic performance.  In addition, the terms of the senior note provide us with a set-off right to the corporate bond AFS security we purchased from the VIE; therefore, neither appears on our Consolidated Balance Sheets.  We assigned the corporate bond AFS security to one of our subsidiaries and issued a guarantee to our subsidiary for the timely payment of the corporate bond’s principal. 

 

Through our investment activities, we make passive investments in structured securities issued by VIEs for which we are not the manager.  These structured securities include our RMBS, CMBS, CLOs and CDOs.  We have not provided financial or other support with respect to these VIEs other than our original investment.  We have determined that we are not the primary beneficiary of these VIEs due to the relative size of our investment in comparison to the principal amount of the structured securities issued by the VIEs and the level of credit subordination that reduces our obligation to absorb losses or right to receive benefits.  Our maximum exposure to loss on these structured securities is limited to the amortized cost for these investments.  We recognize our variable interest in these VIEs at fair value on our Consolidated Balance Sheets.  For information about these structured securities, see Note 5.

 

We invest in certain LPs that operate qualified affordable housing projects that we concluded are VIEs.  We receive returns from the LPs in the form of income tax credits that are guaranteed by creditworthy third parties, and our exposure to loss is limited to the capital we invest in the LPs.  We are not the primary beneficiary of these VIEs as we do not have the power to direct the most significant activities of the LPs.  Our maximum exposure to loss was $77 million and $92 million as of December 31, 2013 and 2012, respectively.