Assurant (AIZ) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
Item 1A160 rewritten40 added53 removed378 unchanged
All filing items1,597 rewritten990 added915 removed2,988 unchanged
Summary
counted, not written
- Item 1A lists 28 risk factor headings: 3 new, 3 reworded and 22 unchanged since FY2021. 3 headings from FY2021 no longer appear.
- Sentence by sentence, 990 added, 915 removed, 1,597 rewritten and 2,988 unchanged across 16 items that differ.
New Item 1A headings (3)
- We may be unable to find suitable acquisition candidates at attractive prices, integrate acquired businesses or divest of non-strategic businesses effectively or identify new areas for organic growth, which could have a material adverse effect on our business, financial condition and results of operations.
- Negative publicity relating to our business, industry or clients may have a material adverse effect on our financial results.
- Our investment portfolio is subject to market risk, including changes in interest rates, that may adversely affect our results of operations and financial condition.Interest rates
Removed Item 1A headings (3)
- We may be unable to grow our business if we cannot find suitable acquisition candidates at attractive prices, integrate acquired businesses effectively or identify new areas for organic growth.
- Negative publicity relating to our business or industry may adversely affect our financial results.
- The ongoing COVID-19 pandemic and measures taken in response thereto have disrupted and will likely continue to disrupt normal business activity, which may adversely affect our business, results of operations and financial condition.
Reworded Item 1A headings (3)
- A credit rating agency downgrade of our corporate senior debt rating could [added: materially and] adversely impact on our business.
- Our ability to declare and pay dividends on our capital stock
[removed: or repurchase shares]may be limited. - We could incur significant liability if our information [added: technology] systems or those of third parties are breached or we or third parties otherwise fail to protect the security of data residing on our respective systems, which could adversely affect our business and results of operations.
A heading is new when no FY2021 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
160 rewritten, 40 added, 53 removed, 378 unchanged
The following is a summary of the [removed: principal] [added: material] risks that could adversely affect our business, financial condition, results of operations and cash flows.
- We may be unable to [removed: grow our business if we cannot] find suitable acquisition candidates at attractive prices, integrate acquired businesses [added: or divest of non-strategic businesses] effectively or identify new areas for organic [removed: growth.][added: growth, which could have a material adverse effect on our business, financial condition and results of operations.]
- Our mobile business is subject to the risk of declines in the value [added: and availability] of mobile devices in our inventory, and to export compliance and other risks.
- Catastrophe and non-catastrophe losses, including as a result of climate [removed: change,] [added: change and the current inflationary environment,] could materially reduce our profitability and have a material adverse effect on our results of operations and financial condition.
- Negative publicity relating to our [removed: business or] [added: business,] industry [added: or clients] may [removed: adversely affect] [added: have a material adverse effect on] our financial results.
- A credit rating agency downgrade of our corporate senior debt rating could [added: materially and] adversely impact on our business.
- Our ability to declare and pay dividends on our capital stock [removed: or repurchase shares] may be limited.
- We could incur significant liability if our information [added: technology] systems or those of third parties are breached or we or third parties otherwise fail to protect the security of data residing on our respective systems, which could adversely affect our business and results of operations.
If our key clients, [removed: distributors, vendors] [added: distributors] or other parties terminate important business arrangements with us, or renew contracts on terms less favorable to us, we may fail to meet our business objectives and targets, and our cash flows, results of operations and financial condition could be materially adversely affected.
Examples of important business arrangements include, at Global Lifestyle, exclusive and non-exclusive relationships with mobile device carriers, retailers, [removed: dealerships,] [added: dealerships and agents,] MSOs, [removed: OEMs] [added: OEMs, consumer electronics retailers, appliance retailers (including e-commerce retailers),] and [removed: financial] [added: financial, insurance] and other institutions through which we distribute our products and services.
At Global Housing, we have exclusive and non-exclusive relationships with mortgage lenders and servicers, manufactured housing lenders, property [removed: managers] [added: managers,] and [removed: financial] [added: financial, insurance] and other institutions.
We are subject to the risk that clients, distributors and other parties may face financial [removed: difficulties,] [added: difficulties (including as a result of macroeconomic challenges),] reputational issues, problems with respect to their own products and [removed: services] [added: services,] or regulatory restrictions or compliance issues that may lead to [removed: a decrease in] [added: lower than expected] or cessation of sales of our products and services and have other adverse impacts on our results of operations or [added: financial condition.]
In addition, our clients and other parties with whom we do business may [removed: choose to exit] [added: change their strategic priorities or initiatives, including exiting or deprioritizing products, services, programs, distribution channels or] lines of business that we service or [added: support, or they] may disintermediate us by developing internal capabilities, products or services that would allow them to service their clients without our [removed: involvement.][added: involvement, which could materially reduce our revenues and profits.]
Furthermore, if one or more of our clients or distributors, for example in the [removed: wireless and related] [added: wireless, automotive or mortgage servicing] markets, consolidate or align themselves with other companies with whom we do not do business, they may choose to utilize or distribute the products and services of our competitors, which could materially reduce our revenues and profits.
We compete for business, customers, agents and other distribution relationships with many insurance companies, financial services companies, mobile device repair and logistics companies, technology and software companies and specialized [removed: competitors that focus on one market, product or service.]
Additionally, customers may turn to our competitors as a result of our [added: or our client’s] failure, or perceived failure, to deliver on customer expectations, product or service flaws, technology issues, gaps in operational support or other issues affecting customer experience.
As a result, competition may adversely affect the persistency of our policies, our ability to sell products and provide [removed: services] [added: services, maintain client relationships,] and our revenues and results of operations.
We are investing in technology and other capabilities to continuously [removed: enhance our] [added: improve the] customer experience, while seeking to increase efficiencies.
We will continue to incur expenses related to, among other things: investments in digital capabilities and large-scale, critical programs, such as information technology [added: and global financial] systems and infrastructure; research and development of new products and capabilities; [added: scaling our global operations, including accessing the global labor market;] and costs associated with the implementation of new contracts and businesses in [removed: runoff.][added: runoff, including sharing economy and small commercial, and improvements in operational efficiency.]
We believe that our future success depends in substantial part on our ability to attract, recruit, [removed: hire,] motivate, develop and retain a high-performing workforce, particularly those with specialized industry knowledge or within [added: critical or] in-demand areas such as [added: sales,] digital, customer experience, data and [removed: analytics] [added: analytics,] and supply chain, across our lines of businesses.
Doing so may be difficult due to many factors, including fluctuations in economic and industry conditions; employee expectations; the effectiveness of our talent strategies and total rewards and wellbeing programs, including compensation; and fluctuations in the labor market, including rising wages and competition for talent, which has increased due to [added: persistent] labor [removed: shortages.][added: shortages and wage inflation.]
In addition, [removed: and in connection with] the [removed: COVID-19 pandemic,] [added: global talent market and shift to remote or hybrid work arrangements at] many companies, including us, have [removed: recently transitioned a significant portion of the workforce to remote work on a full- or part-time basis, which may result in] [added: significantly] increased competition for highly-skilled [removed: personnel] [added: personnel,] who are no longer limited to [removed: employment] opportunities within a particular geographic [removed: location.][added: area.]
[removed: Working remotely may reduce] [added: A lack of] employee engagement, [added: including as a result of working remotely, may reduce] efficiency and [removed: productivity, which may drive increased turnover or] [added: productivity; increase turnover, burnout and absenteeism;] cause product development [removed: delays,] [added: delays and] hamper new product [removed: innovation,] [added: innovation;] and otherwise adversely affect our business and impede the achievement of our strategy.
We rely on attracting and retaining talent, including at the executive [removed: officer] level, with diverse backgrounds and experiences to effectively oversee our businesses and our long-term strategy.
If we do not succeed in attracting, retaining and motivating key personnel, including diverse personnel, our revenue growth and profitability may be [added: materially adversely affected.]
We may be unable to [removed: grow our business if we cannot] find suitable acquisition candidates at attractive prices, integrate acquired businesses [added: or divest of non-strategic businesses] effectively or identify new areas for organic [removed: growth.][added: growth, which could have a material adverse effect on our business, financial condition and results of operations.]
There can be no assurance that we will continue to be able to identify suitable acquisition candidates or new venture opportunities, [added: or] to finance or complete [removed: such] transactions on acceptable terms.
Additionally, the integration of acquired businesses [added: and divestiture of non-strategic businesses] may result in significant challenges and additional costs, and we may be unable to accomplish such transactions smoothly or successfully.
Acquisitions [added: and divestitures of non-strategic businesses] may not provide us with the benefits that we anticipate, require significant effort and expenditures, and entail numerous risks, difficulties and uncertainties.
These include, among others, diversion of management’s attention and resources to the integration of operations and infrastructure, which could otherwise have been devoted to other strategic opportunities; inaccurate assessment of risks and liabilities; difficulties in realizing projected efficiencies, synergies and cost savings, including the incurrence of unexpected integration [added: or divestiture] costs; difficulties in keeping existing customers and obtaining new customers; exposure to jurisdictions or businesses with heightened legal and regulatory risks, including corruption, which may increase compliance costs; difficulties in integrating operations and systems, including cybersecurity and other technology systems, and internal control over financial reporting; difficulties in assimilating employees and corporate cultures; failure to achieve anticipated revenues, earnings, cash flows, business opportunities and growth prospects; an increase in our indebtedness or future borrowing costs; and limitations on our ability to access additional capital when needed.
Our failure to adequately address these and other [removed: acquisition] [added: transaction] risks, difficulties and uncertainties could materially adversely affect our results of operations and financial condition.
The market price of our stock may decline if we are unable to integrate acquired businesses [added: or divest of non-strategic businesses] successfully, if the integration [added: or divestiture] takes longer than expected or fails to achieve financial benefits to the extent anticipated by financial analysts or investors, or if the effect of the business combination on the financial results of the combined company [added: or the divestiture on the financial results of the standalone company] is otherwise not consistent with the expectations of financial analysts or investors.
Our failure to effectively identify and capitalize on opportunities for organic growth could have [removed: an] [added: a material] adverse effect on our results of operations and financial condition.
If we experience a [removed: local or regional] business continuity event, such as an earthquake, hurricane, flood, terrorist attack, pandemic, security breach, cyber attack, power loss, [removed: computer, telecommunication] [added: telecommunications outage] or other systems [removed: failure] [added: failure,] or other [removed: natural or man-made] disaster, our ability to continue operations will depend on an effective [added: business continuity and] disaster recovery [removed: plan and system,] [added: plan,] including the [added: safety and] continued availability of our personnel, vendors and other third parties and facilities, and the proper functioning of our [removed: computer, telecommunication] [added: telecommunications] and other systems and operations.
We have from time to time experienced business continuity events, including events that impacted the availability of our [removed: systems.][added: systems and the COVID-19 pandemic that impacted various aspects of our operations such as the safety and continued availability of our personnel.]
A cyber attack or other business continuity event affecting us or key third parties with whom we work could result in a significant and extended disruption in the functioning of our information technology systems [removed: or operations, requiring us to incur significant expense to address and remediate or otherwise resolve such issues.]
An extended outage could result in the loss of income and clients, [added: negative publicity and] reputational damage, substantial volatility in our financial results and a decline in our revenues.
See “ – Technology, Cybersecurity and Privacy Risks – *We could incur significant liability if our information [added: technology] systems or those of third parties are breached or we or third parties otherwise fail to protect the security of data residing on our respective systems, which could adversely affect our business and results of operations*.”
The risk of business disruption is more pronounced in certain geographic [removed: areas,] [added: areas across the world,] including [added: the cities in which our device care centers, data centers and operations personnel are located;] major metropolitan centers, such as [removed: New York City and] Atlanta, where [removed: some of] our [removed: key corporate offices are located,] [added: headquarters is located; and] certain catastrophe-prone areas, such as Miami, Florida, where we have significant [removed: operations, and the cities in which our data centers are located.][added: operations.]
For example, we use vendors and other third parties for business, investment management, information technology, [removed: call centers,] [added: operations,] facilities management and other services.
competitors that focus on one market, product or service.
In December 2022, we announced restructuring initiatives that include realigning our organizational structure and talent to support our business strategy, which has resulted in severance and employee benefits charges, and accelerating ongoing real estate consolidation efforts to support work-from-home arrangements.
Actual costs to implement these initiatives may exceed our estimates and we may not be able to fully realize our expected run rate savings and operational efficiency improvements.
See “ – *We may be unable to find suitable acquisition candidates at attractive prices, integrate acquired businesses or divest of non-strategic businesses effectively or identify new areas for organic growth, which could have a material adverse effect on our business, financial condition and results of operations*.”
See “ – *The success of our business depends on the execution of our strategy, including through the continuing service of key executives, senior leaders, highly-skilled personnel and a high-performing workforce.*”
or operations, requiring us to incur significant expense to address and remediate or otherwise resolve such issues.
As we
In addition, our inventory includes devices and parts on consignment with our nationwide network of nearly 500 Cell Phone Repair locations for in-store repairs.
See “ – *We face risks associated with our international operations*” and “ – *Significant competitive pressures, changes in customer preferences and disruption could adversely affect our results of operations.*”
franchises or entities.
Losses are impacted by increases in inflation and supply chain disruptions that increase the cost of materials and labor required to settle claims.
In addition, non-catastrophe losses related to the sharing economy and small commercial businesses in particular have been, and may continue to be, impacted by increased claim settlement and loss adjustment expenses.
See “ – Macroeconomic, Political and Global Market Risks *– General economic, financial market and political conditions and conditions in the markets in which we operate may materially adversely affect our results of operations and financial condition.*”
In addition, recent availability and cost of reinsurance have been adversely impacted by market conditions.
See “ – Financial Risks – *Our actual claims losses may exceed our reserves for*
*claims, requiring us to establish additional reserves or to incur additional expense for settling unreserved liabilities, which could have a material adverse effect on our results of operations, profitability and capital.*”
- there may be an impairment in the value of our tangible and intangible assets and our investment portfolio may be adversely affected;
- there may be fluctuations in the labor market and a negative impact on employee retention;
- our ability to access the capital markets on favorable terms or at all may be negatively impacted; and
General inflationary pressures and supply chain disruptions, including within the current environment, has and may continue to increase the costs of paying claims, including for materials and labor, particularly in our Global Housing segment.
See “ – Financial Risks – *Our investment portfolio is subject to market risk, including changes in interest rates, that may adversely affect our results of operations and financial condition.*” Conversely, deflationary pressures may affect the pricing of our products and services.
In 2022, we have had $77.4 million of unfavorable loss development from our sharing economy and small commercial products, two lines of business that we expect to fully exit.
S&P is expected to announce proposed changes to its rating methodologies for comment in first quarter 2023, the impact of which is uncertain at this time.
In 2022, we reported a $13.4 million unfavorable impact to net income due to foreign exchange-related losses.
in the future.
In second quarter 2022, we identified and disclosed certain accounting errors.
A prolonged period during which interest rates remain at high levels may result in greater unrealized losses in our investment portfolio.
We also access the Florida Hurricane Catastrophe Fund (“FHCF”) to reinsure eligible Florida risks.
pay claims.
Recently, premiums charged for reinsurance coverage increased significantly and we expect elevated pricing to continue through 2023.
We may incur losses related to accounts receivables, write-downs of upfront fees, write-downs of deferred acquisition costs, insurance reserves held by third parties without collateral, reimbursement of claims or commissions prepaid by us and loans granted to such counterparties.
This includes implementing an integrated global financial system; enhancing existing systems, procedures and controls; developing new systems and products; and retiring certain legacy systems.
We have also migrated many of our systems and applications to the cloud, which is key to our technology strategy.
employees.
As the breadth and complexity of the technologies we use continue to grow, and as a result of the remote and hybrid work arrangements for a portion of our employees, the risk of security breaches and cyber attacks has increased.
Remote and hybrid work arrangements, including the use of personal devices and home networks that are not managed by the organization’s security control framework, bypass certain physical security controls for our employees and the employees of our vendors who have access to sensitive information.
In the event of a cyber
If we fail to comply with applicable laws and regulations, we may be subject to investigations, criminal penalties, civil remedies or other adverse consequences, including fines, injunctions, loss of
For example, in 2017, the TCJA, which significantly amended the Internal Revenue Code of 1986, was enacted; and in 2022, the Inflation Reduction Act (the “IRA”), which introduced a 15% corporate alternative minimum tax applicable to corporations in certain situations and a 1% excise tax on corporate share repurchases, among other things, was enacted.
- investigations alleging violations of sanctions and/or export control laws;
- The ongoing COVID-19 pandemic and measures taken in response thereto have disrupted and will likely continue to disrupt normal business activity, which may adversely affect our business, results of operations and financial condition.
financial condition.
materially adversely affected.
We expect acquisitions to continue to play a role in the growth of the Company.
owed to us as a result of difficulties in enforcing contracts or judgments in undeveloped or evolving legal systems and other factors.
For more information on the risks relating to our international operations, see “ – *We face risks associated with our international operations.*”
Therefore, we face continued competition from competing products and services.
As a result, joint ventures, franchises and
Natural catastrophe trends are changing due to climate change.
Changes in the global climate may cause long-term increases in the frequency and severity of weather events, such as wildfires, hurricanes, floods and tornadoes, particularly in coastal areas.
There may be a perception that some of these purchasers may be financially unsophisticated and therefore in need of consumer protection.
A failure or perceived failure in our
These conditions could adversely affect all of our business segments.
- there is a higher loss ratio on credit card and installment loan insurance due to rising unemployment;
General inflationary pressures, including within the current environment, may affect repair and replacement costs on our real and personal property lines, increasing the costs of paying claims.
Conversely, deflationary pressures may affect the pricing of our products and services.
The ongoing COVID-19 pandemic and measures taken in response thereto have disrupted and will likely continue to disrupt normal business activity, which may adversely affect our business, results of operations and financial condition.
The ongoing COVID-19 pandemic continues to have widespread impact on global economies, the financial markets, business practices and human capital resources.
As the virus (and its variants) continues to spread, our results of operations and financial condition may be adversely affected by: clients underperforming expectations or experiencing financial distress; customers experiencing difficulty paying premiums or cancelling coverages; an increase in the number of fraudulent insurance claims; an impairment in the value of our tangible or intangible assets; and fluctuations in the labor market.
Furthermore, if the pandemic creates disruption in the credit or financial markets, or if it impacts our credit ratings, it could adversely affect our ability to access capital on favorable terms or at all.
Our investment portfolio (and, specifically, the valuations and cash flows of investments we hold) may be adversely affected as a result of market developments from the COVID-19 pandemic and uncertainty regarding its outcome, including low interest rates, reduced liquidity, and a recession or continued slowdown in the U.S. or in global economic conditions.
From an operational perspective, our employees, our clients and their customers, and vendors and other third parties with whom we work, have been, and may continue to be, adversely affected by the COVID-19 pandemic and efforts to mitigate its spread.
The vast majority of our global workforce is working remotely, and we expect to continue remote and hybrid work
arrangements for a portion of our workforce after the pandemic has subsided, which increases cybersecurity risk and may adversely affect our internal control over financial reporting.
Remote working arrangements and a competitive labor market may result in increased employee turnover and other challenges in maintaining an engaged workforce.
We face the risk that some of our facilities may close for periods of time or that significant portions of our workforce, including key personnel, may be unable to work effectively or at all because of illness and employee safety measures put in place.
The longer-term effects of COVID-19 on the workplace and workforce remain unclear.
In addition, we may be subject to COVID-19 vaccination or testing mandates, which may result in employee attrition, inefficiencies resulting from employee turnover, and costs associated with implementation and ongoing compliance.
The actions we take, including our return-to-office plans, may vary by geography, may prove to be premature or insufficient, may subject us to litigation and may have a material adverse effect on our business.
The extent to which the COVID-19 pandemic impacts our business, results of operations or financial condition will depend on future developments which are highly uncertain and difficult to predict, including: the severity and duration of the pandemic; the actions taken by government authorities and other third parties to contain the virus (and its variants), including vaccination or testing mandates; the availability and efficacy of vaccines, other treatments and test kits; public acceptance of vaccines and testing; and how quickly and to what extent normal economic and operating conditions resume.
We cannot predict how legal and regulatory responses to concerns about the COVID-19 pandemic and related public health issues will impact our business, including the possibility of a mandated extension of business interruption or other insurance coverage beyond our policy language, or additional regulatory restrictions on our insurance subsidiaries’ ability to pay us dividends.
Political or economic conditions can affect the availability of programs on which our business may rely to accurately predict claims and other costs.
Generally, other intangible assets with finite lives are
The fair market value of fixed maturity securities generally increases or decreases in
These management judgments are therefore subject to change due to
During the fourth quarter of 2021, we entered into an agreement to sell John Alden Life Insurance Company (“JALIC”), one of our subsidiaries.
Closing is subject to regulatory approvals and other customary closing conditions.
JALIC’s assets and liabilities are recorded as held for sale on our consolidated balance sheet as of December 31, 2021, including reinsurance recoverables of $881.6 million, primarily reinsured through Employers Reassurance Corporation (“ERAC”).
A.M. Best withdrew its rating for ERAC in 2019.
There are currently no assets or other collateral backing reserves relating to the reinsurance recoverable from ERAC.
An excerpt. Shown here: 40 of 160 rewritten, all 40 added and 40 of 53 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2022 filing and the FY2021 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
236 rewritten, 141 added, 167 removed, 303 unchanged
In August 2021, we completed the sale of the [added: legal entities which comprise the businesses previously reported as the Global Preneed segment and certain businesses previously] disposed [added: of through reinsurance, which were previously reported in the Corporate and Other segment (collectively, the “disposed] Global Preneed [removed: business] [added: business”)] to [added: subsidiaries of] CUNA [added: Mutual Group] for an aggregate purchase price at closing of $1.34 [removed: billion in cash.][added: billion.]
[removed: Refer] [added: For additional information, refer] to “–Results of Operations – Discontinued Operations” below and Note 4 to the Consolidated Financial Statements included elsewhere in this Report.
The following discussion covers the year ended December 31, [removed: 2021] [added: 2022] (“Twelve Months [removed: 2021”),] [added: 2022”),] the year ended December 31, [removed: 2020] [added: 2021] (“Twelve Months [removed: 2020”)] [added: 2021”)] and the year ended December 31, [removed: 2019] [added: 2020] (“Twelve Months [removed: 2019”).][added: 2020”).]
For additional information, [removed: refer to Notes 3 and 4] [added: see Note 19] to the Consolidated Financial Statements included elsewhere in this Report.
[removed: Consolidated net] [added: Net] income from [removed: continuing operations increased $93.1 million, or 18%, to $613.5] [added: discontinued operations was $758.9] million for Twelve Months 2021 [added: compared to a net loss] from [removed: $520.4] [added: discontinued operations of $77.7] million for Twelve Months 2020.
The [removed: increase] [added: change in Twelve Months 2021] was primarily driven by [removed: higher] [added: $112.4 million of] net [removed: realized] [added: unrealized] gains [removed: on investments and] [added: from changes in] fair value [removed: changes to] [added: of] equity [removed: securities, including $67.5] [added: securities that included $85.4] million of [removed: fair value changes in] unrealized [added: gains from three] equity positions that went public [removed: during Twelve Months] [added: in third quarter] 2021, [removed: compared to] [added: and $17.2 million of] net [removed: losses in Twelve Months 2020, as well as growth in Global Lifestyle.][added: realized gains from sales of fixed maturity securities.]
[removed: This was] [added: These increases were] partially offset by the absence of an $84.4 million tax benefit that was recorded in Twelve Months 2020 related to the utilization of net operating losses in connection with the 2020 Coronavirus Aid, Relief, and Economic Security [removed: Act (the “CARES Act”).][added: Act.]
[added: Adjusted EBITDA increased $66.1 million, or 10%, to $702.1 million for Twelve Months 2021 from $636.0 million for Twelve Months 2020, primarily due to] Global Automotive [removed: results included] [added: from] underlying growth from prior period sales driven by expanded and new client relationships globally, favorable loss experience in select ancillary products and [removed: $8.2] [added: $10.4] million of one-time benefits in [removed: the first half of] Twelve Months 2021 that are not expected to repeat.
[removed: Global] [added: *Global] Lifestyle net earned premiums, fees and other [removed: income] [added: income*] increased [removed: $410.1] [added: $196.0] million, or [removed: 6%,] [added: 3%,] to [removed: $7.75] [added: $7.94] billion for the Twelve Months [removed: 2021 compared with $7.34] [added: 2022 from $7.74] billion for Twelve Months [removed: 2020, primarily] [added: 2021,] driven by [removed: Global Automotive from] strong [added: prior period] sales [removed: across the U.S., as well as growth] in [removed: Connected Living from extended service contracts.][added: Global Automotive.]
[removed: This] [added: The decrease] was partially offset by [added: premium from] higher [added: average insured values,] premium rates and [removed: average insured values] [added: policies] in [added: force in] Lender-placed Insurance.
[removed: Global] [added: *Global] Housing net earned premiums, fees and other [removed: income] [added: income*] increased [removed: $19.3] [added: $69.0] million, or [removed: 1%,] [added: 4%,] to [removed: $2.00] [added: $2.01] billion for Twelve Months [removed: 2021 compared with $1.98] [added: 2022 from $1.94] billion for Twelve Months [removed: 2020, primarily driven by growth in Multifamily Housing across affinity and property management company channels as well as] [added: 2021, largely from] Lender-placed Insurance.
Our results depend on, among other things, the appropriateness of our product pricing, underwriting, the accuracy of our reserving methodology for future policyholder benefits and claims, the frequency and severity of reportable and non-reportable catastrophes, returns on and values of invested assets, our investment [removed: income] [added: income,] and our ability to [added: realize greater operational efficiencies and] manage our [removed: expenses and achieve expense savings.][added: expenses.]
Our results also depend on our ability to profitably grow all of our businesses, including our Connected Living, [removed: Multifamily Housing] [added: Renters] and Global Automotive businesses, and maintain our position in our [removed: Lender-placed Insurance] [added: Homeowners] business.
Factors affecting these items, including conditions in [added: the] financial markets, the global [removed: economy] [added: economy, political conditions] and the markets in which we operate, fluctuations in exchange rates, interest rates and inflation, including the current period of inflationary pressures, may have a material adverse effect on our results of operations or financial condition.
Our results may also be impacted by our ability to continue to grow in the markets in which we operate, including in our Connected Living, [removed: Multifamily Housing] [added: Renters] and Global Automotive businesses, which will be impacted by our ability to provide a superior digital-first customer experience, including from our investments in technology and digital initiatives, and capitalize on the smart home opportunity.
Our mobile business is subject to volatility in mobile device trade-in volumes [added: and margins] based on the actual and anticipated timing of the release of new devices and carrier promotional programs, as well as to changes in [removed: consumer] [added: customer] preferences.
Our [removed: Lender-placed Insurance] [added: Homeowners] revenues will be impacted by changes in the housing market.
In addition, across many of our businesses, we must respond to the threat of disruption and the competition for [removed: talent.][added: talent, which has increased due to labor shortages and wage inflation.]
See “Item 1A – Risk Factors – Business, Strategic and Operational Risks – *Significant competitive pressures, changes in customer preferences and disruption could adversely affect our results of [removed: operations*”] [added: operations,*” “ – *Our mobile business is subject to the risk of declines in the value] and [added: availability of mobile devices in our inventory, and to export compliance and other risks*” and] “ – *The success of our business depends on the execution of our strategy, including through the continuing service of key executives, senior leaders, highly-skilled personnel and a high-performing workforce.”*
[removed: For Twelve Months 2021, net] [added: Net] cash provided by operating activities from continuing operations was [added: $596.9 million and] $630.5 [removed: million; net cash provided by investing activities from continuing operations was $302.8 million;] [added: million for Twelve Months 2022] and [removed: net cash used in financing activities from continuing operations was $1.09 billion.][added: Twelve Months 2021, respectively.]
We had [removed: $2.04] [added: $1.54] billion in cash and cash equivalents as of December 31, [removed: 2021.][added: 2022.]
We generate revenues primarily from the sale of our insurance policies, service contracts and related products and [removed: services] [added: services,] and from income earned on our investments.
The fair market value generally increases or decreases in an inverse relationship with fluctuations in interest rates, while net investment income realized by us from future investments in fixed maturity securities [removed: will] generally [removed: increase] [added: increases] or [removed: decrease] [added: decreases] with [added: fluctuations in] interest rates.
Our expenses are primarily policyholder benefits, underwriting, [added: selling,] general and administrative expenses and interest expense.
Underwriting, [added: selling,] general and administrative expenses consist primarily of commissions, premium taxes, licenses, fees, amortization of deferred costs, general operating expenses and income taxes.
[removed: We] [added: In addition to the restructuring plan announced in December 2022, we] continue to undertake various expense savings initiatives while also making investments in talent, capabilities and technology, among other things, which will impact our expenses.
Reserves are established using generally accepted actuarial methods and reflect [removed: judgments] [added: significant judgment and estimates] about expected future claim payments.
Prior to applying default factors, the net exposure to credit risk is reduced for any collateral for which the right of offset exists, such as funds withheld, assets held in [added: trust and letters of credit, which are part of the reinsurance arrangements, with adjustments to include consideration of credit exposure on the collateral.]
The following table provides details of the reinsurance recoverables balance as of December 31, [removed: 2021] [added: 2022] and [removed: 2020:][added: 2021:]
| | | | [added: 2022 | | | | | |] 2021 | | | | | | 2020 | | |
| Ceded future policyholder benefits and expense | | | $ | [removed: 338.4] [added: 360.6] | | | | | $ | [removed: 1,133.8] [added: 338.4] | |
| Ceded unearned premium | | | [removed: 4,950.0] [added: 5,158.1] | | | | | | [removed: 4,565.4] [added: 4,950.0] | | |
| Ceded claims and benefits payable | | | [removed: 821.8] [added: 1,312.7] | | | | | | [removed: 846.2] [added: 824.0] | | |
| Ceded paid losses | | | [removed: 68.7] [added: 174.5] | | | | | | [removed: 60.0] [added: 68.8] | | |
The effect of higher and lower levels of loss frequency and severity on our ultimate costs for claims occurring in [removed: 2021] [added: 2022] would be as follows:
| Change in both loss frequency and severity for all Global Lifestyle and Global Housing | | | Ultimate cost of claims occurring in [removed: 2021] [added: 2022] | | | | | | Change in cost of claims occurring in [removed: 2021] [added: 2022] | | |
| Base scenario (1) | | | $ | [removed: 1,276.5] [added: 1,803.8] | | | | | $ | — | |
(1)Represents the sum of the case reserves and incurred but not reported reserves as of December 31, [removed: 2021] [added: 2022] for Global Lifestyle and Global Housing.
[removed: If these observable] inputs [removed: are not available,] or [removed: observable inputs are not determinable, unobservable inputs or] adjustments to observable inputs requiring management judgment are used to determine the estimated fair value of investments.
See also Notes [removed: 2 and] [added: 2,] 8 [added: and 10] to the Consolidated Financial Statements included elsewhere in this Report, “Item 1A – Risk Factors – Financial Risks – *Our investment portfolio is subject to [removed: market risk, including changes in interest rates,] [added: credit, liquidity and other risks] that may adversely affect our results of operations and financial condition*” and “ – Investments” contained in this Item 7.
Corporate and Other includes corporate employee-related expenses and activities of the holding company.
In conjunction with the transition of our CEO and chief operating decision maker on January 1, 2022, we changed our segment measure of profitability for our reportable segments to an Adjusted EBITDA metric, as the primary measure used for purposes of making decisions about allocating resources to the segments and assessing performance, from segment net income from continuing operations, effective as of that date.
Prior period amounts have been revised to reflect the new segment measure of profitability.
We define Adjusted EBITDA as net income from continuing operations, excluding net realized gains (losses) on investments and fair value changes to equity securities, COVID-19 direct and incremental expenses, loss on extinguishment of debt, non-core operations (defined below), net income (loss) attributable to non-controlling interests, interest expense, provision (benefit) for income taxes, depreciation expense, amortization of purchased intangible assets, restructuring costs related to strategic exit activities (outside of normal periodic restructuring and cost management activities), as well as other highly variable or unusual items.
*Revision of Prior Period Financial Statements*
Beginning with second quarter 2022, we changed the calculation of our segment measure of profitability, Adjusted EBITDA, to exclude certain businesses which we expect to fully exit, including the long-tail commercial liability businesses in Global Housing (sharing economy and small commercial businesses), as well as certain legacy long-duration insurance policies within Global Lifestyle (collectively referred to as “non-core operations”).
All prior period amounts have been revised, which impacts segment Adjusted EBITDA but does not impact consolidated net income.
We have also revised our prior period financial statements to reflect the correction of an error identified in second quarter 2022 related to reinsurance of claims and benefits payable within the Connected Living business unit in our Global Lifestyle segment, as well as other immaterial errors which were previously recorded in the periods in which we identified them.
Additionally, prior period disclosures have been revised to include Hurricane Eta, which should have been classified as a reportable catastrophe.
In December 2022, we finalized our plan to realize greater efficiencies by continuing to simplify our business portfolio and leverage our global footprint to reduce costs.
This included realigning our organizational structure, including in Global Housing, and talent to support our business strategy.
We also accelerated our ongoing real estate consolidation to support work-from-home arrangements given our increasingly hybrid workforce.
We expect to complete these actions in 2023.
See “Item 1 – Business.”
The decline was primarily driven by a net decrease in unrealized gains to unrealized losses from Assurant Ventures (our corporate venture capital team), net realized losses from sales of fixed maturity securities in 2022, and a decrease from non-core operations.
*Global Lifestyle Adjusted EBITDA* increased $51.3 million, or 7%, to $753.4 million for Twelve Months 2022 from $702.1 million for Twelve Months 2021.
The increase was driven by growth across U.S. Connected Living and Global Automotive, partially offset by weaker performance in Europe and Asia Pacific, including the unfavorable impact of foreign exchange.
Growth in Connected Living reflected increased mobile subscribers in North America and more favorable mobile loss experience.
Global Automotive increased primarily from higher investment income and favorable loss experience in select ancillary products.
For the year, segment results included $24.1 million of income from real estate and a $11.2 million one-time client contract benefit.
Connected Living decreased mainly from runoff mobile programs, partially offset by mobile subscriber growth in North America.
In-store mobile service and repair contributed $148.4 million of fee income, and as previously announced, is not expected to continue in 2023.
*Global Housing Adjusted EBITDA* decreased $55.1 million, or 15%, to $302.0 million for Twelve Months 2022 from $357.1 million for Twelve Months 2021.
Pre-tax reportable catastrophes (defined as individual catastrophic events that generate losses in excess of $5.0 million pre-tax, net of reinsurance and client profit sharing adjustments, and including reinstatement and other premiums) increased $17.6 million.
Excluding reportable catastrophes, Adjusted EBITDA decreased $37.5 million, or 7%, primarily due to declines in Multifamily Housing and Specialty and Other, mainly from higher non-catastrophe loss experience.
Lender-placed Insurance increased modestly, as strong revenue growth and improved profitability in fourth quarter 2022 more than offset higher non-catastrophe loss experience throughout the year.
Global Housing results were also impacted by increased catastrophe reinsurance costs.
This was driven by higher average insured values, premium rates and policies in-force, including contributions from a new client onboarded in fourth quarter 2022.
Corporate and Other Adjusted EBITDA was $(99.2) million for Twelve Months 2022 compared to $(93.3) million for Twelve Months 2021, primarily driven by lower investment income and higher employee-related and third-party expenses.
Please see “Item 7A – Quantitative and Qualitative Disclosures About Market Risk” below for further details.
- Valuation of Investments
| | | | 2022 | | | | | | 2021 | | |
| Total | | | $ | 7,005.9 | | | | | $ | 6,181.2 | |
| 3% higher | | | $ | 1,914.0 | | | | | $ | 110.2 | |
| 2% higher | | | $ | 1,877.0 | | | | | $ | 73.2 | |
| 1% higher | | | $ | 1,840.0 | | | | | $ | 36.2 | |
| 1% lower | | | $ | 1,768.0 | | | | | $ | (35.8) | |
| 2% lower | | | $ | 1,731.0 | | | | | $ | (72.8) | |
| 3% lower | | | $ | 1,694.0 | | | | | $ | (109.8) | |
*Non-Core Operations*
*Sale of Global Preneed*
Prior to the sale, we determined that the disposed Global Preneed business met the criteria to be classified as held for sale and that the sale represented a strategic shift that had a major impact on our operations and financial results.
Accordingly, the results of operations of the disposed Global Preneed business are presented as net income from discontinued operations in the consolidated statements of operations and segregated in the consolidated statement of cash flows for all periods presented, and the assets and liabilities for the disposed Global Preneed business have been classified as held for sale and segregated as of December 31, 2020 in the consolidated balance sheets.
Transactions between the disposed Global Preneed business and businesses in our continuing operations were not eliminated to appropriately reflect the continuing operations and the assets, liabilities and results of the disposed Global Preneed business.
Corporate and Other includes activities of the holding company, financing and interest expenses, net realized gains (losses) on investments and fair value changes to equity securities, interest income earned from short-term investments held, income (expenses) primarily related to our frozen benefit plans, amounts related to businesses previously disposed of through reinsurance and the run-off of the Assurant Health business.
Corporate and Other also includes goodwill impairments, the foreign currency gains (losses) from remeasurement of monetary assets and liabilities, changes in the fair value of derivative instruments and other expenses related to merger and acquisition activities, as well as other highly variable or unusual items other than reportable catastrophes (reportable catastrophe losses, net of reinsurance and client profit sharing adjustments, and including reinstatement and other premiums).
*Overview*
We have undertaken several acquisitions and dispositions in the current and prior years, which are reflected in our results.
In June 2021, we issued $350.0 million of 2.65% senior notes due January 2032 and used the proceeds, along with cash on hand, to redeem all of the $350.0 million outstanding aggregate principal amount of our 4.00% senior notes due March 2023 and paid accrued interest, related premiums, fees and expenses in July 2021.
See “ – Liquidity and Capital Resources” below for further details.
Global Lifestyle segment net income increased $47.5 million, or 11%, to $484.7 million for Twelve Months 2021 from $437.2 million for Twelve Months 2020, primarily driven by significant growth in Global Automotive, continued expansion in mobile within Connected Living and greater contributions from Global Financial Services and Other.
Mobile growth was primarily driven by strong trade-in volumes, including HYLA, and improved performance in Asia Pacific.
Results were partially offset by investments in our in-store service and repair capabilities.
In mobile, higher trade-in volumes and subscriber growth were offset by declines from runoff programs and the $176 million reduction from the previously disclosed program contract change.
Global Housing segment net income increased $10.8 million, or 5%, to $244.6 million for Twelve Months 2021 from $233.8 million for Twelve Months 2020.
Segment net income for Twelve Months 2021 included $113.9 million of reportable catastrophes compared to $137.2 million of reportable catastrophes for Twelve Months 2020.
Excluding reportable catastrophes, segment net income decreased $12.5 million, primarily due to higher non-catastrophe loss experience from an anticipated increase to more normalized levels, as well as a $12.3 million year-over-year increase within small commercial that was primarily related to reserve strengthening for run-off claims.
The increase was partially offset by declines in Specialty and Other products from client runoff.
Corporate and Other segment net loss decreased $34.8 million, or 23%, to $115.8 million for Twelve Months 2021 from $150.6 million for Twelve Months 2020, primarily due to the higher net realized gains on investments and fair value changes to equity securities, compared to net losses in Twelve Months 2020, partially offset by the absence of an $84.4 million tax benefit related to the utilization of net operating losses in connection with the CARES Act.
- Valuation of Investments, including Evaluation of Credit Losses
trust and letters of credit, which are part of the reinsurance arrangements, with adjustments to include consideration of credit exposure on the collateral.
| Total | | | $ | 6,178.9 | | | | | $ | 6,605.4 | |
| 3% higher | | | $ | 1,354.0 | | | | | $ | 77.5 | |
| 2% higher | | | $ | 1,328.0 | | | | | $ | 51.5 | |
| 1% higher | | | $ | 1,302.0 | | | | | $ | 25.5 | |
| 1% lower | | | $ | 1,251.0 | | | | | $ | (25.5) | |
| 2% lower | | | $ | 1,225.0 | | | | | $ | (51.5) | |
| 3% lower | | | $ | 1,199.0 | | | | | $ | (77.5) | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Policyholder benefits | | | 2,195.7 | | | | | | 2,264.9 | | | | | | 2,385.7 | | |
| Amortization of deferred acquisition costs and value of business acquired | | | 3,835.8 | | | | | | 3,591.5 | | | | | | 3,237.2 | | |
| Iké net losses | | | — | | | | | | 5.9 | | | | | | 163.0 | | |
| Net income | | | 1,372.4 | | | | | | 442.7 | | | | | | 386.8 | | |
These increases were partially offset by the absence of an $84.4 million tax benefit that was recorded in Twelve Months 2020 related to the utilization of net operating losses in connection with the CARES Act.
Net income for Twelve Months 2020 included $137.2 million of reportable catastrophes, due to several storms in 2020 including Hurricane Laura, compared to $41.0 million in Twelve Months
2019.
Excluding reportable catastrophes, net income increased $310.2 million, or 89%, due to $154.6 million of lower after-tax losses from decreases in the estimated fair value of Iké Grupo, Iké Asistencia and certain of their affiliates (collectively, “Iké”), an $84.4 million tax benefit related to the utilization of net operating losses in connection with the CARES Act and an improvement in our results from Global Housing and Global Lifestyle.
The increase was also due to the absence of $29.6 million of after-tax debt related charges from Twelve Months 2019.
These increases were partially offset by a $55.8 million after-tax decrease in net realized gains on investments and fair value changes to equity securities mostly due to a decrease in net unrealized gains on equity securities and higher unrealized losses from the decrease in fair value of collateralized loan obligations, as well as $21.2 million of after-tax direct and incremental operating expenses incurred in connection with the COVID-19 pandemic.
| Net investment income | | | 201.3 | | | | | | 194.3 | | | | | | 250.8 | | |
An excerpt. Shown here: 40 of 236 rewritten, 40 of 141 added and 40 of 167 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2022 filing and the FY2021 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
13 rewritten, 37 added, 99 removed, 10 unchanged
This risk is largest when assets backing liabilities payable in one currency are invested in [added: financial instruments of another currency.]
[removed: Our] [added: To manage foreign exchange risk, our] general principle is to invest in assets that match the currency in which we expect [removed: the] liabilities to be paid.
We [added: monitor this exposure through periodic reviews of our asset and liability positions and we] manage interest rate risk by selecting investments with characteristics such as duration, yield, currency and liquidity tailored to the anticipated cash outflow characteristics of our insurance and reinsurance liabilities.
The interest rate sensitivity relating to [removed: price risk of] [added: changes in fair value in] our fixed maturity [removed: securities investment] portfolio is assessed using hypothetical scenarios that assume [removed: several positive and negative] parallel shifts of the yield curves.
Our actual experience may differ from the results [removed: noted below] [added: indicated below,] particularly due to [added: the] assumptions [removed: utilized] [added: reflected] or if events occur that were not included in the methodology.
| [removed: December 31, 2021] | | | [added: December 31, 2022] | | | | | | | | | | | | [added: December 31, 2021] | | | | | | | | | | | | [added: 2022 vs. 2021] | | |
Our actual [removed: results] [added: experience] may differ from the results [removed: noted below] [added: indicated below,] particularly due to [added: the] assumptions [removed: utilized] [added: reflected] or if events occur that were not included in the methodology.
[removed: | Interest Rate Movement Analysis of Portfolio Yield of Fixed Maturity Securities Investment Portfolio | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |][added: Our investment portfolio, including our fixed maturity portfolio, has exposure to interest rate risk.]
Our risk management strategy and investment policy is to invest in [removed: debt instruments] [added: securities from a diversified pool] of [removed: high credit quality] issuers and to limit the amount of credit exposure with respect to any one issuer.
We attempt to limit our credit exposure by imposing fixed maturity portfolio limits on individual issuers based upon credit [removed: quality.][added: quality, among other strategies.]
We are exposed to foreign exchange risk arising from our [removed: international operations, mainly] [added: investments] in [removed: Canada.][added: foreign subsidiaries.]
For more [removed: information on this risk,] [added: information,] see “Item 1A – Risk Factors – Financial Risks – [added: *Actual results may differ materially from the analytical models we use to assist in our decision-making in key areas such as pricing, catastrophe risks, reserving and capital management*” and “–] *Fluctuations in the exchange rate of the U.S. Dollar and other foreign currencies may materially and adversely affect our results of operations.*” [removed: The following tables summarize the results of this analysis on our reported net income from continuing operations for the periods indicated:]
For additional [removed: information on derivatives,] [added: information,] see Notes 8 and [removed: 19] [added: 10] to the Consolidated Financial Statements included elsewhere in this [removed: Report.][added: Report and “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Investments”.]
The following is a discussion of our primary market risk exposures and management of such exposures as of December 31, 2022.
There were no other significant changes in our primary market risk exposures or in how those exposures were managed for the year ended December 31, 2022, compared to the year ended December 31, 2021.
We do not currently anticipate significant changes in our primary market risk exposures or in how those exposures are managed in future reporting periods based upon what is known or expected to be in effect in future reporting periods.
Market risk is the risk of loss from changes in the fair value of our financial instruments, including due to interest rates (including impacts of changes in credit spreads), foreign currency exchange rates and credit risk from counterparties.
Market risk is dependent on the volatility and liquidity in the underlying markets in which these assets are traded.
Our investment portfolio consists primarily of fixed maturity securities, denominated in both U.S. dollars and foreign currencies, which are sensitive to changes in interest rates, including impacts of changes in credit spreads, foreign currency exchange rates and credit risk from counterparties.
The majority of our fixed income portfolio is classified as available for sale.
The carrying value of our investment portfolio at December 31, 2022 and 2021 was $7.52 billion and $8.67 billion, respectively, of which 84% and 83% was invested in fixed maturity securities, respectively.
Changes in investment values attributable to interest rate changes are mitigated by corresponding and partially offsetting changes in the economic value of our liabilities.
Portfolio duration is primarily managed through cash market transactions.
For more information, see “Item 1A – Risk Factors – Financial Risks – *Actual results may differ materially from the analytical models we use to assist in our decision-making in key areas such as pricing, catastrophe risks, reserving and capital management.*”
Our sensitivity analysis model produces a loss in fair value in the fixed maturity portfolio of (i) $143.9 million and $178.6 million as of December 31, 2022 and 2021, respectively, based on a hypothetical and instantaneous 50 basis point parallel increase in interest rates (including impacts of changes in credit spreads), and (ii) $283.2 million and $349.6 million as of December 31, 2022 and 2021, respectively, based on a hypothetical and instantaneous 100 basis point parallel increase in interest rates (including impacts of changes in credit spreads).
Our debt obligations also have exposure to interest rate risk, primarily at the time of refinancing.
We monitor market interest rates and evaluate refinancing opportunities for our debt obligations as maturity dates approach.
We stagger the maturity dates of our debt to mitigate the interest rate risk in any given year.
For additional information, see Note 19 to the Consolidated Financial Statements included elsewhere in this Report and “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources”.
Our sensitivity analysis model produces a loss in fair value of our debt obligations of (i) $44.7 million and $61.1 million as of December 31, 2022 and 2021, respectively, based on a hypothetical and instantaneous 50 basis point parallel increase in interest rates, and (ii) $88.4 million and $122.0 million as of December 31, 2022 and 2021, respectively, based on a hypothetical and instantaneous 100 basis point parallel increase in interest rates.
The foreign exchange risk sensitivity of the fair value of our investments in foreign subsidiaries is assessed using a hypothetical 10% immediate change in each of the foreign currency exchange rates to which we are exposed.
The modeling technique we use to report our currency exposure does not take into account correlation among foreign currency exchange rates.
The following table summarizes the net assets (liabilities) denominated in foreign currencies as of December 31, 2022 and 2021 and the sensitivity to a hypothetical strengthening of the U.S. dollar.
| | | | Value of net assets (liabilities) | | | | | | Exchange rate per USD | | | | | | Value of net assets (liabilities) | | | | | | Exchange rate per USD | | | | | | % Change in exchange rate per USD | | |
| British pound sterling (GBP) | | | $ | 306.9 | | | | | 1.2153 | | | | | | $ | 351.1 | | | | | 1.3235 | | | | | | (8.2)% | | |
| Canadian dollar (CAD) | | | 209.8 | | | | | | 0.7393 | | | | | | 229.4 | | | | | | 0.7874 | | | | | | (6.1)% | | |
| Euro (EUR) | | | 179.4 | | | | | | 1.0608 | | | | | | 192.1 | | | | | | 1.1235 | | | | | | (5.6)% | | |
| Brazilian real (BRL) | | | 68.8 | | | | | | 0.1888 | | | | | | 67.1 | | | | | | 0.1755 | | | | | | 7.6% | | |
| Australian dollar (AUD) | | | 59.6 | | | | | | 0.6701 | | | | | | 61.6 | | | | | | 0.7124 | | | | | | (5.9)% | | |
| Mexican peso (MXN) | | | 63.5 | | | | | | 0.0505 | | | | | | 80.9 | | | | | | 0.0480 | | | | | | 5.2% | | |
| Japanese yen (JPY) | | | 26.9 | | | | | | 0.0073 | | | | | | 37.4 | | | | | | 0.0088 | | | | | | (17.0)% | | |
| Argentine peso (ARS) | | | 27.4 | | | | | | 0.0056 | | | | | | 32.0 | | | | | | 0.0097 | | | | | | (42.3)% | | |
| Other (various currencies) | | | 21.8 | | | | | | | | | | | | 4.5 | | | | | | | | | | | | | | |
| Value of net assets denominated in foreign currencies | | | $ | 964.1 | | | | | | | | | | | $ | 1,056.1 | | | | | | | | | | | | | |
| Net assets | | | $ | 4,228.7 | | | | | | | | | | | $ | 5,464.1 | | | | | | | | | | | | | |
| As a percentage of total net assets | | | 22.8 | | % | | | | | | | | | | 19.3 | | % | | | | | | | | | | | | |
| Pre-tax decrease in fair value of our investments in foreign subsidiaries from a hypothetical 10 percent strengthening of the USD | | | $ | (117.3) | | | | | | | | | | | $ | (128.4) | | | | | | | | | | | | | |
| Pre-tax increase in fair value of our investments in foreign subsidiaries from a hypothetical 10 percent weakening of the USD | | | $ | 117.3 | | | | | | | | | | | $ | 128.4 | | | | | | | | | | | | | |
With respect to our market risk sensitive instruments, we have exposure to credit risk as a holder of fixed maturity securities.
For additional information, refer to “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Investments” and Notes 5 and 8 to the Consolidated Financial Statements included elsewhere in this Report.
We are exposed to potential loss from various market risks, in particular interest rate risk and credit risk.
Additionally, we are exposed, to a lesser extent, to foreign exchange risk.
We assume counterparty credit risk in many forms.
We have exposure to credit risk primarily from customers, as a holder of fixed maturity securities and by entering into reinsurance cessions.
financial instruments of another currency.
Interest rate risk arises as we invest substantial funds in interest-sensitive fixed income assets, such as fixed maturity securities, mortgage-backed and asset-backed securities and commercial mortgage loans, primarily in the U.S. and Canada.
There are two forms of interest rate risk – price risk and reinvestment risk.
Price risk occurs when fluctuations in interest rates have a direct impact on the market valuation of these investments.
As interest rates rise, the market value of these investments falls, and conversely, as interest rates fall, the market value of these investments rises.
Reinvestment risk is primarily associated with the need to reinvest cash flows (primarily coupons and maturities) in an unfavorable lower interest rate environment.
In addition, for securities with embedded options such as callable bonds, mortgage-backed securities and certain asset-backed securities, reinvestment risk occurs when fluctuations in interest rates have a direct impact on expected cash flows.
As interest rates fall, an increase in prepayments on these assets results in earlier than expected receipt of cash flows, forcing us to reinvest the proceeds in an unfavorable lower interest rate environment.
Conversely, as interest rates rise, a decrease in prepayments on these assets results in later than expected receipt of cash flows, forcing us to forgo reinvesting in a favorable higher interest rate environment.
We have assumed that the U.S. and Canadian yield curve shifts are equal in direction and magnitude.
The individual securities are repriced under each scenario using a valuation model.
For investments such as callable bonds and mortgage-backed and asset-backed securities, a prepayment model is used in conjunction with a valuation model.
The following tables summarize the results of this analysis for bonds, mortgage-backed securities and asset-backed securities held in our investment portfolio as of the dates indicated:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Interest Rate Movement Analysis of Market Value of Fixed Maturity Securities Investment Portfolio | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | \-100 bps | | | | | | \-50 bps | | | | | | Base | | | | | | 50 bps | | | | | | 100 bps | | |
| Total market value | | | $ | 7,597.1 | | | | | $ | 7,402.0 | | | | | $ | 7,215.3 | | | | | $ | 7,036.7 | | | | | $ | 6,865.7 | |
| % change in market value from base case | | | 5.29 | | % | | | | 2.59 | | % | | | | — | | % | | | | (2.48) | | % | | | | (4.85) | | % |
| $ change in market value from base case | | | $ | 381.8 | | | | | $ | 186.7 | | | | | $ | — | | | | | $ | (178.6) | | | | | $ | (349.6) | |
| December 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total market value | | | $ | 7,067.4 | | | | | $ | 6,905.8 | | | | | $ | 6,815.5 | | | | | $ | 6,601.4 | | | | | $ | 6,457.2 | |
| % change in market value from base case | | | 3.70 | | % | | | | 1.32 | | % | | | | — | | % | | | | (3.14) | | % | | | | (5.26) | | % |
| $ change in market value from base case | | | $ | 251.9 | | | | | $ | 90.3 | | | | | $ | — | | | | | $ | (214.1) | | | | | $ | (358.3) | |
The interest rate sensitivity relating to reinvestment risk of our fixed maturity securities investment portfolio is assessed using hypothetical scenarios that assume purchases in the primary market and consider the effects of interest rates on sales.
The effects of embedded options, including call or put features are not considered.
The following tables summarize the results of this analysis on our reported portfolio yield as of the dates indicated:
| Portfolio yield | | | 3.23 | | % | | | | 3.39 | | % | | | | 3.55 | | % | | | | 3.71 | | % | | | | 3.87 | | % |
| % change in portfolio yield | | | (0.32) | | % | | | | (0.16) | | % | | | | — | | % | | | | 0.16 | | % | | | | 0.32 | | % |
| Portfolio yield | | | 3.51 | | % | | | | 3.63 | | % | | | | 3.76 | | % | | | | 3.89 | | % | | | | 4.01 | | % |
| % change in portfolio yield | | | (0.25) | | % | | | | (0.13) | | % | | | | — | | % | | | | 0.13 | | % | | | | 0.25 | | % |
Currently our portfolio limits are 1.5% for issuers rated AA- and above, 1% for issuers rated A- to A+, 0.75% for issuers rated BBB- to BBB+, 0.38% for issuers rated BB- to BB+ and 0.25% for issuers rated B and below.
These portfolio limits are further reduced for certain issuers with whom we have credit exposure on reinsurance agreements.
For our portfolio limits, we use credit ratings from Moody’s, S&P, Fitch Ratings, Inc. and DBRS, Inc. (collectively, the “NRSROs”) to determine an issuer’s rating.
When three or more credit ratings are available for an issuer, the second lowest rating will be used.
When two or fewer credit ratings are available for an issuer, the lower rating will be used.
An excerpt. Shown here: all 13 rewritten, all 37 added and 40 of 99 removed. The counts are complete. For every sentence, read Item 7A. Quantitative and Qualitative Disclosures About Market Risk in the FY2022 filing and the FY2021 filing.
Item 1. Business
146 rewritten, 107 added, 82 removed, 320 unchanged
We [removed: partner] [added: support the advancement of the connected world by partnering] with [added: the world’s] leading brands to develop innovative [removed: products and services] [added: solutions] and to deliver an enhanced customer experience.
Through our Global Lifestyle segment, we provide mobile device [removed: solutions and] [added: solutions,] extended service products and related services for [removed: mobile devices,] consumer electronics and [removed: appliances] [added: appliances, and credit and other insurance products] (referred to as “Connected Living”); [removed: vehicle protection] and [removed: related services (referred to as “Global Automotive”);] [added: vehicle protection, leased] and [removed: credit protection] [added: financed solutions] and other [removed: insurance products] [added: related services] (referred to as “Global [removed: Financial Services and Other”).][added: Automotive”).]
As of December 31, [removed: 2021,] [added: 2022,] we had [removed: $33.91] [added: $33.12] billion in total assets and our debt to total capital was [removed: 28.6%.][added: 33.5%.]
[removed: In addition, our] [added: Our] Global Lifestyle and Global Housing segments generate significant operating cash flows, which provides us with the flexibility to make investments to strengthen our strategic capabilities and [removed: enter into and grow] [added: enhance our] partnerships with our clients.
*Insights and [removed: evolving] capabilities enable innovation to meet [added: evolving] consumer needs.* We have a deep understanding of our clients and the consumer markets they serve.
We seek to leverage consumer insights, together with extensive [removed: market knowledge and] capabilities, to [removed: anticipate and] identify [added: and anticipate] the [removed: specific] needs of our clients and the consumers they serve.
We intend to leverage those insights with investments in emerging technologies and operations, including [removed: digitization,] [added: digital-first solutions,] to introduce innovative products and services and [added: continuously] adapt those offerings to the changing needs of the [added: consumers in the] connected [removed: consumer.][added: world.]
*Value chain integration and customer experience.* We own or manage multiple pieces of the value chain, which enables us to create products and service offerings based on client [added: and consumer] needs and provide a seamless [removed: experience for consumers.][added: customer experience.]
[removed: To achieve this] [added: As we focus on executing our] vision, we [added: believe we are] positioned [removed: ourselves] for continued long-term profitable growth by:
Our [removed: businesses represent] [added: business model represents] a [removed: cohesive] group of leading, service-oriented businesses supporting the connected [removed: lifestyle of consumers.][added: world.]
[removed: We intend to focus on compelling growth opportunities within our businesses, including] [added: This includes] capitalizing on the convergence of the connected [removed: consumer] [added: world] in the global markets and geographies in which we operate.
We intend to grow our businesses by strengthening our partnerships with major clients and prospects globally, while continuing to invest in talent, capabilities and technology, including digital, to enable us to deliver [added: a] superior customer experience, as well as further [removed: expanding] [added: broadening] our offerings and diversifying our distribution channels.
As we [removed: expand] [added: continue to evolve] our product and service capabilities and respond to client and consumer needs, we expect to [removed: continue to drive additional value to consumers by accelerating] [added: accelerate] the pace of innovation [removed: to provide fully] [added: for our] integrated offerings [added: and drive additional value] through a superior, digital-first customer experience.
[removed: *Deploying our capital and talent strategically.*] We [added: generally] deploy capital to invest in and grow our businesses, [removed: repurchase shares and] pay [removed: dividends.][added: dividends and repurchase shares.]
Our approach to mergers, acquisitions and other growth opportunities reflects our strategic and disciplined [added: approach to capital management.]
We are [removed: also] focused on strategically attracting, [removed: developing] [added: developing, retaining] and [removed: deploying] [added: motivating] our talent, as we prioritize programs and initiatives aimed at investing in our [removed: talent, with a focus on diversity, equity and inclusion.][added: talent.]
[removed: In May 2021, the Company announced the appointment of] [added: On January 1, 2022,] Keith Demmings [removed: as President, and he was named to succeed] [added: succeeded] as [removed: Chief Executive Officer] [added: the Company’s chief executive officer] (“CEO”) [removed: effective January 1, 2022.][added: and joined the Company’s Board of Directors (the “Board”).]
[removed: For additional information, refer to] [added: See] Note [removed: 4] [added: 6] to the Consolidated Financial Statements included elsewhere in this [removed: Report.][added: Report for more information.]
In [removed: 2021,] [added: 2022,] we returned [removed: $1.00 billion] [added: $717.8 million] to shareholders through share repurchases and common stock dividends, including [removed: approximately 60% of] the [removed: $900.0 million of Global Preneed] [added: remaining] net proceeds [removed: that we previously announced we intend to return to shareholders through share repurchases within one year] [added: from the sale] of [removed: closing.][added: the Global Preneed businesses.]
Assurant is a purpose-driven company committed to making meaningful [removed: progress] [added: advancements] each year to integrate our [removed: social responsibility] [added: sustainability] efforts with our long-term [removed: strategy and] [added: strategy,] global business [removed: operations.][added: operations and our product and service offerings.]
In [removed: 2021,] [added: 2022,] we continued to make progress on building a more sustainable company for all of our stakeholders.
Our Board, Management Committee and employees understand the importance of [removed: social responsibility] [added: sustainability] to deliver greater value as we operate our business each day and support Assurant’s long-term strategy.
Our [removed: social responsibility] [added: sustainability] strategic framework centers on four pillars against which we track our progress on significant ESG topics core to our business, as discussed below.
- Climate: Operate to minimize our carbon footprint and [added: align our commitments to] enhance [removed: sustainability.][added: climate action and environment performance.]
For additional information on our ESG priorities, including our most recent [removed: Social Responsibility] [added: Sustainability] report, please refer to our website at [removed: *socialresponsibility.assurant.com*.][added: *https://www.assurant.com/our-story/sustainability*.]
| | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Global Automotive | | | [removed: 3,436.9] [added: 3,702.7] | | | | | | [removed: 3,113.0] [added: 3,436.9] | | | | | | [removed: 2,873.6] [added: 3,115.1] | | |
(1)For the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019, 52.4%, 53.7%,] [added: 2020, 46.2%, 47.7%,] and [removed: 55.9%,] [added: 48.8%,] respectively, of net earned premiums, fees and other income was from mobile [removed: products and 47.6%, 46.3%,] [added: products, 44.0%, 43.3%,] and [removed: 44.1%,] [added: 42.2%,] respectively, was from extended service [removed: contracts.][added: contracts and 9.8%, 9.0%, and 9.0%, respectively, was from financial services and other products.]
The key lines of business in Global Lifestyle are: Connected Living, which includes mobile device [removed: solutions and] [added: solutions,] extended service contracts (insurance policies and warranties) (“ESCs”) for [removed: mobile devices,] consumer electronics and [removed: appliances; Global Automotive;] [added: appliances,] and [removed: Global Financial Services] [added: credit] and [removed: Other.][added: other insurance products; and Global Automotive.]
[removed: We pay the cost of repairing or replacing these] consumer goods in the event of loss, theft, accidental damage, mechanical breakdown or electronic malfunction after the manufacturer's warranty expires.
*Global Automotive:* We underwrite and provide administrative services for vehicle service contracts (“VSCs”) and ancillary products providing coverage for vehicles, including automobiles, trucks, recreational [removed: vehicles and] [added: vehicles,] motorcycles, [added: construction and agricultural equipment,] as well as parts.
[removed: *Global Financial Services and Other:* Our Global Financial Services and Other] [added: Within Connected Living, our global financial services] business maintains a suite of protection and assurance products that deliver a combination of features and benefits for varying customer segment needs.
Although traditional credit insurance has been in decline in North America, [removed: it remains] [added: traditional credit and travel and credit card benefit products remain] a core offering in select international markets.
Global Lifestyle operates globally, with approximately [removed: 81%] [added: 82%] of its revenue from North America (the U.S. and Canada), [removed: 7%] [added: 8%] from Latin America (Brazil, Argentina, Puerto Rico, Mexico, Chile, Colombia and Peru), [removed: 6%] [added: 5%] from Europe (the United Kingdom (the “U.K.”), France, Italy, Spain, Germany and the Netherlands) and [removed: 6%] [added: 5%] from Asia Pacific (South Korea, China (and Hong Kong), Japan, Australia, India, Singapore and New Zealand) for the year ended December 31, [removed: 2021.][added: 2022.]
In Connected Living, we partner with mobile [removed: network operators,] [added: device carriers,] retailers, MSOs, OEMs and financial and other institutions to market our mobile device solutions and with some of the largest OEMs, consumer electronics retailers, appliance retailers (including e-commerce retailers) and MSOs to market our ESC products and related services.
In Global Automotive, we partner with auto dealers and agents, third-party administrators and manufacturers to market our vehicle [removed: protection] [added: protection, leased] and [added: financed solutions and other] related services.
In [removed: Global Financial Services and Other,] [added: addition,] we partner with financial institutions, insurers and retailers to market our credit insurance and embedded card offerings.
While smartphone penetration in the U.S., Japanese and European markets is high, other markets are less mature and [removed: also] present growth opportunities.
[removed: In addition, consumer] [added: Consumer] needs relating to mobile devices are continuing to expand in scope.
[removed: Customer support, device financing, buyback, trade-in] and upgrade programs are some of the areas that continue to gain traction.
We are a leading global business services company that supports, protects and connects major consumer purchases.
Effective January 1, 2023, we realigned the composition of our reportable segments.
See “—Segments” below for additional information.
Our vision is to be the leading global business services company supporting the advancement of the connected world.
Our businesses represent a group of leading, service-oriented offerings focused on compelling growth opportunities.
*Deploying our capital strategically.* We intend to maintain our strong financial position and our prudent capital management approach.
*Investing in talent.* Our employees play a critical role in contributing to our success and supporting our business strategy.
*2022 Highlights*
Under his leadership, the Company made progress in executing on its vision to be the leading global services provider supporting the advancement of the connected world.
We continued to strengthen partnerships with key clients and delivered new, innovative solutions, while navigating more volatile market conditions.
We continued to execute on our commitment to being a socially responsible company for our stakeholders, including being recognized as a Great Place to Work and advancing goals to reduce our environmental impact.
We remain focused on engaging and developing our diverse talent pool through enhanced leadership and skills development programs.
In Global Lifestyle, our ability to continuously innovate our products and services supported a stronger and differentiated customer experience.
In addition to key partner renewals, we secured new business opportunities and new client partnerships.
In Global Housing, we initiated a business transformation, including exiting certain non-core businesses discussed below, as well as international catastrophe-exposed business, where we did not see a path to leadership positions.
We took action to mitigate the impact of high inflation within our Lender-placed Insurance business and have continued to renew clients.
While growth from our affinity partnerships in Multifamily Housing has slowed, our property management channel continues to expand.
Broadly across the Company, we accelerated several initiatives to realize greater efficiencies to position us for continued long-term growth.
This included realigning our organizational structure, including in Global Housing, to better deploy talent to support the diverse needs of our businesses.
We also accelerated our ongoing real estate consolidation to support work-from-home arrangements given our increasingly hybrid workforce.
We expect to complete these actions in 2023.
The Company expects approximately $55 million in gross annualized run rate savings to be realized from these actions by year-end 2024, with more than half expected to be realized in 2023.
These savings will mitigate the impact of higher labor costs and headwinds from the macroeconomic environment, as well as fund additional investments, including increasing automation.
Throughout the year, we have maintained a strong balance sheet as we navigated macroeconomic uncertainty.
In June 2022, we redeemed $75.0 million of the $300.0 million then outstanding aggregate principal amount of our 4.20% Senior Notes due September 2023 at a make-whole premium plus accrued and unpaid interest to the redemption date.
In conjunction with the CEO transition, we changed our segment measure of profitability for our reportable segments to an Adjusted EBITDA metric, as the primary measure used for purposes of making decisions about allocating resources to the segments and assessing performance, from segment net income from continuing operations, effective as of that date.
In addition, in the second quarter of 2022, we made the decision to fully exit certain businesses, including the long-tail commercial liability businesses in Global Housing (sharing economy and small commercial businesses), as well as certain legacy long-duration insurance policies within Global Lifestyle (collectively referred to as “non-core operations”), and revised the calculation of our segment measure of profitability, Adjusted EBITDA.
Prior period amounts have been revised accordingly.
Effective January 1, 2023, we realigned the composition of our reportable segments to correspond with changes to the Global Housing operating structure.
As a result, the Global Housing segment is now comprised of two key lines of business, Homeowners, and Renters and Other.
Certain specialty products, mainly the Leased and Financed business, previously reported in the Global Housing segment are now reported in Global Lifestyle to better align with our go-to-market strategy.
The realignment has no impact on our consolidated results and will be reflected beginning with first quarter 2023 reporting.
| Connected Living (1) | | | $ | 4,233.4 | | | | | $ | 4,303.2 | | | | | $ | 4,216.5 | |
| Total | | | $ | 7,936.1 | | | | | $ | 7,740.1 | | | | | $ | 7,331.6 | |
| Segment Adjusted EBITDA | | | $ | 753.4 | | | | | $ | 702.1 | | | | | $ | 636.0 | |
| Segment equity (2) | | | $ | 4,582.9 | | | | | $ | 4,559.1 | | | | | $ | 4,491.2 | |
We pay the cost of repairing or replacing these
We provide in-store, same-day device repairs to customers through our nationwide network of nearly 500 Cell Phone Repair locations.
Global adoption of 5G by subscribers is a high priority for mobile device carriers in all markets.
Customer support, device financing, buyback, trade-in
We are a leading global provider of lifestyle and housing solutions that support, protect and connect major consumer purchases.
Our vision is to be the premier provider of lifestyle and housing solutions globally to empower leading brands to connect, protect and support the connected lifestyle of consumers.
approach to capital management.
*2021 Highlights*
Mr. Demmings also joined the Board of Directors (the “Board”) on January 1, 2022.
Mr. Demmings has had a distinguished career at the Company for over two decades, having held significant leadership roles with increasing levels of responsibility across the Company’s global enterprise, including President of Global Lifestyle, which includes the Company’s global operations and which has grown significantly under his leadership to become the Company’s largest business segment.
In August 2021, we completed the sale of the legal entities which comprise the businesses previously reported as the Global Preneed segment and certain businesses previously disposed of through reinsurance, which were previously reported in the Corporate and Other segment (collectively, the “disposed Global Preneed business”) to subsidiaries of CUNA Mutual Group (“CUNA”) for an aggregate purchase price at closing of $1.34 billion in cash.
Our business model now represents a group of leading, service-oriented businesses supporting the needs of the connected lifestyle of consumers – together they have generated and are expected to continue to drive profitable growth and strong returns.
In 2021, Global Lifestyle saw growth from Connected Living and Global Automotive, including the positive impacts from recent acquisitions.
Within Connected Living, our ability to introduce value-added services and capabilities, including mobile service delivery options and, most recently, in-store repair capabilities, has allowed us to strengthen our competitive position and further differentiate our offerings.
Our trade-in and upgrade programs, including from the acquisition of Hyla Mobile, Inc. (“Hyla”), drove strong performance in 2021.
Global Automotive also saw significant growth, as we benefited from increased scale through alignment with expanded and new client relationships globally and our ability to support customers through digital channels.
Within Global Housing, Multifamily Housing continued to expand client relationships, while investing in technology and digital initiatives to support future growth.
In Lender-placed Insurance, we also renewed multiple clients, while adding more clients, and continued to make investments in operations.
Throughout the year, critical investments continued to drive growth and differentiate the customer experience across our businesses.
Just as important, we have made investments to support our people through the COVID-19 pandemic and enable long-term, flexible work arrangements, as we continued to make progress on sustainability and talent initiatives.
Throughout the year, we undertook capital initiatives to drive shareholder value.
We refinanced our debt at lower interest rates.
In June 2021, we issued $350.0 million of 2.65% senior notes due 2032 and used the net proceeds, together with cash on hand, to redeem all of the $350.0 million outstanding aggregate principal amount of our 4.00% senior notes due 2023.
| Connected Living (1) | | | $ | 3,915.8 | | | | | $ | 3,836.6 | | | | | $ | 3,768.4 | |
| Global Financial Services and Other | | | 395.0 | | | | | | 388.0 | | | | | | 452.2 | | |
| Total | | | $ | 7,747.7 | | | | | $ | 7,337.6 | | | | | $ | 7,094.2 | |
| Segment net income | | | $ | 484.7 | | | | | $ | 437.2 | | | | | $ | 409.3 | |
| Segment equity (2) | | | $ | 4,597.7 | | | | | $ | 4,517.5 | | | | | $ | 3,948.2 | |
In 2021, we partnered with one of our mobile clients to provide in-store device repairs to customers with same-day repairs performed by our technicians located at our mobile client’s retail locations throughout the nation.
We expect the used vehicle market to remain strong and continue to grow, though growth is expected to be impacted by the faster growth in new vehicle sales.
In addition, as part of our new in-store device repair business, our inventory includes devices and parts needed to perform the repairs.
| Specialty and Other | | | 448.4 | | | | | | 473.2 | | | | | | 495.3 | | |
| Total | | | $ | 1,996.6 | | | | | $ | 1,977.3 | | | | | $ | 2,033.7 | |
| Segment net income | | | $ | 244.6 | | | | | $ | 233.8 | | | | | $ | 258.7 | |
| Segment equity (1) | | | $ | 1,445.8 | | | | | $ | 1,515.1 | | | | | $ | 1,600.6 | |
Our sharing economy insurance products include carsharing, vehicle subscription, vacation rental and on-demand delivery insurance products.
retailers, along with independent specialty agents.
We placed approximately two-thirds of our 2022 catastrophe reinsurance program in January 2022.
We are also subject to non-catastrophe risk.
Our employees span a wide range of roles and possess an array of skills in support of our strategy to enable the increasingly connected lifestyles of consumers.
This is reflected in our diverse workforce mix.
In 2021, we expanded our hourly workforce as we scaled our dynamic fulfillment capabilities in the U.S. to support in-store mobile device repairs, and we were able to attract a larger and more diverse pool of applicants by providing training and certification programs.
As of December 31, 2021, 54% of all employees are female; underrepresented minority groups accounted for 54% of our U.S. workforce.
For full-year 2021, our global attrition rate was 23%, reflecting our blended workforce; attrition for managerial and salaried roles was 9%, compared to 29% for all frontline and hourly employees where annual turnover rates are typically higher and reflective of the industries in which we operate.
An excerpt. Shown here: 40 of 146 rewritten, 40 of 107 added and 40 of 82 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2022 filing and the FY2021 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 0 unchanged
For a description of any material pending legal [removed: proceeding] [added: proceedings] in which we are involved, see “Commitments and Contingencies – Legal and Regulatory Matters” in Note [removed: 27] [added: 28] to the Consolidated Financial Statements included elsewhere in this Report, which is hereby incorporated by reference.
Cover and table of contents
23 rewritten, 10 added, 7 removed, 75 unchanged
For the fiscal year ended December 31, [removed: 2021][added: 2022]
The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was [removed: $9.22] [added: $9.17] billion as of the last business day of the fiscal quarter ended June 30, [removed: 2021] [added: 2022] based on the closing sale price of [removed: $156.18] [added: $172.85] per share for the common stock on such date as traded on the New York Stock Exchange.
The number of shares of the registrant’s common stock outstanding at February [removed: 11, 2022] [added: 10, 2023] was [removed: 55,161,629.][added: 52,919,741.]
| 1A. | | | | | | [Risk [removed: Factors](#i7b40517ad74744cbba6fb65eedabd7bf_16)] [added: Factors](#ic51fac93017146ec8e8bd217f980d9e9_40)] | | | [removed: [18](#i7b40517ad74744cbba6fb65eedabd7bf_16)] [added: [19](#ic51fac93017146ec8e8bd217f980d9e9_40)] | | |
| 1B. | | | | | | [Unresolved Staff [removed: Comments](#i7b40517ad74744cbba6fb65eedabd7bf_19)] [added: Comments](#ic51fac93017146ec8e8bd217f980d9e9_43)] | | | [removed: [39](#i7b40517ad74744cbba6fb65eedabd7bf_19)] [added: [39](#ic51fac93017146ec8e8bd217f980d9e9_43)] | | |
| 3 | | | | | | [Legal [removed: Proceedings](#i7b40517ad74744cbba6fb65eedabd7bf_25)] [added: Proceedings](#ic51fac93017146ec8e8bd217f980d9e9_49)] | | | [removed: [39](#i7b40517ad74744cbba6fb65eedabd7bf_25)] [added: [40](#ic51fac93017146ec8e8bd217f980d9e9_49)] | | |
| 4 | | | | | | [Mine Safety [removed: Disclosures](#i7b40517ad74744cbba6fb65eedabd7bf_28)] [added: Disclosures](#ic51fac93017146ec8e8bd217f980d9e9_52)] | | | [removed: [39](#i7b40517ad74744cbba6fb65eedabd7bf_28)] [added: [40](#ic51fac93017146ec8e8bd217f980d9e9_52)] | | |
| 5 | | | | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i7b40517ad74744cbba6fb65eedabd7bf_34)] [added: Securities](#ic51fac93017146ec8e8bd217f980d9e9_58)] | | | [removed: [40](#i7b40517ad74744cbba6fb65eedabd7bf_34)] [added: [41](#ic51fac93017146ec8e8bd217f980d9e9_58)] | | |
| 7 | | | | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i7b40517ad74744cbba6fb65eedabd7bf_40)] [added: Operations](#ic51fac93017146ec8e8bd217f980d9e9_64)] | | | [removed: [42](#i7b40517ad74744cbba6fb65eedabd7bf_40)] [added: [43](#ic51fac93017146ec8e8bd217f980d9e9_64)] | | |
| 7A. | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i7b40517ad74744cbba6fb65eedabd7bf_64)] [added: Risk](#ic51fac93017146ec8e8bd217f980d9e9_100)] | | | [removed: [66](#i7b40517ad74744cbba6fb65eedabd7bf_64)] [added: [64](#ic51fac93017146ec8e8bd217f980d9e9_100)] | | |
| 8 | | | | | | [Financial Statements and Supplementary [removed: Data](#i7b40517ad74744cbba6fb65eedabd7bf_67)] [added: Data](#ic51fac93017146ec8e8bd217f980d9e9_103)] | | | [removed: [70](#i7b40517ad74744cbba6fb65eedabd7bf_67)] [added: [66](#ic51fac93017146ec8e8bd217f980d9e9_103)] | | |
| 9 | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i7b40517ad74744cbba6fb65eedabd7bf_70)] [added: Disclosure](#ic51fac93017146ec8e8bd217f980d9e9_106)] | | | [removed: [70](#i7b40517ad74744cbba6fb65eedabd7bf_70)] [added: [66](#ic51fac93017146ec8e8bd217f980d9e9_106)] | | |
| 9A. | | | | | | [Controls and [removed: Procedures](#i7b40517ad74744cbba6fb65eedabd7bf_73)] [added: Procedures](#ic51fac93017146ec8e8bd217f980d9e9_109)] | | | [removed: [70](#i7b40517ad74744cbba6fb65eedabd7bf_73)] [added: [66](#ic51fac93017146ec8e8bd217f980d9e9_109)] | | |
| 9B. | | | | | | [Other [removed: Information](#i7b40517ad74744cbba6fb65eedabd7bf_76)] [added: Information](#ic51fac93017146ec8e8bd217f980d9e9_112)] | | | [removed: [71](#i7b40517ad74744cbba6fb65eedabd7bf_76)] [added: [67](#ic51fac93017146ec8e8bd217f980d9e9_112)] | | |
| 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i7b40517ad74744cbba6fb65eedabd7bf_2391)] [added: Inspections](#ic51fac93017146ec8e8bd217f980d9e9_115)] | | | [removed: [71](#i7b40517ad74744cbba6fb65eedabd7bf_2391)] [added: [67](#ic51fac93017146ec8e8bd217f980d9e9_115)] | | |
| 10 | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#i7b40517ad74744cbba6fb65eedabd7bf_82)] [added: Governance](#ic51fac93017146ec8e8bd217f980d9e9_121)] | | | [removed: [72](#i7b40517ad74744cbba6fb65eedabd7bf_82)] [added: [68](#ic51fac93017146ec8e8bd217f980d9e9_121)] | | |
| 11 | | | | | | [Executive [removed: Compensation](#i7b40517ad74744cbba6fb65eedabd7bf_85)] [added: Compensation](#ic51fac93017146ec8e8bd217f980d9e9_124)] | | | [removed: [72](#i7b40517ad74744cbba6fb65eedabd7bf_85)] [added: [68](#ic51fac93017146ec8e8bd217f980d9e9_124)] | | |
| 12 | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i7b40517ad74744cbba6fb65eedabd7bf_88)] [added: Matters](#ic51fac93017146ec8e8bd217f980d9e9_127)] | | | [removed: [72](#i7b40517ad74744cbba6fb65eedabd7bf_88)] [added: [68](#ic51fac93017146ec8e8bd217f980d9e9_127)] | | |
| 13 | | | | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i7b40517ad74744cbba6fb65eedabd7bf_91)] [added: Independence](#ic51fac93017146ec8e8bd217f980d9e9_130)] | | | [removed: [72](#i7b40517ad74744cbba6fb65eedabd7bf_91)] [added: [68](#ic51fac93017146ec8e8bd217f980d9e9_130)] | | |
| 14 | | | | | | [Principal Accounting Fees and [removed: Services](#i7b40517ad74744cbba6fb65eedabd7bf_94)] [added: Services](#ic51fac93017146ec8e8bd217f980d9e9_133)] | | | [removed: [72](#i7b40517ad74744cbba6fb65eedabd7bf_94)] [added: [68](#ic51fac93017146ec8e8bd217f980d9e9_133)] | | |
| 15 | | | | | | [Exhibits and Financial Statement [removed: Schedules](#i7b40517ad74744cbba6fb65eedabd7bf_100)] [added: Schedules](#ic51fac93017146ec8e8bd217f980d9e9_139)] | | | [removed: [73](#i7b40517ad74744cbba6fb65eedabd7bf_100)] [added: [69](#ic51fac93017146ec8e8bd217f980d9e9_139)] | | |
| 16. | | | | | | [Form 10-K [removed: Summary](#i7b40517ad74744cbba6fb65eedabd7bf_103)] [added: Summary](#ic51fac93017146ec8e8bd217f980d9e9_142)] | | | [removed: [76](#i7b40517ad74744cbba6fb65eedabd7bf_103)] [added: [72](#ic51fac93017146ec8e8bd217f980d9e9_142)] | | |
Some statements in “Item 1 *–* Business” and “Item 7 *–* Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2021] [added: 2022] (this “Report”), including our business and financial plans and any statements [removed: anticipating] [added: regarding our anticipated] future financial performance, business prospects, growth and operating strategies and similar matters, may constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995.
260 Interstate North Circle SE
Atlanta, Georgia 30339
(770) 763-1000
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of these error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
For the Fiscal Year Ended December 31, 2022
| 1 | | | | | | [Business](#ic51fac93017146ec8e8bd217f980d9e9_13) | | | [3](#ic51fac93017146ec8e8bd217f980d9e9_13) | | |
| 2 | | | | | | [Properties](#ic51fac93017146ec8e8bd217f980d9e9_46) | | | [39](#ic51fac93017146ec8e8bd217f980d9e9_46) | | |
| 6 | | | | | | [Reserved](#ic51fac93017146ec8e8bd217f980d9e9_61) | | | [43](#ic51fac93017146ec8e8bd217f980d9e9_61) | | |
| | | | | | | [Signatures](#ic51fac93017146ec8e8bd217f980d9e9_145) | | | [73](#ic51fac93017146ec8e8bd217f980d9e9_145) | | |
55 Broadway, Suite 2901
New York, New York 10006
(212) 859-7000
| 1 | | | | | | [Business](#i7b40517ad74744cbba6fb65eedabd7bf_13) | | | [3](#i7b40517ad74744cbba6fb65eedabd7bf_13) | | |
| 2 | | | | | | [Properties](#i7b40517ad74744cbba6fb65eedabd7bf_22) | | | [39](#i7b40517ad74744cbba6fb65eedabd7bf_22) | | |
| 6 | | | | | | [Reserved](#i7b40517ad74744cbba6fb65eedabd7bf_37) | | | [42](#i7b40517ad74744cbba6fb65eedabd7bf_37) | | |
| | | | | | | [Signatures](#i7b40517ad74744cbba6fb65eedabd7bf_106) | | | [77](#i7b40517ad74744cbba6fb65eedabd7bf_106) | | |
Item 2. Properties
2 rewritten, 4 added, 4 removed, 1 unchanged
[added: In addition, our Miami, Florida location serves as a shared office space supporting our] Global [added: Lifestyle and Global] Housing [added: businesses, and Global Housing] has operations centers located in Florence, South Carolina and Springfield, Ohio.
We believe that our owned and leased properties are [removed: adequate for] [added: sufficient to support] our current business operations.
We have a shared headquarters building in Atlanta, Georgia, which serves as our corporate headquarters, as well as the headquarters for our Global Lifestyle and Global Housing businesses.
It is also a primary
information technology center.
We lease office space and device care centers globally, with terms ranging from month-to-month to fifteen years.
Two buildings serve as headquarters for our operating segments and two buildings serve as operations centers for Global Housing.
Global Lifestyle and Global Housing share headquarters buildings located in Miami, Florida and Atlanta, Georgia.
We lease office space for various offices and service centers located throughout the U.S. and internationally, including our New York, New York corporate office and our data center in Woodbury, Minnesota.
Our leases have terms ranging from month-to-month to fifteen years.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
18 rewritten, 8 added, 11 removed, 35 unchanged
Our common stock is listed on the NYSE under the symbol “AIZ.” On February [removed: 11, 2022,] [added: 10, 2023,] there were approximately [removed: 153] [added: 209] registered holders of record of our common stock.
The following graph compares the cumulative total return (stock price increase plus reinvestment of dividends paid) on our common stock from December 31, [removed: 2016] [added: 2017] through December 31, [removed: 2021] [added: 2022] with the cumulative total returns for the S&P 400 MidCap Index and the S&P 500 Index, as the broad equity market indexes, and the S&P 500 Multi-line Insurance Index, as the published industry index.
The graph assumes that the value of the investment in our common stock and each index was $100 on December 31, [removed: 2016] [added: 2017] and that all dividends were reinvested.
[removed: ][added: ]
| | | | Initial Investment at [removed: 12/31/2016] [added: 12/31/2017] | | | | | | TOTAL VALUES December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Security / Index | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | | | |
| Security / Index | | | | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |
| Assurant, Inc. Common Stock | | | | | | | | | [removed: 10.98] [added: (9.18)] | | % | | | | [removed: (9.18)] [added: 49.78] | | % | | | | [removed: 49.78] [added: 6.09] | | % | | | | [removed: 6.09] [added: 16.46] | | % | | | | [removed: 16.46] [added: (18.34)] | | % |
| S&P 500 Index | | | | | | | | | [removed: 21.83] [added: (4.38)] | | | | | | [removed: (4.38)] [added: 31.49] | | | | | | [removed: 31.49] [added: 18.40] | | | | | | [removed: 18.40] [added: 28.71] | | | | | | [removed: 28.71] [added: (18.11)] | | |
| S&P 400 MidCap Index | | | | | | | | | [removed: 16.24] [added: (11.08)] | | | | | | [removed: (11.08)] [added: 26.20] | | | | | | [removed: 26.20] [added: 13.66] | | | | | | [removed: 13.66] [added: 24.76] | | | | | | [removed: 24.76] [added: (13.06)] | | |
| S&P 500 Multi-line Insurance Index | | | | | | | | | [removed: 1.03] [added: (24.44)] | | | | | | [removed: (24.44)] [added: 35.64] | | | | | | [removed: 35.64] [added: (18.28)] | | | | | | [removed: (18.28)] [added: 45.78] | | | | | | [removed: 45.78] [added: 9.67] | | |
The table below provides information regarding purchases of our common stock during the fourth quarter of [removed: 2021.][added: 2022.]
| Period in [removed: 2021] [added: 2022] | | | Total Number of Shares Purchased | | | | | | Average Price Paid Per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1) | | | | | | Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs (1) | | |
(1)Shares purchased pursuant to the [removed: January and] May 2021 publicly announced share repurchase authorizations of up to [removed: $600.0 million and] $900.0 [removed: million, respectively,] [added: million] aggregate cost at purchase of outstanding common stock.
As of December 31, [removed: 2021, $842.1] [added: 2022, $274.5] million aggregate cost at purchase remained unused under the [removed: May 2021] repurchase authorization.
See “Item 1A *–* Risk Factors *–* Financial Risks *–* *Our subsidiaries’ inability to pay us sufficient dividends could prevent us from meeting our obligations and paying future stockholder dividends.*” For the year ending December 31, [removed: 2022,] [added: 2023,] the maximum amount of dividends our regulated U.S. domiciled insurance subsidiaries could pay us under applicable laws and regulations, without prior regulatory approval, is approximately [removed: $475.3] [added: $344.7] million.
Dividends or returns of capital paid by our subsidiaries, net of infusions [added: of liquid assets] and excluding amounts used for acquisitions or received from dispositions, was approximately [added: $549.5 million for the year ended December 31, 2022, of which $349.4 million was generated by our U.S. domiciled insurance subsidiaries.]
In addition, the Credit Facility restricts payments [removed: of] [added: on our capital stock, including] common stock [removed: dividends] [added: dividends,] if an event of default has occurred or if a proposed common stock dividend payment would cause an event of default under the Credit Facility.
| Assurant, Inc. Common Stock | | | $ | 100.00 | | | | | $ | 90.82 | | | | | $ | 136.03 | | | | | $ | 144.32 | | | | | $ | 168.07 | | | | | $ | 137.25 | |
| S&P 500 Index | | | 100.00 | | | | | | 95.62 | | | | | | 125.72 | | | | | | 148.85 | | | | | | 191.58 | | | | | | 156.88 | | |
| S&P 400 MidCap Index | | | 100.00 | | | | | | 88.92 | | | | | | 112.21 | | | | | | 127.54 | | | | | | 159.12 | | | | | | 138.34 | | |
| S&P 500 Multi-line Insurance Index | | | 100.00 | | | | | | 75.56 | | | | | | 102.49 | | | | | | 83.75 | | | | | | 122.09 | | | | | | 133.90 | | |
| October 1 – October 31 | | | 89,887 | | | | | | $ | 144.63 | | | | | 89,887 | | | | | | $ | 274.5 | |
| November 1 – November 30 | | | — | | | | | | — | | | | | | — | | | | | | 274.5 | | |
| December 1 – December 31 | | | — | | | | | | — | | | | | | — | | | | | | 274.5 | | |
| Total fourth quarter | | | 89,887 | | | | | | $ | 144.63 | | | | | 89,887 | | | | | | $ | 274.5 | |
| Assurant, Inc. Common Stock | | | $ | 100.00 | | | | | $ | 110.98 | | | | | $ | 100.80 | | | | | $ | 150.97 | | | | | $ | 160.17 | | | | | $ | 186.53 | |
| S&P 500 Index | | | 100.00 | | | | | | 121.83 | | | | | | 116.49 | | | | | | 153.17 | | | | | | 181.35 | | | | | | 233.41 | | |
| S&P 400 MidCap Index | | | 100.00 | | | | | | 116.24 | | | | | | 103.36 | | | | | | 130.44 | | | | | | 148.26 | | | | | | 184.97 | | |
| S&P 500 Multi-line Insurance Index | | | 100.00 | | | | | | 101.03 | | | | | | 76.34 | | | | | | 103.54 | | | | | | 84.62 | | | | | | 123.35 | | |
| October 1 – October 31 | | | 597,565 | | | | | | $ | 162.38 | | | | | 597,565 | | | | | | $ | 1,034.8 | |
| November 1 – November 30 | | | 606,569 | | | | | | 160.82 | | | | | | 606,569 | | | | | | 937.3 | | |
| December 1 – December 31 | | | 619,118 | | | | | | 153.68 | | | | | | 619,118 | | | | | | 842.1 | | |
| Total fourth quarter | | | 1,823,252 | | | | | | $ | 158.91 | | | | | 1,823,252 | | | | | | $ | 842.1 | |
$728.6 million for the year ended December 31, 2021, of which $539.3 million was generated by our U.S. domiciled insurance subsidiaries.
In March 2021, each outstanding share of mandatory convertible preferred stock (“MCPS”) converted into shares of common stock.
Refer to Note 20 to the Consolidated Financial Statements included elsewhere in this Report for further information.
Item 9A. Controls and Procedures
7 rewritten, 1 added, 0 removed, 8 unchanged
Our management, with the participation of our CEO and our Chief Financial Officer (“CFO”), has evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) or 15d-15(b) under the Exchange Act as of December 31, [removed: 2021.][added: 2022.]
Based on such evaluation, management, including our CEO and CFO, has concluded that as of December 31, [removed: 2021,] [added: 2022,] our disclosure controls and procedures were effective and provide reasonable assurance that information we are required to disclose in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms.
[removed: Our CEO and CFO also have concluded that as of December 31, 2021,] information that we are required to disclose in our reports under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] using criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
Management, including our CEO and CFO, based on its evaluation of our internal control over financial reporting, has concluded that our internal control over financial reporting was effective as of December 31, [removed: 2021.][added: 2022.]
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.
There were no changes in our internal control over financial reporting during the quarterly period ended December 31, [removed: 2021] [added: 2022] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Our CEO and CFO also have concluded that as of December 31, 2022,
Item 10. Directors, Executive Officers and Corporate Governance
5 rewritten, 0 added, 0 removed, 0 unchanged
The information required under this Item 10 regarding directors [added: is incorporated by reference to the information] in our upcoming [removed: 2022] [added: 2023] Proxy Statement (the [removed: “2022] [added: “2023] Proxy Statement”) under the caption “Proposals Requiring Your Vote – Proposal One – Election of [removed: Directors” is incorporated herein by reference.][added: Directors”.]
The information required under this Item 10 regarding executive officers [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the caption “Executive [removed: Officers” is incorporated herein by reference.][added: Officers”.]
The information required under this Item 10 regarding compliance with Section 16(a) of the Exchange Act [added: is incorporated by reference to the information in the 2023 Proxy Statement] under the caption “Delinquent Section 16(a) Reports”, if included in the [removed: 2022] [added: 2023] Proxy [removed: Statement, is incorporated herein by reference.][added: Statement.]
The information required under this Item 10 regarding our Code of Business Conduct and Ethics [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the caption “Corporate Governance – Corporate Governance Guidelines and Code of Ethics – Code of [removed: Ethics” is incorporated herein by reference.][added: Ethics”.]
The information required under this Item 10 regarding the Nominating and Corporate Governance Committee and the Audit Committee [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the captions “Corporate Governance – Director [removed: Nomination, Qualifications] [added: Recruitment, Nomination] and [removed: Succession Planning”,] [added: Qualifications”,] “Corporate Governance – Board and Committee [removed: Composition, Leadership] [added: Leadership, Composition] and Refreshment”, “Corporate Governance – Audit Committee” and “Corporate Governance – Director [removed: Independence” is incorporated herein by reference.][added: Independence”.]
Item 11. Executive Compensation
2 rewritten, 0 added, 0 removed, 0 unchanged
The information required under this Item 11 [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the captions “Compensation Discussion and Analysis”, “Executive Compensation” and “Director [removed: Compensation” is incorporated herein by reference.][added: Compensation”.]
The information required under this Item 11 [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement regarding the Compensation Committee under the captions “Corporate Governance – Compensation Committee Interlocks and Insider Participation” and “Compensation Committee [removed: Report” is incorporated herein by reference.][added: Report”.]
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required under this Item 12 [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the captions “Equity Compensation Plan Information”, “Security Ownership of Certain Beneficial Owners” and “Security Ownership of Directors and Executive [removed: Officers” is incorporated herein by reference.][added: Officers”.]
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required under this Item 13 [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the captions “Transactions with Related Persons” and “Corporate Governance – Director [removed: Independence” is incorporated herein by reference.][added: Independence”.]
Item 14. Principal Accounting Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
The information required under this Item 14 [added: is incorporated by reference to the information] in the [removed: 2022] [added: 2023] Proxy Statement under the caption “Audit Committee Matters – Fees of Principal [removed: Accountants” is incorporated herein by reference.][added: Accountants”.]
Item 15. Exhibits and Financial Statement Schedules
50 rewritten, 2 added, 4 removed, 36 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#i7b40517ad74744cbba6fb65eedabd7bf_109) (238)] [added: Firm](#ic51fac93017146ec8e8bd217f980d9e9_148) (PCAOB ID 238)] | | | [removed: F-[1](#i7b40517ad74744cbba6fb65eedabd7bf_109)] [added: F-[1](#ic51fac93017146ec8e8bd217f980d9e9_148)] | | |
| [Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020](#i7b40517ad74744cbba6fb65eedabd7bf_115)] [added: 2021](#ic51fac93017146ec8e8bd217f980d9e9_154)] | | | [removed: F-[3](#i7b40517ad74744cbba6fb65eedabd7bf_115)] [added: F-[3](#ic51fac93017146ec8e8bd217f980d9e9_154)] | | |
| [Consolidated Statements of Operations For Years Ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_118)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_157)] | | | [removed: F-[4](#i7b40517ad74744cbba6fb65eedabd7bf_118)] [added: F-[4](#ic51fac93017146ec8e8bd217f980d9e9_157)] | | |
| [Consolidated Statements of Comprehensive Income For Years Ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_121)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_160)] | | | [removed: F-[5](#i7b40517ad74744cbba6fb65eedabd7bf_121)] [added: F-[5](#ic51fac93017146ec8e8bd217f980d9e9_160)] | | |
| [Consolidated Statements of Changes in Stockholders’ Equity For Years Ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_124)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_163)] | | | [removed: F-[6](#i7b40517ad74744cbba6fb65eedabd7bf_124)] [added: F-[6](#ic51fac93017146ec8e8bd217f980d9e9_163)] | | |
| [Consolidated Statements of Cash Flows For Years Ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_130)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_166)] | | | [removed: F-[7](#i7b40517ad74744cbba6fb65eedabd7bf_130)] [added: F-[7](#ic51fac93017146ec8e8bd217f980d9e9_166)] | | |
| [Notes to the Consolidated Financial [removed: Statements](#i7b40517ad74744cbba6fb65eedabd7bf_133)] [added: Statements](#ic51fac93017146ec8e8bd217f980d9e9_169)] | | | [removed: F-[8](#i7b40517ad74744cbba6fb65eedabd7bf_133)] [added: F-[8](#ic51fac93017146ec8e8bd217f980d9e9_169)] | | |
| [Schedule I – Summary of Investments Other Than Investments in Related Parties as of December 31, [removed: 2021](#i7b40517ad74744cbba6fb65eedabd7bf_226)] [added: 2022](#ic51fac93017146ec8e8bd217f980d9e9_259)] | | | [removed: F-[80](#i7b40517ad74744cbba6fb65eedabd7bf_226)] [added: F-[82](#ic51fac93017146ec8e8bd217f980d9e9_259)] | | |
| [Schedule II – Parent Only Condensed Financial Statements as of December 31, [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] and for Years Ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_229)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_262)] | | | [removed: F-[81](#i7b40517ad74744cbba6fb65eedabd7bf_229)] [added: F-[83](#ic51fac93017146ec8e8bd217f980d9e9_262)] | | |
| [Schedule III – Supplementary Insurance Information as of December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_244)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_277)] | | | [removed: F-[86](#i7b40517ad74744cbba6fb65eedabd7bf_244)] [added: F-[88](#ic51fac93017146ec8e8bd217f980d9e9_277)] | | |
| [Schedule IV – Reinsurance as of December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_247)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_280)] | | | [removed: F-[87](#i7b40517ad74744cbba6fb65eedabd7bf_247)] [added: F-[89](#ic51fac93017146ec8e8bd217f980d9e9_280)] | | |
| [Schedule V – Valuation and Qualifying Accounts as of December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i7b40517ad74744cbba6fb65eedabd7bf_250)] [added: 2020](#ic51fac93017146ec8e8bd217f980d9e9_283)] | | | [removed: F-[88](#i7b40517ad74744cbba6fb65eedabd7bf_250)] [added: F-[90](#ic51fac93017146ec8e8bd217f980d9e9_283)] | | |
| [3.1](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex31.htm) | | | [Amended and Restated Certificate of Incorporation [removed: of the Registrant (incorporated] [added: of](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex31.htm) [Assurant, Inc.](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex31.htm) [](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex31.htm)[(incorporated] by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, originally filed on May 12, 2017).](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex31.htm) | | |
| [removed: [3.2](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex32.htm)] [added: [3.2](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000042/ex31arbylaws-nov2022.htm)] | | | [Amended and Restated By-Laws of [removed: the Registrant] [added: Assurant, Inc., effective as of November 10, 2022] (incorporated by reference from Exhibit 3.1 to the Registrant’s [removed: Current Report on] Form 8-K, originally filed on November [removed: 13, 2020).](http://www.sec.gov/Archives/edgar/data/1267238/000119312517168584/d392723dex32.htm)] [added: 14, 2022).](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000042/ex31arbylaws-nov2022.htm)] | | |
| [4.2](http://www.sec.gov/Archives/edgar/data/1267238/000095012304003991/y95546exv10w27.txt) | | | [Senior Debt Indenture, dated as of February 18, 2004, between Assurant, Inc. and U.S. Bank National Association, successor to SunTrust Bank, as trustee (incorporated by reference from Exhibit 10.27 to the [removed: Registrant’s Form] [added: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000095012304003991/y95546exv10w27.txt) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000095012304003991/y95546exv10w27.txt) [Form] 10-K, originally filed on March 30, 2004).](http://www.sec.gov/Archives/edgar/data/1267238/000095012304003991/y95546exv10w27.txt) | | |
| [removed: [4.5](https://www.sec.gov/Archives/edgar/data/1267238/000126723822000006/aiz12312021-ex45.htm)] [added: [4.5](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000006/aiz12312021-ex45.htm)] | | | [Description of the Registrant’s [removed: Securities.](https://www.sec.gov/Archives/edgar/data/1267238/000126723822000006/aiz12312021-ex45.htm)] [added: Securities (incorporated by reference from Exhibit 4.5 to the Registrant’s Annual Report on Form 10-K, originally filed on February 22, 2022).](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000006/aiz12312021-ex45.htm)] | | |
| [10.1](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex102.htm) | | | [Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards for Directors, effective as of January 1, 2013 (incorporated by reference from Exhibit 10.2 to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex102.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm)[s Form] [added: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex102.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm)[s](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex102.htm) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex102.htm) [Form] 10-K, originally filed on February 20, 2013). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex102.htm) | | |
| [10.2](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex103.htm) | | | [Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards for Directors, effective as of January 1, 2013 (incorporated by reference from Exhibit 10.3 to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex103.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm)[s Form] [added: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex103.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm)[s](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex103.htm) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex103.htm) [Form] 10-K, originally filed on February 20, 2013). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312513067448/d475468dex103.htm) | | |
| [10.3](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm) | | | [Amended and Restated Assurant, Inc. Long Term Equity Incentive Plan, effective as of January 1, 2012 (incorporated by reference from Exhibit 10.15 to the [removed: Registrant’s Form] [added: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm) [Form] 10-K, originally filed on February 23, 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1015.htm) | | |
| [removed: [10.8](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm)] [added: [10.9](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm)] | | | [Amended and Restated Assurant, Inc. Executive Short Term Incentive Plan, effective as of January 1, 2012 (incorporated by reference from Exhibit 10.23 to the Registrant’s Annual Report on Form 10-K, originally filed on February 23, 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) | | |
| [removed: [10.9](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1033.htm)] [added: [10.11](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1033.htm)] | | | [Amended and Restated Assurant Deferred Compensation Plan, effective as of January 1, 2008 (incorporated by reference from Exhibit 10.33 to the Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1033.htm) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on March 3, 2008). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1033.htm) | | |
| [removed: [10.10](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1028.htm)] [added: [10.12](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1028.htm)] | | | [Amendment No. 1 to the Amended and Restated Assurant Deferred Compensation Plan, effective as of January 1, 2012 (incorporated by reference from Exhibit 10.28 to the Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1028.htm) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on February 23, 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1028.htm) | | |
| [removed: [10.11](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1031.htm)] [added: [10.13](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1031.htm)] | | | [Amendment No. 2 to the Amended and Restated Assurant Deferred Compensation Plan, effective as of December 3, 2013 (incorporated by reference from Exhibit 10.31 to the Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1031.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)[s](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1031.htm) [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on February 19, 2014). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1031.htm) | | |
| [removed: [10.12](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex105.htm)] [added: [10.14](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex1015.htm)] | | | [removed: [Amended and Restated Supplemental] [added: [Assurant] Executive [removed: Retirement] [added: Pension] Plan, [added: amended and restated,] effective as of January 1, [removed: 2008] [added: 2009] (incorporated by reference from Exhibit [removed: 10.5] [added: 10.15] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex105.htm)] [added: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex1015.htm)] [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on [removed: March 3, 2008). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex105.htm)] [added: February 27, 2009). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex1015.htm)] | | |
| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex106.htm)] [added: [10.15](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1033.htm)] | | | [Amendment No. 1 to the [removed: Amended and Restated Supplemental] [added: Assurant] Executive [removed: Retirement] [added: Pension] Plan, effective as of January 1, 2009 (incorporated by reference from Exhibit [removed: 10.6] [added: 10.33] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex106.htm)] [added: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1033.htm)] [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on February [removed: 27, 2009). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex106.htm)] [added: 23, 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1033.htm)] | | |
| [removed: [10.14](http://www.sec.gov/Archives/edgar/data/1267238/000119312511043706/dex107.htm)] [added: [10.16](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1034.htm)] | | | [Amendment No. 2 to the [removed: Amended and Restated Supplemental] [added: Assurant] Executive [removed: Retirement] [added: Pension] Plan, effective as of January 1, 2010 (incorporated by reference from Exhibit [removed: 10.7] [added: 10.34] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312511043706/dex107.htm)] [added: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1034.htm)] [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on February 23, [removed: 2011). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312511043706/dex107.htm)] [added: 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1034.htm)] | | |
| [removed: [10.15](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh102.htm)] [added: [10.18](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)] | | | [Amendment No. [removed: 3] [added: 4] to the [removed: Amended and Restated Supplemental] [added: Assurant] Executive [removed: Retirement] [added: Pension] Plan, effective as of February 29, 2016 (incorporated by reference from Exhibit [removed: 10.2] [added: 10.1] to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May 3, 2016). [removed: *](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh102.htm)] [added: *](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)] | | |
| [removed: [10.16](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex1015.htm)] [added: [10.21](http://www.sec.gov/Archives/edgar/data/1267238/000162828018001695/aiz12312017-ex1029.htm)] | | | [removed: [Assurant] [added: [Amendment No. 2 to the Assurant] Executive [removed: Pension] [added: 401(k)] Plan, [added: as] amended and restated, effective as of January 1, [removed: 2009] [added: 2017] (incorporated by reference from Exhibit [removed: 10.15] [added: 10.29] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex1015.htm) [Annual] [added: Registrant’s Annual] Report [removed: on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form] [added: on Form] 10-K, originally filed on February [removed: 27, 2009). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312509040498/dex1015.htm)] [added: 14, 2018). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828018001695/aiz12312017-ex1029.htm)] | | |
| [removed: [10.17](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1033.htm)] [added: [10.17](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)] | | | [Amendment No. [removed: 1] [added: 3] to the Assurant Executive Pension Plan, effective as of [removed: January 1, 2009] [added: December 31, 2013] (incorporated by reference from Exhibit [removed: 10.33] [added: 10.38] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1033.htm)] [added: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)[s](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)] [Annual Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K, originally filed on February [removed: 23, 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1033.htm)] [added: 19, 2014). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)] | | |
| [removed: [10.18](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1034.htm)] [added: [10.20](http://www.sec.gov/Archives/edgar/data/1267238/000162828017001320/aiz12312016-ex1027.htm)] | | | [Amendment No. [removed: 2] [added: 1] to the Assurant Executive [removed: Pension] [added: 401(k)] Plan, [added: as amended and restated,] effective as of [removed: January] [added: March] 1, [removed: 2010] [added: 2016] (incorporated by reference from Exhibit [removed: 10.34] [added: 10.27] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1034.htm) [Annual] [added: Registrant’s Annual] Report [removed: on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form] [added: on Form] 10-K, originally filed on February [removed: 23, 2012). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1034.htm)] [added: 14, 2017). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828017001320/aiz12312016-ex1027.htm)] | | |
| [removed: [10.19](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)] [added: [10.19](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm)] | | | [removed: [Amendment No. 3 to the Assurant] [added: [Assurant] Executive [removed: Pension] [added: 401(k)] Plan, [added: amended and restated,] effective as of [removed: December 31, 2013] [added: January 1, 2014] (incorporated by reference from Exhibit [removed: 10.38] [added: 10.1] to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)[’](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)[s](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm) [Annual] [added: Registrant’s Quarterly] Report [removed: on](http://www.sec.gov/Archives/edgar/data/1267238/000119312512075371/d257568dex1023.htm) [Form 10-K,] [added: on Form 10-Q,] originally filed on [removed: February 19,] [added: April 29,] 2014). [removed: *](http://www.sec.gov/Archives/edgar/data/1267238/000119312514057434/d676053dex1038.htm)] [added: *](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm)] | | |
| [removed: [10.20](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)] [added: [10.22](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000031/aiz-20220630ex10110q.htm)] | | | [removed: [Amendment No. 4 to the Assurant Executive Pension Plan,] [added: [Form of Assurant, Inc. Change in Control Agreement,] effective as of [removed: February 29, 2016] [added: May 11, 2022] (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on [removed: May 3, 2016). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828016015369/aiz-20160331exh101.htm)] [added: August 4, 2022).*](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000031/aiz-20220630ex10110q.htm)] | | |
| [removed: [10.21](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm)] [added: [10.26](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000035/aiz-20210630ex101.htm)] | | | [removed: [Assurant Executive 401(k) Plan, amended] [added: [Assurant, Inc. Amended] and [removed: restated,] [added: Restated Directors Compensation Plan,] effective as of [removed: January 1, 2014] [added: May 13, 2021] (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on [removed: April 29, 2014). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm)] [added: August 5, 2021). *](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000035/aiz-20210630ex101.htm)] | | |
| [removed: [10.22](http://www.sec.gov/Archives/edgar/data/1267238/000162828017001320/aiz12312016-ex1027.htm)] [added: [10.24](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1034.htm)] | | | [removed: [Amendment No. 1 to the Assurant Executive 401(k) Plan, as amended and restated, effective as of March 1, 2016] [added: [American Security Insurance Company Investment Plan Document] (incorporated by reference from Exhibit [removed: 10.27] [added: 10.34] to the [removed: Registrant’s Annual Report on Form] [added: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1034.htm) [Annual](http://www.sec.gov/Archives/edgar/data/1267238/000162828017001320/aiz12312016-ex1027.htm) [Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm) [Form] 10-K, originally filed on [removed: February 14, 2017). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828017001320/aiz12312016-ex1027.htm)] [added: March 3, 2008). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1034.htm)] | | |
| [removed: [10.24](http://www.sec.gov/Archives/edgar/data/1267238/000162828016018283/aiz-20160630exh105.htm)] [added: [10.23](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000031/aiz-20220630ex10210q.htm)] | | | [Form of Assurant, Inc. Change in Control Agreement, [removed: dated] [added: effective as of] May [removed: 13, 2016] [added: 11, 2022 (California version)] (incorporated by reference from Exhibit [removed: 10.5] [added: 10.2] to the [removed: Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000162828016018283/aiz-20160630exh105.htm) [Quarterly] [added: Registrant’s Quarterly] Report [removed: on](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm) [Form] [added: on Form] 10-Q, originally filed on August [removed: 2, 2016). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828016018283/aiz-20160630exh105.htm)] [added: 4, 2022).*](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000031/aiz-20220630ex10210q.htm)] | | |
| [removed: [10.26](http://www.sec.gov/Archives/edgar/data/1267238/000119312521352653/d269447dex101.htm)] [added: [10.25](http://www.sec.gov/Archives/edgar/data/1267238/000119312521352653/d269447dex101.htm)] | | | [Second Amended and Restated Credit Agreement, dated as of December 9, 2021, among Assurant, Inc., as borrower, certain lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Wells Fargo Bank, National Association, as syndication agent (incorporated by reference from Exhibit 10.1 to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1267238/000119312521352653/d269447dex101.htm)[’s] [added: Registrant’s] Current Report on Form 8-K, originally filed on December 9, 2021).](http://www.sec.gov/Archives/edgar/data/1267238/000119312521352653/d269447dex101.htm) | | |
| [removed: [10.27](http://www.sec.gov/Archives/edgar/data/1267238/000162828018006074/aiz-20180331exh101.htm)] [added: [10.28](http://www.sec.gov/Archives/edgar/data/1267238/000162828019006272/aiz-20190331exh101.htm)] | | | [Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, effective March [removed: 8, 2018] [added: 16, 2019] (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May [removed: 7, 2018). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828018006074/aiz-20180331exh101.htm)] [added: 8, 2019). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828019006272/aiz-20190331exh101.htm)] | | |
| [removed: [10.28](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000035/aiz-20210630ex101.htm)] [added: [10.30](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000016/aiz-20210331ex101.htm)] | | | [removed: [Assurant,] [added: [Form of Assurant,] Inc. [removed: Amended and Restated Directors Compensation] [added: Restricted Stock Unit Award Agreement for Performance-Based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive] Plan, effective as of [removed: May 13,] [added: March 16,] 2021 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form [removed: 10-Q,] [added: 10-Q] originally filed on [removed: August 5,] [added: May 6,] 2021). [removed: *](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000035/aiz-20210630ex101.htm)] [added: *](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000016/aiz-20210331ex101.htm)] | | |
| [removed: [10.29](http://www.sec.gov/Archives/edgar/data/1267238/000162828018010930/aiz-20180630exh102.htm)] [added: [10.27](http://www.sec.gov/Archives/edgar/data/1267238/000162828018010930/aiz-20180630exh102.htm)] | | | [Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Performance-based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan for the Management Committee, effective July 18, 2018 (incorporated by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on August 9, 2018). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828018010930/aiz-20180630exh102.htm) | | |
| [removed: [10.30](http://www.sec.gov/Archives/edgar/data/1267238/000162828019006272/aiz-20190331exh101.htm)] [added: [10.29](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000017/aiz-20220331ex101.htm)] | | | [Form of Assurant, Inc. Restricted Stock Unit Award Agreement for [removed: Time-based] [added: Time-Based] Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, [removed: effective March 16, 2019] [added: as amended] (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May [removed: 8, 2019). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828019006272/aiz-20190331exh101.htm)] [added: 5, 2022).*](http://www.sec.gov/Archives/edgar/data/1267238/000126723822000017/aiz-20220331ex101.htm)] | | |
| [10.8](https://www.sec.gov/Archives/edgar/data/1267238/000126723823000007/aiz12312022-ex1084q22.htm) | | | [Assurant, Inc. 2017 Long Term Equity Incentive Plan, as amended and restated as of December 2, 2022.*](https://www.sec.gov/Archives/edgar/data/1267238/000126723823000007/aiz12312022-ex1084q22.htm) | | |
| [10.1](https://www.sec.gov/Archives/edgar/data/1267238/000126723823000007/aiz12312022-ex10104q22.htm)[0](https://www.sec.gov/Archives/edgar/data/1267238/000126723823000007/aiz12312022-ex10104q22.htm) | | | [Amended and Restated Assurant, Inc. Executive Short Term Incentive Plan, effective as of December 2, 2022. *](https://www.sec.gov/Archives/edgar/data/1267238/000126723823000007/aiz12312022-ex10104q22.htm) | | |
| [10.23](http://www.sec.gov/Archives/edgar/data/1267238/000162828018001695/aiz12312017-ex1029.htm) | | | [Amendment No. 2 to the Assurant Executive 401(k) Plan, as amended and restated, effective as of January 1, 2017 (incorporated by reference from Exhibit 10.29 to the Registrant’s Annual Report on Form 10-K, originally filed on February 14, 2018). *](http://www.sec.gov/Archives/edgar/data/1267238/000162828018001695/aiz12312017-ex1029.htm) | | |
| [10.25](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1034.htm) | | | [American Security Insurance Company Investment Plan Document (incorporated by reference from Exhibit 10.34 to the Registrant’s](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1034.htm) [Annual](http://www.sec.gov/Archives/edgar/data/1267238/000162828017001320/aiz12312016-ex1027.htm) [Report on](http://www.sec.gov/Archives/edgar/data/1267238/000119312514167325/d717192dex101.htm) [Form 10-K, originally filed on March 3, 2008). *](http://www.sec.gov/Archives/edgar/data/1267238/000119312508044379/dex1034.htm) | | |
| [10.32](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000016/aiz-20210331ex101.htm) | | | [Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Performance-Based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, effective as of March 16, 2021 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q originally filed on May 6, 2021). *](http://www.sec.gov/Archives/edgar/data/1267238/000126723821000016/aiz-20210331ex101.htm) | | |
| [10.33](http://www.sec.gov/Archives/edgar/data/1267238/000126723820000055/aiz-20200930exh101.htm) | | | [Separation Agreement, dated as of July 16, 2020, by and between Assurant, Inc. and Robyn Price Stonehill (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on November 5, 2020). *](http://www.sec.gov/Archives/edgar/data/1267238/000126723820000055/aiz-20200930exh101.htm) | | |
An excerpt. Shown here: 40 of 50 rewritten, all 2 added and all 4 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2022 filing and the FY2021 filing.
Item 16. Form 10-K Summary
931 rewritten, 640 added, 488 removed, 1,812 unchanged
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on February [removed: 22, 2022.][added: 17, 2023.]
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the registrant in the capacities indicated on February [removed: 22, 2022.][added: 17, 2023.]
We have audited the accompanying consolidated balance sheets of Assurant, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the related consolidated statements of operations, of comprehensive income, of changes in stockholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] including the related notes and financial statement schedules listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).
We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021] [added: 2022] in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.
*Valuation of Claims and Benefits Payable Reserves for Global [removed: Lifestyle and] [added: Lifestyle,] Global Housing [added: and Non-Core Operations] Short Duration Insurance Contracts*
As of December 31, [removed: 2021,] [added: 2022,] the Company’s total liability for claims and benefits payable was [removed: $1.60] [added: $2.30] billion, which included [removed: $1.28] [added: $2.02] billion of liabilities for short duration contracts within the Global Lifestyle and Global Housing reporting [removed: segments.][added: segments as well as within its non-core operations.]
As of December 31, [removed: 2021] [added: 2022] and [removed: 2020][added: 2021]
| | | | [added: 2022 | | | | | |] 2021 | | | | | | 2020 | | |
| Assets | | | | | | [removed: | | | | | |]
| Investments: | | | | | | [removed: | | | | | |]
| Fixed maturity securities available for sale, at fair value [removed: (net of allowances for credit losses of zero and $1.2 at December 31, 2021 and 2020, respectively; amortized] [added: (amortized] cost – [removed: $6,903.9] [added: $6,920.8] and [removed: $6,245.8] [added: $6,903.9] at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively) | | | $ | [removed: 7,215.3] [added: 6,283.7] | | | | | $ | [removed: 6,815.5] [added: 7,215.3] | |
| Equity securities at fair value | | | [removed: 445.7] [added: 281.3] | | | | | | [removed: 290.2] [added: 445.7] | | |
| Commercial mortgage loans on real estate, at amortized cost (net of allowances for credit losses of [removed: $1.1] [added: $1.8] and [removed: $1.6] [added: $1.1] at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively) | | | [removed: 256.5] [added: 295.6] | | | | | | [removed: 138.3] [added: 256.5] | | |
| Short-term investments | | | [removed: 247.8] [added: 155.5] | | | | | | [removed: 292.0] [added: 247.8] | | |
| Other [removed: investments] [added: assets] (net of allowances for credit losses of [removed: zero] [added: $1.7] and [removed: $1.4] [added: $2.5] at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively) | | | [removed: 506.3] [added: 738.3] | | | | | | [removed: 686.8] [added: 698.9] | | |
| Total investments | | | [removed: 8,671.6] [added: 7,524.5] | | | | | | [removed: 8,222.8] [added: 8,671.6] | | |
| Cash and cash equivalents | | | [removed: 2,040.8] [added: 1,536.7] | | | | | | [removed: 2,207.6] [added: 2,040.8] | | |
| Premiums and accounts receivable (net of allowances for credit losses of [removed: $9.4] [added: $9.2] and [removed: $13.3] [added: $9.4] at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively) | | | [removed: 1,942.5] [added: 2,406.4] | | | | | | [removed: 1,548.9] [added: 1,942.5] | | |
| Reinsurance recoverables (net of allowances for credit losses of [removed: $5.0] [added: $5.4] and [removed: $24.6] [added: $5.0] at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively) | | | [removed: 6,178.9] [added: 7,005.9] | | | | | | [removed: 6,605.4] [added: 6,181.2] | | |
| Accrued investment income | | | [removed: 62.1] [added: 85.1] | | | | | | [removed: 67.0] [added: 62.1] | | |
| Deferred acquisition costs | | | [removed: 8,811.0] [added: 9,677.1] | | | | | | [removed: 7,388.0] [added: 8,811.0] | | |
| Property and equipment, net | | | [removed: 561.4] [added: 645.1] | | | | | | [removed: 446.1] [added: 561.4] | | |
| Goodwill | | | [removed: 2,571.6] [added: 2,603.0] | | | | | | [removed: 2,589.3] [added: 2,571.6] | | |
| Value of business acquired | | | [removed: 583.4] [added: 262.8] | | | | | | [removed: 1,152.2] [added: 583.4] | | |
| Other intangible assets, net | | | [removed: 719.2] [added: 638.9] | | | | | | [removed: 696.2] [added: 719.2] | | |
| Assets held in separate accounts | | | [removed: 11.9 | | | | | | 11.5] [added: 2,322.1] | | |
| Assets held for sale (Note 4) | | | [removed: 1,076.9] [added: —] | | | | | | [removed: 13,218.7] [added: 1,076.9] | | |
| Total assets | | | [removed: $ |] 33,911.5 | | | | | [removed: $] | [removed: 44,649.9] [added: 9.1] | | [added: | | | | 33,920.6 | | |]
| Liabilities | | | | | | [removed: | | | | | |]
| Future policy benefits and expenses | | | $ | [removed: 413.2] [added: 428.5] | | | | | $ | [removed: 1,358.5] [added: 413.2] | |
| Unearned premiums | | | [removed: 18,623.7] [added: 19,802.4] | | | | | | [removed: 17,293.1] [added: 18,623.7] | | |
| Claims and benefits payable | | | 1,595.9 | | | | | | [removed: 1,610.3] [added: 8.9] | | | [added: | | | 1,604.8 | | |]
| Commissions payable | | | [removed: 692.7] [added: 647.5] | | | | | | [removed: 699.1] [added: 692.7] | | |
| Reinsurance balances payable | | | 420.4 | | | | | | [removed: 359.3] [added: 25.8] | | | [added: | | | 446.2 | | |]
| Funds held under reinsurance | | | [removed: 364.2] [added: 366.6] | | | | | | [removed: 358.6] [added: 364.2] | | |
| Accounts payable and other liabilities | | | [removed: 3,032.5 | | | | | | 2,640.5] [added: 127.2] | | |
| Debt | | | [removed: 2,202.5] [added: 2,129.9] | | | | | | [removed: 2,252.9] [added: 2,202.5] | | |
| Liabilities related to separate accounts | | | [removed: 11.9 | | | | | | 11.5] [added: 2,322.1] | | |
| Sari Granat | | | | | | | | |
| * | | | | | | Director | | |
| | | | | | | | | |
February 17, 2023
| | | | 2022 | | | | | | 2021 | | |
| Total assets | | | $ | 33,123.8 | | | | | $ | 33,920.6 | |
| Claims and benefits payable | | | 2,295.9 | | | | | | 1,604.8 | | |
| Reinsurance balances payable | | | 492.8 | | | | | | 446.2 | | |
| Accounts payable and other liabilities (net of allowances for credit losses of $10.3 at December 31, 2022) | | | 2,731.5 | | | | | | 3,044.4 | | |
| Total liabilities | | | 28,895.1 | | | | | | 28,456.5 | | |
| Retained earnings | | | 3,699.3 | | | | | | 4,041.2 | | |
| Total equity | | | 4,228.7 | | | | | | 5,464.1 | | |
| Total liabilities and equity | | | $ | 33,123.8 | | | | | $ | 33,920.6 | |
| Total revenues | | | 10,193.0 | | | | | | 10,187.6 | | | | | | 9,597.6 | | |
| Policyholder benefits | | | 2,359.8 | | | | | | 2,201.9 | | | | | | 2,275.2 | | |
| Goodwill impairment (Note 15) | | | 7.8 | | | | | | — | | | | | | — | | |
| Income from continuing operations before income tax expense | | | 349.9 | | | | | | 771.3 | | | | | | 578.1 | | |
| Income tax expense | | | 73.3 | | | | | | 168.4 | | | | | | 58.7 | | |
| Net income | | | 276.6 | | | | | | 1,361.8 | | | | | | 441.7 | | |
Years Ended December 31, 2022, 2021 and 2020
| Net income | | | $ | 276.6 | | | | | $ | 1,361.8 | | | | | $ | 441.7 | |
| Total comprehensive (loss) income | | | (559.6) | | | | | | 502.0 | | | | | | 740.0 | | |
| Total comprehensive (loss) income attributable to common stockholders | | | $ | (559.6) | | | | | $ | 502.0 | | | | | $ | 739.1 | |
Years Ended December 31, 2022, 2021 and 2020
| Acquisition of common stock | | | — | | | | | | (0.1) | | | | | | (133.4) | | | | | | (468.3) | | | | | | — | | | | | | — | | | | | | — | | | | | | (601.8) | | |
| Other comprehensive loss | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (836.2) | | | | | | — | | | | | | — | | | | | | (836.2) | | |
| Balance, December 31, 2022 | | | $ | — | | | | | $ | 0.6 | | | | | $ | 1,637.8 | | | | | $ | 3,699.3 | | | | | $ | (986.2) | | | | | $ | (122.8) | | | | | $ | — | | | | | $ | 4,228.7 | |
Years Ended December 31, 2022, 2021 and 2020
| Restructuring costs | | | 41.8 | | | | | | — | | | | | | — | | |
| Goodwill impairment | | | 7.8 | | | | | | — | | | | | | — | | |
| Insurance policy reserves and expenses | | | 1,877.3 | | | | | | 1,453.9 | | | | | | 701.6 | | |
| Commissions payable | | | (30.7) | | | | | | (43.3) | | | | | | 171.9 | | |
| Reinsurance recoverable | | | (809.5) | | | | | | (446.9) | | | | | | (233.3) | | |
| Reinsurance balance payable | | | 41.7 | | | | | | 89.9 | | | | | | 11.1 | | |
| Taxes payable (receivable) (1) | | | 88.2 | | | | | | (145.8) | | | | | | 22.7 | | |
| Other assets and other liabilities | | | (349.9) | | | | | | 150.3 | | | | | | (265.3) | | |
| Other | | | (22.5) | | | | | | (3.4) | | | | | | 2.2 | | |
| Net cash provided by operating activities | | | 596.9 | | | | | | 781.7 | | | | | | 1,342.0 | | |
Amounts for the year ended December 31, 2022 primarily consists of $55.2 million in cash consideration for the acquisition of American Lease Insurance Agency Corporation (“ALI”), net of $4.8 million of cash acquired.
INDEX OF NOTES
February 22, 2022
| Other assets (net of allowances for credit losses of $2.5 and $1.8 at December 31, 2021 and 2020, respectively) | | | 680.2 | | | | | | 496.2 | | |
| 6.50% Series D mandatory convertible preferred stock, par value $1.00 per share, zero and 2,875,000 shares authorized, issued and outstanding at December 31, 2021 and 2020, respectively (1) | | | — | | | | | | 2.9 | | |
| Non-controlling interest | | | — | | | | | | 3.4 | | |
(1)Each outstanding share of mandatory convertible preferred stock converted to common stock in March 2021.
| Iké net losses (Note 4) | | | — | | | | | | 5.9 | | | | | | 163.0 | | |
| Balance, January 1, 2019 | | | $ | 2.9 | | | | | $ | 1.6 | | | | | $ | 4,495.6 | | | | | $ | 5,759.7 | | | | | $ | (155.4) | | | | | $ | (4,992.4) | | | | | $ | 21.9 | | | | | $ | 5,133.9 | |
| Acquisition of common stock | | | — | | | | | | — | | | | | | (20.9) | | | | | | — | | | | | | — | | | | | | (274.9) | | | | | | — | | | | | | (295.8) | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | 382.6 | | | | | | — | | | | | | — | | | | | | 4.2 | | | | | | 386.8 | | |
| Change in equity of non-controlling interest | | | — | | | | | | — | | | | | | — | | | | | | (5.8) | | | | | | — | | | | | | — | | | | | | 3.2 | | | | | | (2.6) | | |
| Net loss on sales of businesses and buildings | | | — | | | | | | — | | | | | | 17.0 | | |
| Issuance of collateralized loan obligation notes | | | — | | | | | | — | | | | | | 398.6 | | |
| Repayment of debt for consolidated investment entities | | | — | | | | | | (1.2) | | | | | | (319.3) | | |
(2)Refer to Notes 13 and 16 for further detail on amortization of DAC and VOBA, respectively.
(4)The year ended December 31, 2020 includes loan to Iké Grupo.
(6)Amounts for the year ended December 31, 2019 relates to the settlement of a contingent payable from the Company’s acquisition of certain renewal rights in a prior year.
The businesses previously reported as the Global Preneed segment, through which the Company provided pre-funded funeral insurance, final need insurance and related services, as well as certain businesses previously disposed of through reinsurance, were sold in August 2021.
Effective January 1, 2020, the Company adopted certain changes to the accounting and reporting for impairments involving available for sale securities, including presentation of credit-related impairments as an allowance rather than as an other-than-temporary impairment, eliminating duration of unrealized losses as a consideration when assessing recognition of an impairment, recognition of credit impairments upon purchase of securities as applicable, and requiring reversals of previously recognized credit-related impairments when applicable.
concludes the financial asset is uncollectible.
Prior to January 1, 2020, the allowance for loan loss was based on management’s analysis of factors including actual loan loss experience, specific events based on geographical, political or economic conditions, industry experience, loan groupings that have probable and estimable losses and individually impaired loan loss analysis.
A loan was considered individually impaired when it became probable that the Company would be unable to collect all amounts due, including principal and interest, according to the contractual terms of the loan agreement.
Indicative factors of impairment included whether the loan was current, the value of the collateral and the financial position of the borrower.
If a loan was individually impaired, the Company used one of the following valuation methods based on the individual loan’s facts and circumstances to measure the impairment amount: (1) the present value of expected future cash flows, (2) the loan’s observable market price, or (3) the fair value of collateral.
Changes in the allowance for loan losses was recorded in net realized losses on investments, excluding other-than-temporary impairment (“OTTI”) losses.
by the investee, generally on a three-month lag.
Total OTTI Losses
Prior to January 1, 2020, the Company separated OTTI losses of a debt security into two components of credit and non-credit losses.
For debt securities with credit losses and non-credit losses or gains, total OTTI losses was the total of the decline in fair value from either the most recent OTTI determination or a prior period end in which the fair value declined until the current period end valuation date.
This amount did not include any securities that had fair value increases.
For debt securities that the Company had either the intent to sell or it was more likely than not that it would be required to sell below amortized cost, total OTTI losses were the amount by which the fair value of the security was less than its amortized cost basis at the period end valuation date and the decline in fair value was deemed to be OTTI.
The amount of the OTTI related to a credit loss was recognized in earnings, and the amount of the OTTI related to other, non-credit factors (*e.g.*, interest rates, market conditions, etc.) was recorded as a component of other comprehensive income.
The difference between the amortized cost of the security and the present value of projected future cash flows expected to be collected represented a credit loss that was recognized in earnings.
If the estimated fair value was less than the present value of projected future cash flows expected to be collected, this portion of OTTI represented a non-credit loss that was recorded in other comprehensive income.
Prior to January 1, 2020, an allowance for doubtful accounts was recorded on the basis of periodic evaluations of balances due from reinsurers (net of collateral), reinsurer solvency, historical collection experience and current economic conditions.
Prior to January 1, 2020, an allowance for doubtful accounts was recorded on the basis of periodic evaluations of balances due from third parties, considering historical collection experience, solvency and current economic conditions.
*Long Duration Contracts*
DAC related to traditional long duration contracts such as long-term care and long-term disability insurance is amortized over the appropriate premium paying period in proportion to the actual and expected future gross premiums that were set at contract issue.
For universal life insurance policies and deferred annuity contracts no longer offered, DAC is amortized in proportion to the present value of estimated gross profits from investment, mortality, expense margins and surrender charges over the estimated life of the policy or contract.
Estimated gross profits include the impact of unrealized gains or losses on investments as if these gains or losses had been realized, with corresponding credits or charges included in AOCI.
The assumptions used for the estimates are consistent with those used in computing the policy or contract liabilities.
An excerpt. Shown here: 40 of 931 rewritten, 40 of 640 added and 40 of 488 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2022 filing and the FY2021 filing.