Hot on the heels of the acquisition of Just Group, Canada’s Brookfield had another 2025 surprise for the BPA market in the form of the sale of Utmost Life & Pensions to German investor, JAB Holdings.

It was always unclear how Utmost as a BPA new entrant was going to operate alongside Blumont Annuity, another BPA new entrant launched by Brookfield earlier this year.  With Blumont likely to be merged with Just Group once the acquisition completes next year, and Brookfield effectively having full ownership of Utmost from October, perhaps the betting money might have been on Utmost merging into Just also.

Apparently not though, and it seems instead the clear intention is for Utmost Life & Pensions to leave the wider Brookfield group, subject to regulatory approval.  While much of the details around Utmost’s future are yet to unfold, we consider what this might mean for trustees and employers expecting to transact with Utmost.

Utmost – the story so far

Utmost group’s immediate owner is Oaktree Capital, a US based asset manager and investor.  Oaktree had been majority owned by Brookfield Capital since 2019 but in October this year, Brookfield acquired the remainder of Oaktree.

The whole Utmost group (of which Life & Pensions is a part) has some £109bn under administration, primarily via wealth management products and services.  With around £5.4bn of assets at the start of this year, Utmost Life & Pensions is a relatively small part of the wider Utmost group.  Utmost group has said that the sale of Life & Pensions will allow it to focus on its core wealth solutions business and given the pensions business is a small part of the whole it will not leave much of a dent on the group’s balance sheet.

Utmost Life & Pensions itself is a business of two (unequal) halves, having until recently been primarily a UK closed-book consolidator (it took on the remainder of the policies of Equitable Life in 2020), but then entered the BPA market in late 2024.   Its BPA business is a modest 20% of its total assets so there is plenty of scope for growth, the capital for which has to date been provided primarily from profits from its other operations.  Brookfield could have provided significant additional capital to grow the business, although its focus appears to be on growing Blumont and its impending merger with Just.

Who are JAB Holdings?

JAB are a German family-owned investor, with a head office in Luxembourg.  They hold businesses with a total value of around $70bn, split $40bn held in consumer goods companies, including familiar names such as Pret and Krispy Kreme, and $30bn in a life insurance business.

JAB only recently entered the insurance market in September this year with the acquisition of US-based life insurer, Prosperity Life.

JAB management have indicated that they intend to make Utmost Life & Pensions a “significant solution for long term financial security” suggesting they may invest in Utmost to accelerate its growth.  While clearly JAB does not have pockets as deep as the Brookfield group, it is a substantial investor and has the ability to invest in Utmost’s growth.

Brookfield have made their interest in the UK BPA market very clear through starting Blumont and the acquisition of major player, Just.  It will be interesting to see how JAB sets out its BPA ambitions in the coming months.

What does this mean for schemes looking to buy out?

With Blumont set to be merged into Just, provider choice will contract leaving only Utmost and Royal London as the effective new entrants in the market.

The good news is that the short term implications may be quite modest and for now at least the market will continue benefit from the presence of Utmost as a new entrant.  Utmost has certainly provided some additional capacity and BPA access for a number of smaller schemes – while it builds its book, even with a new owner, we would expect this to continue.  Utmost will also be JAB’s only UK BPA business so there would not appear to be a merger on the cards in the immediate term.

In terms of financial strength, one of the positives of its relatively small scale as a new entrant meant its investment strategy and risk management approach were relatively ‘vanilla’.  However as it gains scale we would expect to see it make use of all the flexibilities permitted under the Solvency UK regime such as internal models, more exotic assets and maximising matching adjustment allowances.  This evolution may have been quite gradual under its current ownership but if JAB’s plan is to grow the business then this transition might happen more quickly.

Overall, in the short term additional comfort might be taken from the fact that a new acquirer is perhaps unlikely to make major changes that would undermine an insurer’s credit profile or competitiveness.  Nonetheless, it will be critical for trustees and employers considering insuring with Utmost to fully understand the implications of the new ownership.

For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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The individual results demonstrate the PRA’s conclusion that the sector is resilient to a severe financial market stress scenario. However the results need to be interpreted with care:

• The three-stage scenario modelled is realistic and looks at how the stress scenario develops in stages, however the stresses modelled still only represent a small subset of plausible adverse industry stress events (eg others would include exposure to funded reinsurance and modelling risks for assets with no market value)
• Insurers typically carry out their own stress testing on a much broader range of scenarios which are often not published
• The focus is on SCR coverage but insurers are not a homogenous group and each insurer’s SCR depends on a number of factors including the extent of use of a bespoke internal model
• Not all insurers have made the same use of management actions
• The modelling excludes the new entrants Royal London, Utmost and Blumont

Ultimately the insurers with the highest SCR coverage ratios going into the process have unsurprisingly tended to have the highest SCR coverage post-scenario.

There is a danger in our view that given the above limitations the LIST results are seen as a financial strength measurement in their own right, and worse still, that it could become a new focus for insurers to achieve the best result in the LIST results. The LIST exercise is only carried out every 3 years currently which additionally makes it difficult to factor into assessment criteria as it will potentially be out of date quite quickly and updated infrequently.

In short, while the LIST 2025 exercise has provided useful insight and comfort that Solvency UK is doing what it is supposed to and protecting policyholders, trustees and employers will need to have a broader understanding of their shortlisted insurers if they want to demonstrate the robustness of their decision-making.

For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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Simon is very well known within the pensions and financial services industries. Previously Head of Government Relations at the Pensions Regulator, he moved to Deloitte’s covenant team as Head of Strategy and Relationships. Most recently, he was Head of Market Engagement for an employee benefits consultancy.

He has also provided advice and direction to several governments on UK pensions regulation, is frequently quoted in the press and judges a number of prestigious awards.

The move sees Simon step back into the world of Employer Covenant at a particularly fast-changing time, given recent regulatory and parliamentary activity, and as the pensions industry gets to grips with TPR’s Funding Code.

Speaking of the appointment, Simon Kew said “I’m very pleased to be supporting Richard and the team at Argyll Covenant as the regulatory focus shifts, meaning trustees and sponsors must also adapt to the changed regime. Argyll Covenant are extremely well placed to help, so the decision to join was an exciting one.”

Richard Hall, Senior Partner at Argyll added “We are delighted to welcome Simon to the Argyll team. He brings with him an enormous amount of experience in the industry and wider pensions regulation and will be of huge benefit as we support our clients with Employer Covenant advice and Insurer Due Diligence.”

#ProfessionalPensions  https://www.professionalpensions.com/news/4045103/people-moves

To find out more about Argyll’s employer covenant and insurer due diligence service, contact:

Richard Hall   +44(0)7718 543 168 rhall@argyllcovenant.com
Simon Kew    +44(0)7973 145 143 skew@argyllcovenant.com 

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According to a report in the Financial Times, Just Group will be merged with Brookfield’s new entrant UK BPA provider, Blumont, and the merged business will continue under the Just brand and management. If this is the case, this will be quite a rapid exit for the Blumont brand in the UK which only started writing business this year.

Effectively the pensions industry which had been enjoying an expanded selection of eleven BPA insurers will have to make do with ten. New entrant pricing can be very favourable as a new insurer looks to break into the market and rapidly increase market share. The loss of such a new entrant could reduce the competitiveness of pricing in the market therefore. However there are other considerations that will be facing trustees and employers who were looking to insure their schemes with Just or Blumont.

In particular, schemes on the point of signing with Blumont or Just are likely to want to carry out additional due diligence to understand what this means for their transaction. It will be important for them to understand whether any proposed merger could affect the financial standing of their shortlisted insurer. It is likely of course that the financial strength of the new business will be weighted more towards Just as the more established, and presumably larger, provider. However it depends on how successful Blumont has been in its first few months of operations in terms of onboarding schemes.

No doubt more details will emerge over the coming days and weeks. The Brookfield group certainly seems to have fixed its gaze on the UK BPA market and still indirectly owns another new entrant, Utmost.

If you are considering transacting with Just or Blumont, on indeed any BPA insurer, and would like expert assistance from our insurance team, please get in touch.

For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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Canadian insurer group Brookfield Wealth Solutions has announced that it will be open for bulk annuity business in the UK by the end of March.  It will operate under the Blumont Annuity brand which it already uses in North America but via a newly created and authorised subsidiary in the UK.  It is not Brookfield group’s first foray into the UK BPA market given another part of BWS reinsured a £1.8bn buy-in led by Just Retirement last year and BWS is an affiliate of Brookfield Corporation which ultimately owns another new BPA joiner, Utmost.

Opportunity…

The market has understandably reacted positively to the thought of additional capacity and the number of BPA insurers reaching 11, an all time high.  This creates an opportunity given Blumont will want to quickly establish its book and a track record to allow it to demonstrate that it can hold its own with the other providers.  For those trustees that can get comfortable (and there certainly will be some) there is the potential for some attractive pricing opportunities.

…and a challenge

Unlike most of the recent new entrants Blumont will be a completely new entity which raises some interesting questions for trustees.  For example, how will trustees and employers get comfortable on its financial standing with no existing book of business or track record?  There will be no meaningful solvency ratios, historical accounts or Pillar 3 disclosures, and potentially no credit rating.

The due diligence of course will need to be more rigorous and the absence of the usual metrics will mean that trustees and employers are likely to require external assistance.  Those thinking of transacting will need to consider a wide range of additional information, for example:

• Business plans and forecasts will need to be considered by expert eyes
• …as will the track record of key personnel…
• …together with an analysis of strategies around asset and liability management and risk management generally (including reinsurance).

Trustees will want to ensure that they have carefully considered the position of Blumont before transacting and that they have advisers in place with sufficient expertise to assess these areas to strengthen their governance trails.

Resourcing

A further challenge for the BPA industry is that another new arrival places yet more pressure on already scarce administration resource.  Certainly in time the addition of all the new entrants will provide welcome additional capacity.  However in the short term it could create increased delays as insurers both old and new, together with benefits consultancies, all compete for the same pool of administrators.  Schemes that have bought in and are working with insurers to get to final buyout have already seen timescales pushed out.  This is likely to get worse before it gets better, particularly if the industry’s focus is on winning new business.

What next?

Looking ahead this is unlikely to be the last new entrant this year and we expect the first non-captive value share BPA transaction to be announced later in the year.

For now, if you are considering transacting with any BPA insurer, including Blumont, and would like expert assistance from our insurance team, please get in touch.

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For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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Argyll is delighted to have supported the Trustees of the Financial Services Compensation Scheme Pension Scheme.  We provided Insurer Due Diligence to assist the Trustees in their decision-making for a £25m scheme buy-in.   The Scheme was sponsored by the Financial Services Compensation Scheme, the UK’s statutory compensation scheme for customers of UK authorised financial services firms.

For more information on the importance of Insurer Due Diligence see our article Why Obtain Independent Insurer Due Diligence?

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Last week Utmost Life & Pensions announced their first BPA transaction, a £20m buy-in for an unnamed scheme.  They had been providing indicative pricing for some time so it was encouraging to see another new entrant finally come to the market, following Royal London in March this year.

There are other potential new entrants waiting in the wings and Canadian group, Brookfield Corporation, has already announced its intention to create a new insurer to enter the UK bulk annuity market. This would take the total number of BPA insurers in the market to eleven.

Curiously, since Brookfield is also ultimately the majority shareholder in Utmost, it will be interesting to see how Utmost and the new Brookfield insurer, once it emerges, will operate together in the same market.  Brookfield certainly seems to have its attention on the UK market as also in the last week it was announced one of its US subsidiaries had reinsured a large block of business for Just Group, seemingly indicating a broader market interest than just direct BPA business.

Of course new entrants could have benefits for schemes wishing to buy out in the form of more competitive pricing.  This is likely to be most noticeable in the very short term as the new operators offer incentives as they look to build their books and their reputations.  Moreover, this may in turn also prompt existing players to review their pricing and thereby lead to a more competitive pricing landscape for all.

Pricing should also benefit from additional capacity generally.  However, the chronic shortage of administrator and other staff resource, over which both insurers and benefits consultancies are competing given the increase in BPA demand, means it is questionable how much additional capacity the new entrants will add initially.

Insurer Due Diligence implications

From a due diligence perspective the arrival of new entrants also creates some interesting challenges.  For example, if the new insurers are created from scratch there are unlikely to be any meaningful accounts or other disclosures to evaluate asset and liability management expertise or capital requirements for example.  Indeed for a brand new insurer the capital requirement would most likely be a notional one agreed with the PRA based on the details of an undisclosed business plan.

Even if the new entrant has written business historically, that business may be very different in nature to BPA business, as in the case of Utmost that has historically written largely unit-linked investment contracts which traditionally require much lower levels of regulatory capital.  Asset management expertise for investment contracts may not necessarily be a strong predictor of the ability to manage the very different asset allocation and asset/liability management complexity required for a portfolio of Matching Adjustment-eligible investments.

Due diligence always needs to be more than just a quick inspection of solvency ratios.  In particular for new entrants, it will be crucial to understand how they are managing the complex and interrelated risks to which their capital is exposed, possibly in the absence of much by way of historical disclosures.  Asking the right questions is always imperative with insurer due diligence, and with potentially few historical cues to go by, it becomes even more so with players that are new to the field.

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For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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30 June was important in BPA insurance terms as it signalled the introduction of the PRA’s new rules on Matching Adjustments for long-term insurers. A Matching Adjustment is a permitted addition to the discount rate used by an insurer to value certain long-term insurance liabilities where they are backed by investments that generate very closely matched cash flows. Theoretically the changes will allow a broader range of assets to qualify for the adjustment, reducing insurers’ liabilities and potentially even allowing releases of capital.

It might not seem that earth-shattering, however when you consider that only one of the nine insurers writing BPA business at the start of this year would have had sufficient assets to meet their Solvency Capital Requirement if the Matching Adjustment were removed, you can see that the Adjustment, and changes to it, are potentially a big deal.

What are the changes?

The changes were introduced as part of the UK’s ‘Solvency UK’ regime – the latest UK-specific application of the Solvency II methodology. To date assets qualifying for Matching Adjustment credit have tended to be residential Lifetime Mortgages (see separate article), commercial mortgages and long-dated private lending. Held to maturity and with cash flow profiles that more closely matched the policy liabilities they backed, the illiquidity of these assets helped BPA insurers generate extra returns ie an ‘illiquidity premium’. (How closely some of these asset classes match liabilities in practice is worthy of another article.)

To qualify for Matching Adjustment credit, these investments previously had to be investment grade and generate “fixed” cash flows to maturity. Assets that did not inherently generate qualifying fixed cash flows, such as Lifetime Mortgages, could be packaged up via securitisations into Matching Adjustment-eligible investment grade tranches with fixed cash flows, and ineligible, sub-investment grade mezzanine and equity tranches with less certain cash flows.

The recent changes now allow the Matching Adjustment portfolio to include a proportion of assets with “highly predictable” rather than necessarily fixed cash flows to qualify, as well as watering down the credit quality requirements. The new rules have also broadened the range of liabilities that might qualify for Matching Adjustment credit.

Overall the changes could allow insurers to start holding a broader range of infrastructure and ‘green’ investments. For example the definition of “highly predictable” cash flows would potentially allow the Matching Adjustment portfolio to include infrastructure assets with an initial construction phase, generally characterised by more flexible cash flow profiles. Changes to the restrictions on sub-investment grade assets may also encourage investment in ‘green’ or environmental financing assets, while improved recognition for internally-rated assets might also be expected to further increase insurers’ appetite for private credit.

Should the pensions industry be concerned?

Although the range of investments in which BPA insurers can invest has now widened and could potentially include riskier assets as well as a greater proportion of internally-rated investments, we believe the overall impact on BPA insurers’ balance sheets probably will be relatively muted:

• 10% limit: the benefit from these new assets is restricted to 10% of the Matching Adjustment credit from the whole of an insurer’s assets

• Fundamental Spread: this is the deemed risk component in the return from an asset. The greater the deemed risk the less of the return can be allowed for in the Matching Adjustment. Increases to this de-facto risk charge are required to accommodate the greater uncertainly associated with assets with only “Highly Predictable” cash flows, which are likely to reduce the effective Matching Adjustment credit for, and thereby deter, more aggressive asset allocations

• Attestation: there is a new “attestation” requirement whereby a designated senior manager at the insurer must attest at least annually that the Matching Adjustment can be earned with a high degree of confidence

• Other: additional stress testing requirements will effectively highlight those insurers with higher risk asset strategies

What should trustees and employers be doing?

Matching Adjustments can have a material bearing on an insurer’s solvency. While we do not anticipate the changes will have a material balance sheet impact on the industry as a whole, it nevertheless underscores the need for trustees and employers to be aware of the investment risks in their chosen insurer(s). Specialist independent assistance may be needed to assess this risk and ensure that trustees and employers are comfortable with the risk profile of an insurer prior to transacting.

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For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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In this case the sponsor was a regulated financial services group so the trustee client was technically savvy and asked pertinent, detailed questions. We worked closely with the insurer to enhance information flow and visibility, and ultimately helped the trustees to understand and get comfortable with the risks involved.

IDD can significantly enhance trustees’ governance for a risk transfer transaction, but it needs to be sufficiently robust. We believe it should cover the following areas:

• Reinsurance: this makes the press fairly frequently and rightly so given it is a key ‘blind spot’ for the current regulatory regime (see our article). Given trustees are likely to have read about this, the IDD should set out the risks and importantly how the insurer manages those risks

• Regulations: in 2023 the accounting regime changed the disclosures materially, while the implementation of Solvency UK (the latest application of the Solvency II methodology) is also bringing in material changes this year – the assessment should consider the implications of these changes on the security provided to members

• Investments: insurers are invested in a number of asset classes in which pension schemes are typically not (lifetime mortgages, private lending, and care homes amongst others) – there needs to be a detailed assessment of those asset classes and how their risks are managed

• Sensitivities: funding positions and solvency coverage are not static – like pension schemes insurers’ funding positions can change if experience differs materially from expectations, so the analysis should highlight the main sensitivities of the balance sheet and their materiality

• Interaction: accounting disclosures are not in a universal format which has become even more relevant as some BPA insurers adopted the new IFRS17 accounting regime for 2023, while others did not – additional information and clarification is often required from the insurer to fully understand its risk management therefore

Trustees should expect more than a summary of information in the public domain (which they could pick up themselves) – they should expect a genuine risk analysis of their chosen insurer and an assessment of how those risks are managed. Otherwise it is unlikely to provide the comfort and protection sought.

For further information, contact:

Richard Hall
rhall@argyllcovenant.com
+44 (0)118 334 5801
+44 (0)7718 543168

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