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Derivative Instruments
12 Months Ended
Dec. 31, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments
Derivative Instruments
None of our derivatives qualify for hedge accounting, thus, any change in the fair value of the derivatives is recognized immediately in the consolidated statements of operations. The fair value of our derivative instruments, including derivative instruments embedded in fixed index annuity contracts, presented in the consolidated balance sheets are as follows:
 
December 31,
 
2016
 
2015
 
(Dollars in thousands)
Assets
 
 
 
Derivative instruments
 
 
 
Call options
$
830,519

 
$
337,256

Other assets
 
 
 
Interest rate caps
1,082

 
1,410

 
$
831,601

 
$
338,666

Liabilities
 
 
 
Policy benefit reserves—annuity products
 
 
 
Fixed index annuities—embedded derivatives
$
6,563,288

 
$
5,983,622

Other liabilities
 
 
 
Interest rate swap
2,113

 
3,139

 
$
6,565,401

 
$
5,986,761


The changes in fair value of derivatives included in the consolidated statements of operations are as follows:
 
Year Ended December 31,
 
2016
 
2015
 
2014
 
(Dollars in thousands)
Change in fair value of derivatives:
 
 
 
 
 
Call options
$
165,029

 
$
(327,921
)
 
$
521,947

2015 notes hedges

 
(4,516
)
 
(8,934
)
Interest rate swap
(482
)
 
(2,341
)
 
(4,863
)
Interest rate caps
(328
)
 
(1,368
)
 
(3,325
)
 
$
164,219

 
$
(336,146
)
 
$
504,825

Change in fair value of embedded derivatives:
 
 
 
 
 
Fixed index annuities—embedded derivatives (see Note 2)
$
145,045

 
$
(825,668
)
 
$
(532,337
)
Other changes in difference between policy benefit reserves computed using derivative accounting vs. long-duration contracts accounting
398,420

 
365,486

 
579,885

2015 notes embedded conversion derivative (see Note 9)

 
(4,516
)
 
(19,036
)
2029 notes embedded conversion derivative (see Note 9)

 

 
3,809

 
$
543,465

 
$
(464,698
)
 
$
32,321


The amounts presented as "Other changes in difference between policy benefit reserves computed using derivative accounting vs. long-duration contracts accounting" represents the total change in the difference between policy benefit reserves for fixed index annuities computed under the derivative accounting standard and the long-duration contracts accounting standard at each balance sheet date, less the change in fair value of our fixed index annuities embedded derivatives that is presented as Level 3 liabilities in Note 2.
We have fixed index annuity products that guarantee the return of principal to the policyholder and credit interest based on a percentage of the gain in a specified market index. When fixed index annuity deposits are received, a portion of the deposit is used to purchase derivatives consisting of call options on the applicable market indices to fund the index credits due to fixed index annuity policyholders. Substantially all such call options are one year options purchased to match the funding requirements of the underlying policies. The call options are marked to fair value with the change in fair value included as a component of revenues. The change in fair value of derivatives includes the gains or losses recognized at the expiration of the option term or upon early termination and the changes in fair value for open positions. On the respective anniversary dates of the index policies, the index used to compute the annual index credit is reset and we purchase new one-year call options to fund the next annual index credit. We manage the cost of these purchases through the terms of our fixed index annuities, which permit us to change caps, participation rates, and/or asset fees, subject to guaranteed minimums on each policy's anniversary date. By adjusting caps, participation rates, or asset fees, we can generally manage option costs except in cases where the contractual features would prevent further modifications.
Our strategy attempts to mitigate any potential risk of loss due to the nonperformance of the counterparties to these call options through a regular monitoring process which evaluates the program's effectiveness. We do not purchase call options that would require payment or collateral to another institution and our call options do not contain counterparty credit-risk-related contingent features. We are exposed to risk of loss in the event of nonperformance by the counterparties and, accordingly, we purchase our option contracts from multiple counterparties and evaluate the creditworthiness of all counterparties prior to purchase of the contracts. All of these options have been purchased from nationally recognized financial institutions with a Standard and Poor's credit rating of A- or higher at the time of purchase and the maximum credit exposure to any single counterparty is subject to concentration limits. We also have credit support agreements that allow us to request the counterparty to provide collateral to us when the fair value of our exposure to the counterparty exceeds specified amounts.
The notional amount and fair value of our call options by counterparty and each counterparty's current credit rating are as follows:
 
 
 
 
 
 
December 31,
 
 
 
 
 
 
2016
 
2015
Counterparty
 
Credit Rating (S&P)
 
Credit Rating (Moody's)
 
Notional
Amount
 
Fair Value
 
Notional
Amount
 
Fair Value
 
 
 
 
 
 
(Dollars in thousands)
Bank of America
 
A+
 
A1
 
$
5,958,884

 
$
178,477

 
$
6,257,861

 
$
67,662

Barclays
 
A-
 
A1
 
3,441,832

 
89,721

 
2,463,768

 
35,273

BNP Paribas
 
A
 
A1
 
1,199,265

 
19,598

 
1,520,710

 
16,944

Citibank, N.A.
 
A+
 
A1
 
4,038,528

 
97,094

 
3,786,498

 
23,587

Credit Suisse
 
A
 
A1
 
2,130,710

 
44,242

 
1,278,492

 
12,508

Deutsche Bank
 
BBB+
 
Baa2
 
25,935

 
892

 
1,349,002

 
10,704

J.P. Morgan
 
A+
 
Aa3
 
1,785,583

 
19,645

 
838,982

 
5,283

Morgan Stanley
 
A+
 
A1
 
2,543,421

 
64,425

 
3,465,457

 
33,171

Royal Bank of Canada
 
AA-
 
Aa3
 
3,384,310

 
103,510

 
2,820,410

 
48,654

SunTrust
 
A-
 
Baa1
 
2,375,418

 
72,990

 
1,308,434

 
20,028

Wells Fargo
 
AA-
 
Aa2
 
3,850,842

 
130,545

 
4,187,955

 
63,442

Exchange traded
 
 
 
 
 
313,354

 
9,380

 

 

 
 
 
 
 
 
$
31,048,082

 
$
830,519

 
$
29,277,569

 
$
337,256


As of December 31, 2016 and 2015, we held $827.8 million and $349.8 million, respectively, of cash and cash equivalents and other securities from counterparties for derivative collateral, which is included in other liabilities on our consolidated balance sheets. This derivative collateral limits the maximum amount of economic loss due to credit risk that we would incur if parties to the call options failed completely to perform according to the terms of the contracts to $55.5 million and $36.9 million at December 31, 2016 and 2015, respectively.
The future annual index credits on our fixed index annuities are treated as a "series of embedded derivatives" over the expected life of the applicable contract. We do not purchase call options to fund the index liabilities which may arise after the next policy anniversary date. We must value both the call options and the related forward embedded options in the policies at fair value. During the year ended December 31, 2014, we revised future period assumptions for lapse rates and the expected costs of annual call options used in determining fixed index annuity embedded derivatives. These revisions decreased the change in fair value of embedded derivatives for the year ended December 31, 2014 by $62.6 million, which after related adjustments to deferred sales inducements and deferred policy acquisition costs and income taxes, increased net income by $14.8 million.
We entered into an interest rate swap and interest rate caps to manage interest rate risk associated with the floating rate component on certain of our subordinated debentures. See Note 10 for more information on our subordinated debentures. The terms of the interest rate swap provide that we pay a fixed rate of interest and receive a floating rate of interest. The terms of the interest rate caps limit the three month London Interbank Offered Rate ("LIBOR") to 2.50%. The interest rate swap and caps are not effective hedges under accounting guidance for derivative instruments and hedging activities. Therefore, we record the interest rate swap and caps at fair value and any net cash payments received or paid are included in the change in fair value of derivatives in the consolidated statements of operations.
Details regarding the interest rate swap are as follows:
 
 
 
 
 
 
 
 
 
 
December 31,
 
 
 
 
 
 
 
 
 
 
2016
 
2015
Maturity Date
 
Notional
Amount
 
Receive Rate
 
Pay Rate
 
Counterparty
 
Fair Value
 
Fair Value
 
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
March 15, 2021
 
$
85,500

 
LIBOR
 
2.415%
 
SunTrust
 
$
(2,113
)
 
$
(3,139
)
Details regarding the interest rate caps are as follows:
 
 
 
 
 
 
 
 
 
 
December 31,
 
 
 
 
 
 
 
 
 
 
2016
 
2015
Maturity Date
 
Notional Amount
 
Floating Rate
 
Cap Rate
 
Counterparty
 
Fair Value
 
Fair Value
 
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
July 7, 2021
 
$
40,000

 
LIBOR
 
2.50%
 
SunTrust
 
$
542

 
$
708

July 8, 2021
 
12,000

 
LIBOR
 
2.50%
 
SunTrust
 
163

 
212

July 29, 2021
 
27,000

 
LIBOR
 
2.50%
 
SunTrust
 
377

 
490

 
 
$
79,000

 
 
 
 
 
 
 
$
1,082

 
$
1,410


The interest rate swap converts floating rates to fixed rates for seven years which began in March 2014. The interest rate caps cap our interest rates for seven years which began in July 2014. As of December 31, 2016, we deposited $0.7 million of collateral with the counterparty to the swap and caps.
In September 2010, concurrently with the issuance of $200.0 million principal amount of 3.50% Convertible Senior Notes due September 15, 2015 (the "2015 notes"), we entered into hedge transactions (the "2015 notes hedges") with two counterparties whereby we would receive the cash equivalent of the conversion spread on 16.0 million shares of our common stock based upon a strike price of $12.50 per share, subject to certain conversion rate adjustments in the 2015 notes. The number of shares and strike price of the 2015 notes hedges were subject to adjustment based on dividends we paid subsequent to their purchase. The 2015 notes hedges expired on September 15, 2015, and we received $25.8 million in cash. The 2015 notes hedges were accounted for as derivative assets and were included in other assets in our consolidated balance sheets. The 2015 notes embedded conversion derivative liability was settled with the extinguishment of the 2015 notes (see Note 9) whereby we paid holders of the notes a total of $25.8 million in cash to settle the conversion premium. The 2015 notes hedges and 2015 notes embedded conversion derivative were adjusted to fair value each reporting period and unrealized gains and losses are reflected in our consolidated statements of operations.
In separate transactions, we sold warrants (the "2015 warrants") to the 2015 notes hedges counterparties for the purchase of up to 16.0 million shares of our common stock at a price of $16.00 per share. We received $15.6 million in cash proceeds from the sale of the 2015 warrants, which was recorded as an increase in additional paid-in capital. The number of shares and strike price of the warrants were subject to adjustment based on dividends we paid subsequent to selling the warrants. The warrants expired on various dates from December 2015 through June 2016. Changes in the fair value of these warrants were not be recognized in our consolidated financial statements as the instruments remain classified as equity.
In December 2015, we began settling the 2015 warrants in net shares on a weekly basis, and completed the settlement of all warrants by June 30, 2016. 140,866 shares of our common stock were delivered to holders of the expiring warrants, of which 92,998 shares were issued during 2016. 2015 warrants remained outstanding on 1.6 million shares of our common stock at a strike price of $15.59 per share at December 31, 2015. As the average price of our common stock exceeded the strike price of the 2015 warrants while they were outstanding the dilutive effect of the 2015 warrants has been included in diluted earnings per share for the years ended December 31, 2016, 2015 and 2014.
In 2014, we entered into five separate partial unwind agreements with the counterparties to the 2015 notes hedges and the 2015 warrants to coincide with the extinguishment of a portion of our 2015 notes (see Note 9) whereby we agreed to settle the related 2015 notes hedges and the 2015 warrants and received net cash from the counterparties totaling $16.6 million. The agreements to settle the 2015 warrants in cash required us to reclassify $51.3 million from equity to a derivative liability which represented the fair value of the 2015 warrants committed to the unwind on the day that we entered into the unwind agreements. The fair value of these warrants did not change after reclassification as they were settled in cash at the time the agreements were executed.