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Edited Transcript of FG.N earnings conference call or presentation 8-Aug-19 1:00pm GMT

Q2 2019 FGL Holdings Inc Earnings Call

NEW YORK Aug 13, 2019 (Thomson StreetEvents) -- Edited Transcript of FGL Holdings Inc earnings conference call or presentation Thursday, August 8, 2019 at 1:00:00pm GMT

TEXT version of Transcript

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Corporate Participants

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* Christopher Owsley Blunt

FGL Holdings - President, CEO & Director

* Dennis Robert Vigneau

FGL Holdings - CFO

* Wesley Carmichael

FGL Holdings - AVP of Corporate Development and IR

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Conference Call Participants

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* Andrew Scott Kligerman

Crédit Suisse AG, Research Division - MD & Senior Life Insurance Analyst

* John Bakewell Barnidge

Sandler O'Neill + Partners, L.P., Research Division - Director of Equity Research

* John Matthew Nadel

UBS Investment Bank, Research Division - Analyst

* Pablo Augusto Serrano Singzon

JP Morgan Chase & Co, Research Division - Analyst

* Taylor Alexander Scott

Goldman Sachs Group Inc., Research Division - Equity Analyst

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Presentation

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Operator [1]

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Good morning, and welcome to the FGL Holdings Second Quarter 2019 Earnings Conference Call and Webcast. (Operator Instructions) Please note, this event is being recorded. I would now like to turn the conference over to Wes Carmichael, AVP, Corporate Development and Investor Relations.

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Wesley Carmichael, FGL Holdings - AVP of Corporate Development and IR [2]

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Thank you, Debbie, and good morning, everyone. We appreciate your joining our earnings call. Today, we will discuss our financial results for the second quarter of 2019 which ended on June 30th. You can find the financial information for FGL Holdings on the Investor section of our Website, fglife.bm.

Today's presenters include Chris Blunt, President and Chief Executive Officer, and Dennis Vigneau, Executive Vice President and Chief Financial Officer.

Some of the comments we make during this call may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act. We do not intend to update any comments on this call to reflect new information, subsequent events, or changes in strategy. A number of risks and uncertainties exist that could cause our actual results to differ materially from those expressed or implied. We discuss these factors in detail in our 2018 10-K that we filed with the SEC on March the 1st of this year.

During this conference call, we may refer to non-GAAP financial measures that we believe may be meaningful to investors. Please refer to our second quarter earnings release, financial supplements, and investor presentation that we posted to our website. These documents contain a reconciliation of non-GAAP financial measures to GAAP. And finally, all comparison comments today will be to second quarter of 2018 unless we state otherwise.

I will now turn the call over to Chris.

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [3]

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(inaudible) 12% to $65 million or $0.30 per share. And adjusted operating ROE increased to 18.3%. Results for the quarter also included a heightened level of project related expenses of roughly $0.05 per share which Dennis will touch on. Average assets under management grew 6% over the first quarter to $27.4 billion, reflecting strong new business volumes from our retail channel and accelerating growth at F&G Re. We also increased net spread by 9 basis points over the first quarter to 2.26% demonstrating pricing discipline while increasing investment yield. And finally, our capital position strengthened further with an estimated RBC ending the quarter at approximately 475%. We currently estimate $300 million of deployable capital.

Now with respect to sales, momentum continues and our market share is growing. Total annuity sales were up 46% to $1.1 billion, setting company records for both total annuity and FIA sales. That said, our focus is on maintaining spread margins. Given the steep declines in interest rates during the quarter, we responded quickly and appropriately to adjust pricing to achieve targeted returns. A distinguishing characteristic of our business is our ability to regularly adjust pricing in line with environmental conditions. We would expect some impact on the level of sales in the second half of the year, but still expect to finish the year with double digit sales growth in annuities.

In addition to organic growth F&G Re, our Bermuda reinsurance platform, continues to increase its profile as a leading reinsurer for spread liabilities. F&G Re executed on a $900 million block acquisition of fixed annuities and generated $104 million of flow deposits in the quarter doubling prior year flows. F&G Re continues to increase its profile as a go-to reinsurer for spread liabilities and is an important alternative for [seedants] seeking to diversify from several of the larger incumbents.

Our success in block and flow reinsurance combined with significant organic retail growth highlights the strength and growing diversity of the franchise. In addition to existing channels, we have a number of other opportunities to further enhance our distribution footprint. As always, we will continue to actively pursue attractive and meaningful M&A opportunities.

In terms of investment results, we continue to increase our net investment yield as we reposition the portfolio. The net investment yield was 4.6% in the quarter, up 13 basis points over the first quarter despite the recent decline in interest rates. More importantly, we not only maintained, but actually increased our spread margin in the quarter. Page 8 in our earnings presentation shows that we've maintained consistent margins over a period of years amidst a lower for longer interest rate environment. Because our core products are tightly matched from an ALM perspective and can be repriced regularly, we have the ability to respond quickly to even the most volatile interest rate environment. In addition, our unique partnership with Blackstone is a competitive advantage given the fact that they are both an originator of private credit as well as a manager. In fact, we believe Blackstone's ability to source private credit will be even more valuable in a low interest rate environment.

Regarding portfolio construction, we continue to increase our allocation to alternative assets. Funded alternatives increased to $912 million or 3.4% of the portfolio as of June 30. Great progress there and we're now planning on exceeding the previously targeted allocation of 3.5% by yearend 2019.

In terms of credit quality, our team continues to strengthen our overall credit risk profile by allocating away from higher risk assets such as BBB rated corporate bonds. Given our unique asset sourcing capabilities and the predictable nature of our liabilities, we can prudently assume more liquidity risk as opposed to credit risk, at higher yields relative to our peers.

Now beyond investment management, our core shareholders, Blackstone, CC Capital and F&F, continue to be tremendously supportive in the development of our company. We see our core shareholders as key partners as we position ourselves to build a bigger and better F&G. We also strengthened our team during the quarter and have added many professionals across varying departments including senior additions in HR, operations, actuarial and corporate development. Our new F&G colleagues have deep experience across the industry.

In summary, F&G is a great growth story across multiple dimensions including topline growth, margin expansion and an industry leading ROE. Given our high growth rate and reputation as a great place to work, we continue to attract the industry's top talent.

With that, I'm going to now turn the call over to Dennis to discuss our results in more detail.

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Dennis Robert Vigneau, FGL Holdings - CFO [4]

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Thanks, Chris, and good morning, everyone. Today, I'll focus my comments on the following. The earnings and performance trends across the business, results in the investment portfolio, and then I'll wrap up with where we stand on capital heading into the second half of the year.

Our Q2 earnings reflect ongoing execution on our strategic priorities including the following. We closed a signature win for the Bermuda entity, a $900 million block reinsurance transaction with a highly rated mutual insurer. We delivered organic top-line annuity sales growth of 46% year-over-year, ahead of the overall market with strong results in both FIA and MIGA product lines. Net investment income and overall yield lift continues as the portfolio reposition benefits continue to emerge even amidst the challenging interest rate environment. These benefits combined with disciplined in-force management are translating nicely into expanding net investment spreads, reported earnings growth of 12% over the same period last year, and an overall adjusted operating ROE of 18%.

With those highlights as a backdrop, let me get into a few more details. We reported adjusted operating income available to common shareholders of $65 million, or $0.30 per share compared to $58 million, or $0.27 per share last year, an increase of 12%. The underlying core earnings available to common shareholders were $69 million after adjusting for $4 million of net unfavorable items that while core to our overall operating performance, are not consistent period-to-period. The notable operating items are as follows. $11 million of the exploratory M&A expenses mentioned earlier, of which $7 million to $8 million, or about $0.03 to $0.04 per share, should be viewed as unusually high. These project expenses were partially offset by $4 million of favorable market movement on futures that we used to manage policyholder behavior in the FIA product line, and $3 million of favorable mortality experience in our SBIA product line. On a sequential basis, last year's second quarter AOI of $58 million included a net $6 million of favorable items.

Let me add some further color on the unusually high level of project costs in the quarter. As we've articulated previously, executing on accretive M&A opportunities is a core element of the strategy. Since the merger in 2017, we've typically incurred on average about $3 million or so of expense quarterly as part of those efforts. In the current quarter, due to the number and complexity of deals that we assessed, the level of expense was higher at $1 million after tax. Looking ahead, and based on our current pipeline, we'd expect this quarterly spend to revert to more typical levels.

Adjusting for these lumpy notable operating items in both periods, we had a very strong second quarter with core earnings increasing $17 million or 33% over the prior year. This uplift in AOI continues to be driven by ongoing invested asset growth, the benefits of the portfolio reposition lift, disciplined operating expense management, and improving underlying trends in net spreads.

We ended the quarter at a book value per share excluding AOCI of $7.31, up 2% from $7.15 reported last quarter. Turning to the investment portfolio, overall it is performing well due to the significant reposition activities we completed in 2018 and the continued funding of our alternative asset portfolio. Average assets under management for the 6 months totaled $26.7 billion reflecting an increase of $1.7 billion net asset flows year-over-year and a stable in-force book. This reflects growth of 6% net of reinsurance transactions.

Fixed income asset purchases during the quarter totaled over $2 billion at a weighted average NAIC rating of 1.5 and an average net yield of 4.75%. These purchases were primarily investment grade corporates and structured securities such as CLOs, mortgage-backed securities, and ABS.

The high level of purchases in the quarter reflects both new money flows and some repositioning including putting to work the proceeds from the sale of $500 million of BBB rated corporates we spoke of last quarter. As interest rates and spreads have narrowed, we see a further opportunity to de-risk our BBB portfolio with another $500 million reduction. We have already made significant progress with over half of those sales executed to date. Proceeds from those sales will be reinvested in higher quality corporate and structured assets.

In terms of other repositioning activities, we have been working on some additional actions this year which we expect will achieve $15 million on a run rate lift basis overall once completed. We saw approximately $2.5 million of uplift in the quarter from these reposition actions. We also continue to build our allocation to alternative assets. This program is making real progress with approximately $900 million or 3.4% of the portfolio currently funded in alt assets with a further $1.1 billion of unfunded commitments yet to come. We expect alternatives to be funded at about 3.8% of the portfolio by yearend, slightly ahead of our original expectation.

Ultimately, we'll build to an overall 5% allocation with future timing aligned to achieve profitability and in line with our capital targets. On average, we are assuming a net 12% return for this asset class over the life and year-to-date, the annualized return on alts was about 10%.

Next, turning to net investment income and yield, compared to the first quarter of 2019, net investment income was $315 million, an increase of $26 million this quarter. This primarily reflects a $12 million lift from reposition and alternative assets, $9 million of organic asset growth, $8 million from the reinsurance transaction we closed in the quarter, all of which were partially offset by $3 million lower earnings on our floating rate portfolio.

Overall, the reported GAAP earned yield was 4.6% in the quarter, up from 4.47% last quarter. Looking ahead at the current interest rate levels, we would expect the 4.6% yield as of 2Q to hold for the remainder of the year. It is important to note that we will remain disciplined in our investment strategy and risk tolerances and will not chase yield at the expense of credit quality should interest rates continue to decline.

While the overall reported yield is an important element of the business, it is just one aspect of profitability. What is most important is that as interest rates fluctuate, which they have and will continue to do, we actively manage our net investment spread. It is net investment spread and not simply the investment yield that ultimately drives earnings and attractive returns on capital.

At this point we have an established track record of maintaining our pricing discipline through various economic cycles as shown on pages 8 and 9 in the earnings presentation. The stability and expansion of our spread is a function of our core FIA product characteristics, whereby we can regularly adjust crediting rates on our in-force and new business to manage across any interest rate environment. It's also important to note that our cost of hedging has been consistently stable over the same period of time. This quarter is a great example, as we were able to expand spreads amidst the decline in rates. Net investment spread for all products is up and in our core product line, FIAs, is at 284 basis points, up 30 basis points from the prior quarter. The increase here is a function of the portfolio reposition lift, in particular the alternative asset portfolio which saw higher earnings in the quarter.

The portfolio reposition lift combined with active new business pricing and in-force management allows us to effectively manage that net spread. We further benefit from our stable and predictable book of in-force liabilities as shown on page 9 in the earnings presentation. F&G is largely a fixed indexed annuity and fixed rate annuity provider and we have a relatively young book. Over 85% of the book is surrender charge protected and the distance to the guaranteed minimum crediting rate is 85 basis points. We're also very tightly matched between asset and liability cash flows with an average 7-year weighted life. When you bring it all together, these stable, well-priced liabilities drive our asset allocation mix which combined with Blackstone's asset sourcing capabilities provides a real competitive advantage.

We finished the quarter -- let me wrap up with a few thoughts on capital and liquidity. We finished the second quarter in a strong and stable capital position, with an estimated risk-based capital, or RBC ratio, of 475% on a consolidated basis, reflecting strong statutory earnings and a net reinsurance capital benefit. Next, with regard to deployable capital, at the quarter end we had about $300 million comprised of insurance company surplus, available debt capacity, and holding company assets. Furthermore, we have a $250 million revolver that is undrawn and another $100 million to $200 million of readily available capital through established reinsurance relationships.

Finally, turning to share repurchases, since the program was announced in December, we've utilized $35 million out of our $155 million of repurchase authorization. Repurchases in the quarter were minimal given the exploratory M&A activity that I mentioned which kept us out of the market for our shares. We expect buybacks to accelerate in the third and fourth quarters. In summary, we have great momentum across the business and delivered a terrific second quarter. With that, I'll turn the call back to the Operator for questions.

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Questions and Answers

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Operator [1]

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(Operator Instructions) Our first question comes from John Barnidge with Sandler O'Neill.

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John Bakewell Barnidge, Sandler O'Neill + Partners, L.P., Research Division - Director of Equity Research [2]

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Just some commentary trajectory of net investment spreads in the current environment. I know you just provided color on expected net yield on assets, but maybe commentary around new money yields in 3Q 2019 to date as well as what your expectation for utilizing the crediting rate flexibility that you have.

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Dennis Robert Vigneau, FGL Holdings - CFO [3]

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John, it's Dennis. Great question. As we look forward, first as you think about the 460 yield, as I mentioned, that's an important element of it and assuming everything stays current in the interest rate environment, we feel pretty good about that 460 heading into the end of the year. In terms of the new money rate, clearly over the last couple of weeks rates have come down. We did put money to work at 475 in the quarter. I would expect we'd put new money to work at a lower rate in the third and fourth quarters assuming rates stay where they are. But again, it is important to remember that we reprice new business monthly. So we're always working towards a net spread when we put new business on the books. And in terms of the in-force, that tends to be a pretty stable book. We're well matched. In terms of how we'll utilize the room to the floors in terms of adjusting caps and interest crediting rates, we don't have a formulaic approach to that. We review it each month, the in-force profitability, and what we can, what money and assets we see maturing, what liabilities are maturing, and we make that decision and review it in-depth each month. So it's far more art than science on that front. We take a long view on the management of that book, so I would think of it as we strive to keep that book stable in terms of the stickiness of the liabilities and we

(technical difficulty)

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Operator [4]

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The next question comes from John Nadel with UBS.

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John Matthew Nadel, UBS Investment Bank, Research Division - Analyst [5]

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Maybe you guys could take a couple of bucks next quarter and do something about the conference call. Anyway, Dennis, the alternatives discussion, so that 10% annualized return on a year-to-date basis, I'm guessing, but maybe you can help us with the progression of that, I'm guessing first quarter was much weaker than that and second quarter much better, but maybe you can help us think about the difference, disparity between 1 and 2Q as well as maybe think about the progression as these investments season over time.

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Dennis Robert Vigneau, FGL Holdings - CFO [6]

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Sure. John, can you hear me okay?

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John Matthew Nadel, UBS Investment Bank, Research Division - Analyst [7]

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Yes, it's better now. I'm not sure what was going on earlier, but it sounded like you guys were in traffic.

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Dennis Robert Vigneau, FGL Holdings - CFO [8]

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Okay, great. Thanks for the question. When you think about the delta in the first quarter versus second quarter for alternative income, and I think we talked about this last quarter, we had about a 6% to 7% annualized return on alt in the first quarter. We were probably around slightly north of 10%, 11%, 12% in the second quarter, so clearly better. That all blended down to, with additional funding, to about a 10% overall at the half year mark. I would suggest, although we're targeting a 12% lifetime, this is still a pretty young book. We've only been really putting money in the ground and putting it to work since the say third and fourth quarter of last year. So we feel good about what we're seeing in the second quarter. I would still expect in these early years as we add fundings, that average annualized return could come down just because we're putting new money to work that's going to be lower. And then in the later years, as you know, the returns will be above that lifetime of 12%. So I wouldn't -- if I was going to gather a guess I'd say given the additional fundings, we expect this year to get to 3.8%. That 10% at the half year mark will likely come down on an average basis. I'd think of that more for this year maybe back to around the 7% to 8% on a fully funded book at the end of the year. And then that will continue to climb as we go forward.

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John Matthew Nadel, UBS Investment Bank, Research Division - Analyst [9]

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Got it, that's perfect. And that makes an awful lot of sense to me. Okay. The annuity transaction, maybe put that in some context. The $900 million block that you guys did, maybe you guys can put that in some context with respect to -- I mean it clearly sounds like you were very busy during the quarter, that it was an elevated sort of opportunity set. How does the $900 million transaction that actually did get done compare with sort of the range of opportunities that you were looking at?

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Dennis Robert Vigneau, FGL Holdings - CFO [10]

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Great question. The $900 million block, very pleased to have gotten that done. Importantly, that's in our Bermuda platform, which although that platform is still growing, over time as we achieve that growth we're going to start to see nice improvements and lowering of our effective tax rate as we've talked in the past. So we're very pleased to have gotten that transaction done. That deal relative to the rest of the pipeline, it was at the smaller end of the spectrum. The deals of other items and opportunities that we assessed were larger, much larger, more complex. This was a fairly straightforward reinsurance deal with a highly rated mutual carrier. And it's very plain vanilla liabilities. These are deferred annuities, very predictable. We've got deep experience here. It was a fairly straightforward transaction. The others were, as I said, larger, more complex. We do have other opportunities that are in the pipeline as we go forward, so you will see us have some additional expense each quarter, but reverting more back to historical levels there.

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [11]

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John, this is Chris. Just one bit of color to add onto that. I think if we look at the pipeline now going forward, I'd say probably more robust opportunities about potential flow opportunities as opposed to bigger scale transactions.

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John Matthew Nadel, UBS Investment Bank, Research Division - Analyst [12]

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Got it. That's helpful. Then sort of related to this last line of discussion, Dennis, you mentioned in your prepared remarks that the base buyback is likely to pick back up in the back half of the year. Would you characterize that more as a result of the opportunity set being somewhat diminished? Or is that more the result of boy, we've seen a lot of pressure on stock prices and valuation and the return characteristic of buyback has just improved so much?

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Dennis Robert Vigneau, FGL Holdings - CFO [13]

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Yes, so great question. Let me break down in a couple of ways, because there's multiple drivers here. When we put that authorization into place, and certainly in the first quarter we were able to utilize that effectively and bought back about $35 million to date, we continue to believe that our stock is fundamentally undervalued. We put that authorization in place to utilize it, to deploy it in a purposeful way after December. If we weren't deeply engaged in these potential M&A transactions in the second quarter, we would have been in the market buying our shares. So I just want to make that very clear. That probably would have been at the level that you saw in the first quarter. We'll be back in the market here in the second half of the year and I think you're going to see the activity pick up there nicely. So I think of it as the share repurchases is one aspect that we're engaged on to deploy capital, and then M&A, which we have additional capital for, is a separate sort of pool or bucket.

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Operator [14]

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The next question is from Pablo Singzon with JPMorgan.

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Pablo Augusto Serrano Singzon, JP Morgan Chase & Co, Research Division - Analyst [15]

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My first question, I was wondering if you could provide more color on the reinsurance block that you assumed. In terms of financial metrics like capital that the block consumed, any earnings contribution, and also if the assets were fully repositioned this quarter.

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Dennis Robert Vigneau, FGL Holdings - CFO [16]

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Good morning, it's Dennis. The block itself was just about $900 million, slightly more, of fixed annuities, plain vanilla. We'd expect this block to run off over the next several years, both generating a nice double-digit return as well as, as that block runs off, it will free up the capital that's been deployed. The capital, when you think about it, there is a couple of different pieces and it's in Bermuda, so you've got a seeding commission that we paid to the seeding company. We think that was attractive and competitive from our perspective while still allowing us to achieve our target returns which are double digit. We've not disclosed that, I'm not prepared to disclose that this morning, but we're very comfortable with the ultimate double digit return that we expect to achieve. We have not completed the reposition. That's underway and we expect to get that done shortly. At just $900 million, very confident that we will hit those targeted returns and Blackstone is doing a nice job thus far on moving that money around.

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Pablo Augusto Serrano Singzon, JP Morgan Chase & Co, Research Division - Analyst [17]

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Got it. And then my second question was, the second quarter was clearly very active on the annuity front for you guys and yet you only closed one deal. So I'm just wondering if you can comment on the nature of the competitive environment for block deals. Also if you could talk about the various considerations and dynamics of looking at this deal after looking at those opportunities.

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Dennis Robert Vigneau, FGL Holdings - CFO [18]

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Maybe I'll start here and then Chris can certainly share his perspective. So the pipeline on the block deals looks pretty good. We've got a number of opportunities with a variety of partners that we're looking at. They range from block deals to as Chris mentioned, a lot of opportunities in terms of new flow deals that we think are very attractive. We have a couple of deals already in place. We did mention we had $104 million of flow come in in the quarter. That business is growing quite nicely. So we feel good about the activity there. In terms of the deals that we didn't close on, I think was the second part of your question. Look, it's real simple why we didn't close on the deals. After our deep and extensive review, in terms of the businesses that we were reviewing, they just didn't meet our financial terms in one form or fashion or another. In some of them there were multiple factors that at the end of the day we decided not to move forward. In others it was as simple as the return and for others it's structural and/or the nature of the liabilities in light of the interest rate environment we're in, we just didn't move forward. So the pipeline looks good and we'll continue on that front. Chris?

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [19]

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The only thing I'd add is that I don't -- I mean I don't personally view it as any more competitive than it's been for a while now. So it's not like we're seeing crazy activity that we think causes us to want to just pull out of the market. I think there is still plenty of opportunities as Dennis said, particularly as you get into some of the more complex transactions, there's just a lot of moving parts that have to work for both sides to get into it. So I don't think there's too much we can read into that other than obviously it's disappointing to devote resources to deals and not get them over the goal line.

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Pablo Augusto Serrano Singzon, JP Morgan Chase & Co, Research Division - Analyst [20]

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Okay, and then maybe one more before I requeue. So I think, Dennis, there was a (inaudible) to reinsurance this quarter. Can you just talk about any impact on earnings from that and maybe any impact to capital as well?

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Dennis Robert Vigneau, FGL Holdings - CFO [21]

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Sure, Yes, we did reinsure -- as I mentioned in past quarters, we've got a relationship with a couple of reinsurers and we had an opportunity at attractive pricing to do another tranche of seeding here, about $750 million of FIA reserves and $250 million of fixed annuities. We've got very attractive pricing there effectively paying a risk charge on required capital for the assuming company. It's very attractive, it's similar to what we did at the end of the year. In terms of the impact on earnings, pretty nominal, maybe $1 million or so per quarter pretax. It's quite attractive reinsurance and the overall impact of that was we freed up about $80 million plus of capital at the end of the day.

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Operator [22]

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The next question comes from Andrew Kilgerman, with Credit Suisse.

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Andrew Scott Kligerman, Crédit Suisse AG, Research Division - MD & Senior Life Insurance Analyst [23]

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Andrew Kilgerman. Okay so just a little more granularity around these M&A transactions that you may have missed. I'd be so curious as to the types of -- you mentioned complex. What were they, was there LTC tied to it? Was there variable annuity blocks tied to it? What were those complexities? Maybe how big were the deals? And how many competitors were involved when you went out there? Was it an auction process? Maybe you could prove a little granularity around that. It would be very helpful.

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Dennis Robert Vigneau, FGL Holdings - CFO [24]

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Yes. As you know, as part of the transactions, there's also requirements around nondisclosure. I think it would be out of character for us to comment with that level of specificity. What I will say, and you should take from this some comfort, is they didn't fail because we were trying to figure out how we could acquire long term care or variable annuity type assets. Those really aren't in our wheelhouse. As we've said, we're much more interested in things that we've got a deep experience in and don't have the volatility for the earnings characteristics of those types of product lines. They were large, much larger than the $900 million, certainly comfortable sharing that. Several billion dollars, double digit billion dollars in terms of size. And I guess I'll leave it at that.

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Andrew Scott Kligerman, Crédit Suisse AG, Research Division - MD & Senior Life Insurance Analyst [25]

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And there were a lot of bidders?

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Dennis Robert Vigneau, FGL Holdings - CFO [26]

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Active, engaged M&A type processes, yes.

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Andrew Scott Kligerman, Crédit Suisse AG, Research Division - MD & Senior Life Insurance Analyst [27]

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Okay. And then with respect to the spreads, and it was getting very staticky on that earlier question and you were touching on the 85 bps of flexibility around the guaranteed minimum rate. And now you've kind of guided down in terms of your net investment income yield. Should we take the message to be that the 226 basis points of spread that we saw in the quarter is very sustainable over the intermediate term despite the pressured interest rate environment?

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Dennis Robert Vigneau, FGL Holdings - CFO [28]

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Yes, great question. I would look at the 226 basis points of spread and the 284 on FIA, assuming the current interest rate environment sort of stays where it is right now, as pretty sustainable. Although we have, we'll be putting new money to work at a lower yield, and quite frankly, that's part of the change from 475 to 460 is we're just putting new money to work at a lower rate. But we also adjust new money pricing every month, so that all gets washed out in that spread. But we feel assuming a static and stable interest rate environment, the 460 looks good. We have some positive factors. New money that we put to work at rates above the current portfolio yield in this and earlier quarters, earning in. The continued maturity of the alternative asset portfolio is also going to help sustain that yield as we go forward. That's not to say there's not some headwinds. If you think about our floating rate portfolio, we've got about $3.5 billion, $3.75 billion of floating rate assets. With the drop down in rates, there will be some earning pressure on that part of the portfolio. But if you look at the rest of the portfolio, it's chugging right along and on an all-in consolidated basis, we feel pretty good about the 450 at this point. Again, in the current environment.

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Andrew Scott Kligerman, Crédit Suisse AG, Research Division - MD & Senior Life Insurance Analyst [29]

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If I could just ask one more, on total sales, up 49% year-over-year. Even sequentially it was up 10% in this very tough rate environment. FIAs, MIGAs, they look terrific in terms of the growth. Do you see that kind of growth going forward over the next few quarters?

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Dennis Robert Vigneau, FGL Holdings - CFO [30]

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Great question. And we did have a terrific tailwind coming out of 2018 in terms of sales momentum, up strong double digit as you described. I will note that we're achieving or exceeding our targeted lifetime returns on that business. At the end of that day, we'll take topline growth, but we've demonstrated over the years we're very disciplined. We'll also forego topline growth if we can't achieve our margins. So as you look forward, we had come into the year estimating that we'd be in low double digits in terms of overall annuity growth for the year. We still feel good about that number. We're high in the first half, you'll see that momentum come down with pricing actions that we've taken in the second half, or rather actions in the first half that will slow the sales growth in the second half, and I think we still feel very good about the double digit sales growth for the year.

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [31]

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I'd just add 2 things to both of your good questions. One, I do think we'll see a little bit of a slowdown second half as Dennis said, in terms of sales. I would then say though, as we head into 2020, that is where I think some of our channel expansion activities should start to kick in around independent broker/dealers and banks. So from a growth rate perspective, Yes, I think probably slowing closer to an industry growth rate in the second half. But then our expectation would be that as we expand through different channels next year that you'd see an acceleration of that growth. To your first earlier point, I think this is the billion-dollar question for this company and I think it's our biggest personal frustration is the movement in rates as the stock gets treated as though we have these gigantic legacy books of variable annuities and no-lapse guarantee. And the reality, as Dennis said before, it is a very young book largely of fixed index annuities and multiyear guaranteed annuities. So that track record, that one slide in the earnings presentation, I think it is number 8, you see that despite crazy gyrations in Treasury rates, this company's ability to predictably, consistently deliver net spreads. So I think that's our story and that's why we believe the stock is quite undervalued.

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Operator [32]

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The next question is from Alex Scott with Goldman Sachs.

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Taylor Alexander Scott, Goldman Sachs Group Inc., Research Division - Equity Analyst [33]

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Good morning. I guess I just had a question going back to the session. When I think about the reinsurance transaction of $900 million that you did and the reinsurance session that you also did, how accretive on a net basis will those 2 transactions be? I guess you should get a nice help on the tax rate I would think. But can you help us think through like what the net impact is?

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Dennis Robert Vigneau, FGL Holdings - CFO [34]

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Yes, without disclosing too much, which we haven't done in the past on the pricing of the session that we did, the billion dollars, 2 very different types of transactions. One is we are effectively seeding off reserves of our own book, FIAs basically for a risk charge on the required capital that the assuming company has. That's very low-cost reinsurance, very, very efficient. Very low single digit type costs. We're targeting double digit return on the business that we've assumed, so we're going to get -- we get to free up capital on the first block, think about that. Still retaining the economics above the risk charge that we pay, we get to free up that capital, redeploy that at a double digit targeted return into things like we just picked up from the seeding company, the $900 million, and make a really nice spread, effectively retaining the net profits on the original block and then picking up a double digit return on that redeployed capital. Returns are phenomenal and we want to do more of this and we'll do it as the opportunities present. Does that help?

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Taylor Alexander Scott, Goldman Sachs Group Inc., Research Division - Equity Analyst [35]

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Yes, that's very helpful. Follow-up question I had is just in the comments on interest rates. Appreciate that the earnings power, you have a lot of levers and the earnings power has been resilient. I guess the one place that I've considered as being maybe a little more exposed to rates, I know it's not anywhere near some of these legacy books that others have, but the rider, I guess when I think through the rates and when I think through adjusting cap rates down and what that does to sort of the progression of account balances over time, will any of that have an impact on how much of earnings need to be put behind accruing into the rider reserve when we think about your actuarial review?

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Dennis Robert Vigneau, FGL Holdings - CFO [36]

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Yes, good question. When you think about the reserving for riders, you've got the FAS133 Reserve, those impacts, first and foremost, we still believe in the ultimate pricing assumption as when we wrote the in-force book. The book remains solid, the assumptions continue to play out well inside of our pricing parameters. We'll be looking at that in the third quarter. Yes, to the extent there are declines in interest rates, there can be adjustments to the reserves related to the riders. That's -- that goes to our GAAP earnings, it doesn't go through adjusted operating income and we would view that as normal fluctuation due to marking the portfolio each period based on where interest rate is. If you look back at the history of rates and the impact of FAS133 and other aspects, it does tend to bounce around and there's nothing coming through our product experience that gives us anything to be concerned about. There will be accounting noise, but we feel just fine about it.

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Taylor Alexander Scott, Goldman Sachs Group Inc., Research Division - Equity Analyst [37]

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Got it, so more accounting noise, not necessarily outside impact of any kind on go-forward earnings?

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Dennis Robert Vigneau, FGL Holdings - CFO [38]

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Yes, that's right. I'll also note, for much of the in-force book, we also have separate reinsurance transactions that have reinsured off that GMB rider risk as well.

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Operator [39]

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Next we have a follow-up question from John Barnidge with Sandler O'Neill.

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John Bakewell Barnidge, Sandler O'Neill + Partners, L.P., Research Division - Director of Equity Research [40]

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Would you consider pursuing accelerated share repurchases as opposed to just open market purchases given maybe the blackout periods you have when you're pursuing transactions?

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Dennis Robert Vigneau, FGL Holdings - CFO [41]

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John, great question. Yes, we'll certainly review that as well as putting in place open market or 10B51 type plans as we get past the blackout window here. So great question and it's on the consideration list.

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John Bakewell Barnidge, Sandler O'Neill + Partners, L.P., Research Division - Director of Equity Research [42]

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All right. And then surrender activity declined during the quarter, it's now at the lowest levels since 3Q 2018. What's your expectation for surrender activity maybe the balance of the year just going forward?

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Dennis Robert Vigneau, FGL Holdings - CFO [43]

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I would say it's going -- it probably will be a little bit lower and consistent with the current quarter relative to prior quarters where it may have been accelerating given better equity market performance. When there is volatility, customers and policyholders do tend to hunker down. And actually, equity market volatility, I think we've talked about this in the past, tends to actually spur new business as people start looking at their equity market account balance statements. So if rates continue and equity markets continue to have the volatility we've seen over the last few weeks in the second half, I would expect surrenders would stay at the lower rate that we just saw in the second quarter.

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John Bakewell Barnidge, Sandler O'Neill + Partners, L.P., Research Division - Director of Equity Research [44]

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Okay, that's great. My last question, how much business has come from partnerships added since the ratings upgrade in November? And of those new partnerships, how much more capacity or room to run do you think there is?

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [45]

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John, it's Chris. Great question. I would say avoiding exact specific percentages here, we do track the number of new producers. That number keeps increasing, new folks selling F&G products for the first time, so that's obviously an encouraging trend. I think we feel great about who our top core partners are, so I would say it's probably more a function of going deeper with some of our key partners as opposed to adding lots of other partners to the mix which is something we also feel good about because we want it to be truly strategic and not just opportunistic distribution types of opportunities. So I'd say the health, when you get underneath the surface of just looking at the gross sales and look at where the business is coming from, number of new producers, we feel really good about it. It's still a very big market, so forgetting all the new channels we can go into, if we just stay within the world of IMOs, we still see a lot of upside and opportunity to grab share. The last thing I would say, and we talked about this before, the top IMOs that we market through and partner with, they themselves have really evolved their businesses in an incredibly impressive way over the last few years and are now delving into independent broker/dealer channels, banks, RAs, etc. So we are today as we speak already starting to access some of those broader channels simply through the existing partners that we market through.

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Operator [46]

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Next we have a follow-up question from Pablo Singzon with JPMorgan.

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Pablo Augusto Serrano Singzon, JP Morgan Chase & Co, Research Division - Analyst [47]

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Sorry. Can you hear me? Sorry about that. Dennis, just to follow-up on your comments regarding yield, do you expect to fully offset this 15 bps delta with crediting rate actions? And if so, should we expect for when those actions flow through? I think your historical practice has been just to rate faster compared to your competitors.

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Dennis Robert Vigneau, FGL Holdings - CFO [48]

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Great question. I think you've got to break down that 15-basis point difference between the 475 and the 4.6% that we're estimating now into couple of pieces. Part of that is just new money. We're putting new money to work at a lower rate. But we offset that when we price new business, so we don't need to offset any of that with active in-force crediting rate actions. The other handful of basis points, again, as I said earlier, it's more art than science. We look at the book each month when renewals come up. We look at the overall estimated profitability, how each block has been performing. Sometimes we'll make, take an action, and other times we won't. But at the end of the day, and some of that just depends on persistency and where that's running. Oftentimes to the earlier question, to the extent we have greater persistency, we're going to earn more given the nature of these liabilities. So that's a balancing lever that we can use to avoid taking a crediting rate action. So it's a blend of a number of factors, but to be clear, if needed we do take crediting rate actions to protect the net spread and drive overall targeted returns.

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [49]

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Pablo, the thing I'd add to that is, Blackstone has been doing a great job of opportunistically sourcing, continuing to source attractive investment grade opportunities. It's another reason I know some folks have talked about shying away from the MIGA market. We love it. It's been very consistent for us, largely because we're still only $27 billion of AUM, Blackstone's got this incredible capacity to source interesting investment grade private credit with attractive yields. And that, particularly in the shorter duration end of the spectrum, that just lends itself perfectly to the MIGA market. So it's helped and it's taken a little bit of the pressure off having to make those tough tradeoffs between policyholder benefits and meeting your return targets.

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Pablo Augusto Serrano Singzon, JP Morgan Chase & Co, Research Division - Analyst [50]

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Got it. And then just the last one, how much of an earnings offset do you think F&G's reinsurance transactions will be to the drag from lower yields or perhaps even spreads at least versus where we were a quarter ago?

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Dennis Robert Vigneau, FGL Holdings - CFO [51]

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Pablo, is your question how much is F&G Re contributing to earnings?

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Pablo Augusto Serrano Singzon, JP Morgan Chase & Co, Research Division - Analyst [52]

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No, it's more of if you think about more or less a quarter ago, at least my model, I wasn't assuming doing a block deal, right. And it seems like you expect some accretion from that. I'm just wondering, is there a way to frame that accretion versus the potential drag from yield, lower yields or spreads moving forward?

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Dennis Robert Vigneau, FGL Holdings - CFO [53]

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It's a fair question. On the fly, I'd hesitate to just rattle something off. Maybe we can track that one offline. Again, what I will say is very low cost of capital on what we seeded out and double digit returns on the $900 million that we seeded in. Plus, we free up the capital and retain the net profits on what we send off. So hopefully that framework helps and we can always follow-up offline.

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Operator [54]

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And ladies and gentlemen, this will conclude our question and answer session. I will now turn the conference back over to CEO, Chris Blunt, for closing remarks.

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Christopher Owsley Blunt, FGL Holdings - President, CEO & Director [55]

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Great. Thanks, everybody, and appreciate the good questions. Just a couple of closing comments here. Obviously the first half of 2019 produced solid financial results, year-over-year sales growth was 43% first half to first half. A strong 24% increase in AOI, 300 basis points of ROE expansion. And as Dennis mentioned before, we've got strong capital position with $300 million of deployable capital that we're going to allocate toward the most attractive form of deployment. Those opportunities are going to include organic growth, attractive and meaningful inorganic opportunities and obviously share repurchases. More importantly, I believe we're not headed into an environment that's actually going to showcase the strength of our business model, the competitive advantages of our platform, and the unique capabilities of our sponsor group, all of which we believe should lead to continued outperformance. So thank you again and appreciate you tuning in to the call.