Approximately $500 million of securities rated
New York, March 10, 2015 -- Moody's Investors Service has assigned a Baa2 debt rating to approximately
$500 million of Pre-capitalized Trust Securities ("P-Caps")
issued by Peachtree Corners Funding Trust (the "Trust"), a Delaware
statutory trust that will serve as a source of liquidity for Voya Financial,
Inc. (Voya Financial; NYSE: VOYA, senior unsecured
debt guaranteed by Voya Holdings, Inc., Baa2,
stable outlook). The outlook on the P-Caps is stable,
consistent with the outlook on Voya.
RATINGS RATIONALE
Moody's said that under the terms of the facility, Voya Financial
has the right to issue (i.e., owns a put option) senior
notes, guaranteed by Voya Holdings, Inc. (Voya Holding,
long term issuer rating Baa2), maturing in February, 2025,
to the Trust in exchange for high quality collateral. The collateral
will be held in the Trust for the benefit of investors, purchased
with the proceeds raised from the issuance of the P-Caps.
Because of Voya Financial's unilateral right to issue senior notes
to the Trust, and because any such notes -together with other
Voya Financial obligations under the P-Caps - benefit from
a full, unconditional, and irrevocable guarantee from Voya
Holdings, the rating of the P-Caps is aligned with the senior
debt rating of Voya Financial (guaranteed by Voya Holdings).
Moody's noted that Voya Holdings is an intermediate holding company
of the Voya Financial group, which owns most of its life insurance
subsidiaries. Because of the structural subordination of Voya Financial's
obligations to those of Voya Holdings, Voya Financial's senior debt
rating would be a notch lower without the Voya Holding guarantee.
The rating agency said that the Trust will invest the proceeds from the
sale of the P-Caps in principal and/or interest strips of US Treasury
securities. Should Voya Financial exercise its right to draw on
the assets held by the Trust in exchange for issuing guaranteed senior
notes, Moody's would then include the outstanding amount of the
notes in its calculation of financial leverage for Voya Financial.
However, absent the issuance of the senior notes, the P-Caps
are treated by Moody's as off-balance sheet for analytic purposes
and not included in either adjusted financial leverage or total leverage.
According to Vice President and Senior Credit Officer, Laura Bazer,
"This transaction is a credit positive because it provides Voya Financial
with an alternative source of liquidity and diversifies its funding sources."
The P-Caps will provide Voya Financial with a committed source
of financing that can be used under financially difficult circumstances
and under normal conditions; i.e., Voya Financial
has the right to issue senior notes to the Trust and receive Treasury
securities at any time, including if its credit condition has deteriorated.
Moody's commented that the ratings of Voya Financial and its life
insurance subsidiaries are based on the companies' sizeable share in domestic
retirement services, particularly in the specialized 403(b) and
457 pension sectors, where the group has leading market shares.
Voya Financial is also an important US provider of life insurance products,
and, in past years, variable annuities. Strong capital
and holding company liquidity, as well as Moody's expectation
of on-going, improving profitability--towards
a level consistent with the company's ratings--support
the company's stable outlook.
The rating agency said that these strengths are mitigated by the company's
significant exposure to the US equity market from its large book of legacy
variable annuities (VAs) and fee-basedpension businesses.
The VA book and related hedging contributes to significant GAAP earnings
volatility. Continuing weakness in net flows in Voya's core
tax-sheltered annuity businesses is a concern for future profitability,
if recurring deposits and sales are not sufficient to offset surrenders
as the company reprices the business.
RATING DRIVERS
The following factors, together, could lead to an upgrade
of VOYA's ratings: reduction in earnings volatility, resulting
in return-on-capital (ROC) consistently close to 8%;
Risk Based Capital (RBC) ratio consistently at or above 425% (company
action level), while maintaining good capital adequacy at onshore
captives; cash coverage of close to 5x, and earnings coverage
of at least 7x, each on a consistent basis.
Conversely, the following factors could lead to a downgrade:
Elevated surrenders leading to a permanent net reduction in premium and
deposits; ROC's consistently below 5%; consolidated RBC
ratio falling below 375% (company action level, excluding
onshore captives, which, separately, must be adequately
capitalized); cash coverage of less than 3x, earnings coverage
of below 5x.
Voya Financial, Inc. is a publicly traded insurance organization
headquartered in New York City. As of December 31, 2014,
the company had total assets of almost $227 billion and total shareholders'
equity of approximately $19 billion.
Moody's insurance financial strength ratings are opinions of the ability
of insurance companies to pay punctually senior policyholder claims and
obligations.
The principal methodology used in these ratings was Global Life Insurers
published in August 2014. Please see the Credit Policy page on
www.moodys.com for a copy of this methodology.
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides certain regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this rating action, and
whose ratings may change as a result of this rating action, the
associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Laura Bazer
VP - Senior Credit Officer
Financial Institutions Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Robert L Riegel
MD - Insurance
Financial Institutions Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's rates Voya Financial's P-Caps Securities Baa2; stable outlook