SEC Division of Investment Management staff letter: Athene Annuity and Life Company

~pEXCy,~,C a °3 ~ 3 w 5 s~sM vo
DIYISION OF
INVESTMENT MANAGEMENT
September 28,2018
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
VIA ELECTRONIC MAIL
RESPONSE OF CHIEF ACCOUNTANT'S OFFICE
DIVISION OFINVESTMENT MANAGEMENT
Stephen E.Roth
Eversheds Sutherland(US)LLP
Email: steveroth(a,eversheds-sutherland.com
Re: Athene Annuity and Life Company
By letter dated September 28,2018,you request authority under Regulation S-X §3-13 ("Rule 3-13")for Athene Annuity and Life Company("Company")to file audited financial statements ofthe Companyprepared in accordance with statutory accounting principles) ("SAP"),in place offinancial statements prepared in accordance with accounting principles generally accepted in the United States ofAmerica("GAAP"),in registration statements submitted under the Securities Actof1933("Securities Act")on Form S-1 for certain insurance contracts more particularly described below(the"Contracts"),in satisfaction ofthe requirements ofItems 11(e), 11(~ and 11(g)and Item 16(b)ofForm S-1,as described in your letter. Background The Company You state that the Companyis an Iowa-domiciled insurance companythat is principally engaged in selling retirement products,and is an indirect wholly-owned subsidiary ofAthene Holding Ltd("AHL"). You also state that AHLhas registered a class ofequity securities with the Commission and is obligated to file reports under the Exchange Actfor which it prepares consolidated GAAP financial statements. You further state that $40 billion ofthe Company's $59 billion in invested assets are covered byreinsurance arrangements entered into on a "modified co-insurance basis" with another subsidiary ofAHL,Athene Life Re Ltd. You note that, while the Company provides financial information to AHLfor its use in preparing consolidated GAAP financial statements filed with the Commission,the Company historically has not prepared GAAP financial statements on an entity basis. Specifically, you state the Company has never prepared GAAP financial information that records the substantial volume ofits intercompany reinsurance arrangements and does not otherwise expect to do so in You note that these principles are those that are prescribed or permitted bythe Company's domiciliary state regulator.