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Annual Report 2018

11 Debt and contingent capital instruments

The Group enters into long- and short-term debt arrangements to obtain funds for general corporate use and specific transaction financing. The Group defines short-term debt as debt having a maturity at the balance sheet date of not greater than one year and long-term debt as having a maturity of greater than one year. For subordinated debt positions, maturity is defined as the first optional redemption date (notwithstanding that optional redemption could be subject to regulatory consent). Interest expense is classified accordingly.

The Groupʼs debt as of 31 December was as follows:

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USD millions

2017

2018

1

Certain items previously described within the disclosure table as subordinated financial debt or convertible debt are now included as contingent capital instruments classified as financial debt. Comparative information for 2017 has been amended accordingly.

Senior financial debt

433

235

Subordinated financial debt1

 

637

Contingent capital instruments classified as financial debt1

 

761

Short-term debt

433

1 633

 

 

 

Senior financial debt

3 781

3 428

Senior operational debt

390

388

Subordinated financial debt1

2 632

1 892

Subordinated operational debt

2 370

2 112

Contingent capital instruments classified as financial debt1

975

682

Long-term debt

10 148

8 502

 

 

 

Total carrying value

10 581

10 135

Total fair value

12 681

11 685

As of 31 December 2017 and 2018, operational debt, ie debt related to operational leverage, amounted to USD 2.8 billion (thereof USD 2.4 billion limited- or non-recourse) and USD 2.5 billion (thereof USD 2.1 billion limited- or non-recourse), respectively. Operational leverage is subject to asset/liability matching and is excluded from rating agency financial leverage calculations.

Maturity of long-term debt

As of 31 December, long-term debt as reported above had the following maturities:

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USD millions

2017

2018

Due in 2019

2 341

0

Due in 2020

197

188

Due in 2021

213

816

Due in 2022

845

817

Due in 2023

897

855

Due after 2023

5 655

5 826

Total carrying value

10 148

8 502

Senior long-term debt

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Maturity

Instrument

Issued in

Currency

Nominal in millions

Interest rate

Book value in USD millions

1

Assumed in the acquisition of GE Insurance Solutions.

2021

Syndicated senior bank loans

2018

GBP

468

variable

596

2022

Senior notes

2012

USD

250

2.88%

249

2023

Senior notes

2016

EUR

750

1.38%

853

2024

EMTN

2014

CHF

250

1.00%

253

2026

Senior notes1

1996

USD

397

7.00%

476

2027

EMTN

2015

CHF

250

0.75%

254

2030

Senior notes1

2000

USD

193

7.75%

257

2042

Senior notes

2012

USD

500

4.25%

490

Various

Payment undertaking agreements

various

USD

344

various

388

Total senior long-term debt as of 31 December 2018

3 816

Total senior long-term debt as of 31 December 2017

4 171

Subordinated long-term debt

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Maturity

Instrument

Issued in

Currency

Nominal in millions

Interest rate

 First call in

Book value in USD millions

1

Certain items previously described within the disclosure table as subordinated long-term debt are now included as contingent capital instruments classified as long-term debt. Comparative information for 2017 has been amended accordingly.

2042

Subordinated fixed-to-floating rate loan note

2012

EUR

500

6.63%

2022

568

2044

Subordinated fixed rate resettable callable loan note

2014

USD

500

4.50%

2024

498

2057

Subordinated private placement (amortising, limited recourse)

2007

GBP

1 658

5.28%

 

2 112

 

Perpetual subordinated fixed-to-floating rate callable loan note

2015

EUR

750

2.60%

2025

826

Total subordinated long-term debt as of 31 December 2018

4 004

Total subordinated long-term debt as of 31 December 20171

5 002

Contingent capital instruments classified as long-term debt

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Maturity

Instrument

Issued in

Currency

Nominal in millions

Interest rate

First call in

Book value in USD millions

1

Certain items previously described within the disclosure table as subordinated long-term debt are now included as contingent capital instruments classified as long-term debt. Comparative information for 2017 has been amended accordingly.

2024

Senior unsecured exchangeable instrument with issuer stock settlement

2018

USD

500

3.25%

 

494

2045

Subordinated contingent write-off securities

2013

CHF

175

7.50%

2020

188

Total contingent capital instruments classified as long-term debt as of 31 December 2018

682

Total contingent capital instruments classified as long-term debt as of 31 December 20171

975

Interest expense on long-term debt and contingent capital instruments classified as equity

Interest expense on long-term debt for the years ended 31 December was as follows:

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USD millions

2017

2018

1

Certain items previously described within the disclosure table as subordinated financial debt or convertible debt are now included as contingent capital instruments classified as financial debt. Comparative information for 2017 has been amended accordingly.

Senior financial debt

114

100

Senior operational debt

11

11

Subordinated financial debt1

128

108

Subordinated operational debt

114

118

Contingent capital instruments classified as financial debt1

38

38

Total

405

375

In addition to the above, interest expense on contingent capital instruments classified as equity was USD 67 million and USD 41 million for the years ended 31 December 2017 and 2018, respectively.

Long-term debt issued in 2018

In June 2018, Swiss Re Ltd issued a six-year senior unsecured exchangeable instrument with issuer stock settlement. The instrument has a face value of USD 500 million, with a fixed coupon of 3.25% per annum payable semi-annually in arrear until the maturity date (13 June 2024). The interest expense was USD 10 million for the year ended 31 December 2018. In limited circumstances, the instrument may be redeemed early, in cash. Noteholders have a put option requiring the issuer to redeem the instrument at par if a delisting, nationalisation or change of control occurs. The higher of the par value and the fair market value of the instrument may be stock-settled, at any time at the option of the issuer, by delivering Swiss Re Ltd shares at a prevailing share price which uses a forward-looking 15 trading day volume-weighted average share price with a 1% discount. If the issuer stock settlement option is exercised at a time when the Groupʼs, or the issuerʼs, regulatory solvency ratio calculated under the Swiss Solvency Test is less than 160%, the prevailing share price is subject to a share price floor of USD 44.3305. After year five, holders of the instrument have the unrestricted option (and prior to year five, a restricted option) to exchange the instrument for Swiss Re Ltd shares at the prevailing exchange price, which is initially set at USD 115.2593, representing a premium of 30% to the reference share price, which used a forward-looking ten trading day volume-weighted average share price commencing on 7 June 2018. The number of Swiss Re Ltd shares to be delivered upon a noteholder-initiated exchange will be determined by dividing the principal amount of the instrument held by such noteholder by the prevailing exchange price at the time. The issuer may elect to settle a noteholder exchange in cash or Swiss Re Ltd shares. The share price floor and the exchange price are subject to customary anti-dilution adjustments. To economically hedge the settlement of a noteholder-initiated exchange (in cash or in Swiss Re Ltd shares), Swiss Re Ltd purchased matching call options in an aggregate amount of USD 500 million with an expiry date of 13 June 2024 on Swiss Re Ltd shares with a portion of the proceeds of the offering through an internal call option entered through Swiss Reinsurance Company Ltd with external banks. Consequently, no new Swiss Re Ltd shares will be issued upon a noteholder-initiated exchange. Both the noteholder-initiated exchange option and the matching call options are accounted as equity within Swiss Re Ltd.

In June 2018, Swiss Re ReAssure Limited entered into a GBP 550 million revolving credit facility with a syndicate of banks. The facility has an expiry date of 26 June 2021. At 29 June 2018, the amount drawn under the facility was GBP 468 235 294. This revolving credit facility replaces the previous GBP 550 million revolving credit facility that Swiss Re ReAssure Limited (formerly known as Swiss Re Admin Re Limited) had entered into in April 2016.

Contingent capital instruments classified as equity

In March 2012, Swiss Reinsurance Company Ltd issued a perpetual subordinated capital instrument with issuer stock settlement, a face value of USD 750 million and a fixed coupon of 8.25% per annum. This capital instrument was redeemed on 1 September 2018.